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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) | ||
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1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) |
4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Restricted Stock Units | (5) | 05/13/2024 | M | 15,000 | (6) | (7) | COMMON STOCK | 15,000 | $ 0 | 0 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| Russell Kurt L. ONE MUSEUM PLACE 3100 WEST 7TH STREET, SUITE 500 FORT WORTH, TX 76107 |
COO - Precoat Metals | |||
| /s/ Tara D. Mackey, attorney-in-fact for Kurt L. Russell | 07/12/2024 | |
| **Signature of Reporting Person | Date |
| * | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
| ** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
| (1) | This amended Form 4 amends the Form 4 previously filed on May 13, 2024, and is filed to correct a technical issue in the calculation of the Amount of Securities Beneficially Owned Following Reported Transaction(s) column. |
| (2) | This amended Form 4 amends the Form 4 previously filed on May 13, 2024, and is filed to correct the Title of Security which should have been reported as Common Stock, not Restricted Stock Units. |
| (3) | Represents the vesting of dividend equivalent rights that accrued on restricted stock units (RSUs) granted on May 13, 2022, which AZZ has settled in shares of AZZ common stock. |
| (4) | The reporting person disposed of shares of AZZ common stock to satisfy tax withholding obligations. |
| (5) | Each RSU represents a contingent right to receive one share of AZZ common stock. |
| (6) | The RSUs granted on 5/13/2022, vest ratably over a two-year period beginning on 5/13/2023. |
| (7) | Once vested, the shares of common stock are not subject to expiration. |