Was this AZZ (AZZ) CEO share transaction an open-market purchase?

No, it was not an open-market purchase. The 305 shares were acquired under AZZ Inc.’s 2018 Employee Stock Purchase Plan, a company benefit program, and the transaction is classified as exempt from Rule 16b-3(c) under the plan’s terms.

AZZ Inc (AZZ) CEO adds shares through employee stock purchase plan

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

AZZ Inc President and CEO Thomas E. Ferguson increased his direct holdings through the company’s employee stock purchase plan. He acquired 305 shares of common stock at $69.63 per share for the purchase period from January 1, 2026 through June 30, 2026.

These shares were bought under the AZZ Inc. 2018 Employee Stock Purchase Plan, at 85% of the closing stock price on the enrollment date, and are exempt from Rule 16b-3(c). After this transaction, Ferguson directly owns 201,827 shares of AZZ common stock.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider FERGUSON THOMAS E

Role President and CEO

Type	Security	Shares	Price	Value
Other	COMMON STOCK	305	$69.63	$21K

Holdings After Transaction: COMMON STOCK — 201,827 shares (Direct, null)

Footnotes (1)

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Key Figures

Shares acquired: 305 shares Purchase price: $69.63 per share Post-transaction holdings: 201,827 shares +3 more

6 metrics

Shares acquired 305 shares Common stock acquired under 2018 ESPP for period Jan 1–Jun 30, 2026

Purchase price $69.63 per share Price paid for ESPP purchase on June 30, 2026

Post-transaction holdings 201,827 shares Direct ownership by Thomas E. Ferguson after ESPP purchase

ESPP discount 85% of closing price Shares purchased at 85% of closing stock price on enrollment date

Rule 16b-3(c) status Exempt transaction ESPP purchase described as exempt from Rule 16b-3(c)

Purchase period Jan 1, 2026 – Jun 30, 2026 2018 ESPP purchase period for these acquired shares

Key Terms

2018 Employee Stock Purchase Plan, 2018 ESPP, Rule 16b-3(c), closing stock price, +1 more

5 terms

2018 Employee Stock Purchase Plan financial

"pursuant to the AZZ Inc. 2018 Employee Stock Purchase Plan (2018 ESPP)"

2018 ESPP financial

"for the 2018 ESPP purchase period of January 1, 2026 through June 30, 2026"

Rule 16b-3(c) regulatory

"This transaction is exempt from Rule 16b-3(c)."

An SEC rule that lets corporate insiders avoid automatic "short‑swing" profit recovery when they buy or sell their company’s stock under a pre‑approved, written plan that meets specific conditions. For investors, it matters because it clarifies when insider trades are treated as routine, reducing legal uncertainty and helping distinguish trades made for ordinary compensation or pre‑planned reasons from those that might signal opportunistic or timely insider advantage.

closing stock price financial

"the shares were purchased based upon 85% of the closing stock price"

enrollment date financial

"closing stock price of the Issuers common stock on the enrollment date"

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 07/01/2026 - 04:43 PM Accepted by SEC EDGAR 07/01/2026 - 04:42 PM

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

FERGUSON THOMAS E

(Last)

(First)

(Middle)

ONE MUSEUM PLACE, SUITE 500

3100 WEST 7TH STREET

(Street)

FORT WORTH

TEXAS

76107

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
AZZ INC [ AZZ ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	President and CEO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/30/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
COMMON STOCK	06/30/2026		J⁽¹⁾	V	305	A	$69.63	201,827	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. The reporting person is voluntarily reporting the purchase of shares of the Issuers common stock pursuant to the AZZ Inc. 2018 Employee Stock Purchase Plan (2018 ESPP), for the 2018 ESPP purchase period of January 1, 2026 through June 30, 2026. This transaction is exempt from Rule 16b-3(c). In accordance with the 2018 ESPP, the shares were purchased based upon 85% of the closing stock price of the Issuers common stock on the enrollment date by the reporting person (as defined in the 2018 ESPP).

Remarks:

	/s/ Tara D. Mackey, attorney-in-fact for Thomas E. Ferguson	07/01/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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 Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What did AZZ (AZZ) CEO Thomas E. Ferguson report in this Form 4?

Thomas E. Ferguson reported acquiring 305 shares of AZZ common stock. The shares were obtained through the 2018 Employee Stock Purchase Plan for the period January 1, 2026 to June 30, 2026, increasing his direct ownership to 201,827 shares.

How many AZZ (AZZ) shares did the CEO acquire and at what price?

He acquired 305 shares of AZZ common stock at $69.63 per share. The purchase was executed via the company’s 2018 Employee Stock Purchase Plan, which applies a 15% discount to the closing stock price on the enrollment date.

What is Thomas E. Ferguson’s total AZZ (AZZ) shareholding after this transaction?

Following the reported transaction, Thomas E. Ferguson directly owns 201,827 shares of AZZ common stock. This updated holding reflects the additional 305 shares acquired through the 2018 Employee Stock Purchase Plan during the first half of 2026.

What is the AZZ (AZZ) 2018 Employee Stock Purchase Plan mentioned in the filing?

The 2018 Employee Stock Purchase Plan allows eligible participants to buy AZZ common stock at a discount. In this case, shares were purchased at 85% of the closing stock price on the enrollment date for the January 1, 2026 to June 30, 2026 purchase period.

How is the AZZ (AZZ) CEO’s Form 4 transaction coded and what does it imply?

The transaction is coded "J" as an "Other acquisition or disposition" of common stock. The footnote clarifies it represents a voluntary report of shares purchased via the 2018 Employee Stock Purchase Plan, rather than a discretionary open-market trade.