AZZ CLO reports equity grants and tax share withholding
AZZ INC Chief Legal Officer Tara D. Mackey reported compensation-related equity activity, not open-market trading.
Sentiment and the balance of points
Rhea-AI Sentiment reads the wording of the document, how positive or negative its language is on a 1 to 5 scale. The balance of points shown with the takes weighs what the document actually discloses, so the two can disagree, for example when a trial that missed its main goal is described in upbeat language.
Form Type
4
Rhea-AI Filing Summary
AZZ INC Chief Legal Officer Tara D. Mackey reported compensation-related equity activity, not open-market trading. She exercised or converted derivative awards into 12,395 shares of common stock and received new performance share units and restricted stock units totaling 3,783 units as part of long-term incentive grants.
The filing shows 4,565 shares of common stock were disposed of to cover tax withholding obligations at prices around $141–$145 per share. Footnotes explain that many of the shares came from the vesting of prior RSU and PSU awards and related dividend equivalent rights settled in AZZ common stock.
Insider Trade Summary
12,395 shares exercised/converted
Exercise
14 txns
Insider
Mackey Tara D
Role
Chief Legal Officer
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Restricted Stock Units | 1,759 | $0.00 | $0.00 |
| Exercise | Performance Share Units | 9,706 | $0.00 | $0.00 |
| Exercise | COMMON STOCK | 1,759 | $0.00 | $0.00 |
| Exercise | COMMON STOCK | 44 | $0.00 | $0.00 |
| Exercise Price or Tax Liability | COMMON STOCK | 582 | $141.58 | $82K |
| Exercise | COMMON STOCK | 9,706 | $0.00 | $0.00 |
| Exercise | COMMON STOCK | 247 | $0.00 | $0.00 |
| Exercise Price or Tax Liability | COMMON STOCK | 3,679 | $141.58 | $521K |
| Grant/Award | Restricted Stock Units | 1,892 | $0.00 | $0.00 |
| Grant/Award | Performance Share Units | 1,891 | $0.00 | $0.00 |
| Exercise | Restricted Stock Units | 930 | $0.00 | $0.00 |
| Exercise | COMMON STOCK | 930 | $0.00 | $0.00 |
| Exercise | COMMON STOCK | 12 | $0.00 | $0.00 |
| Exercise Price or Tax Liability | COMMON STOCK | 304 | $144.78 | $44K |
Holdings After Transaction:
Restricted Stock Units — 2,822 contracts (Direct);
Performance Share Units — 1,891 contracts (Direct);
COMMON STOCK — 31,100 shares (Direct)
Footnotes (13)
- F1. Reflects the vesting of dividend equivalent rights that accrued on 930 restricted stock units (RSUs) granted on 4/25/2024, which AZZ has settled in shares of AZZ common stock.
- F2. The reporting person disposed of shares of common stock to satisfy tax withholding obligations.
- F3. Reflects the vesting of dividend equivalent rights that accrued on 1,759 restricted stock units (RSUs) granted on 4/28/2023, which AZZ has settled in shares of AZZ common stock.
- F4. Represents the vesting of dividend equivalent rights that accrued on the target performance share units (PSUs) of 5,275 granted on 4/28/2023, which AZZ has settled in shares of AZZ common stock.
- F5. Each RSU represents a contingent right to receive one share of AZZ common stock.
- F6. The RSUs were granted on 4/25/2024 under AZZs 2023 Long-Term Incentive Plan and vest ratably over a 3-year period beginning on 4/25/2025.
- F7. Once vested, the shares of common stock are not subject to expiration.
- F8. The RSUs were granted on 4/28/2023 under AZZs 2014 Long-Term Incentive Plan and vested ratably over a 3-year period which began on 4/28/2024.
- F9. Each PSU represents a contingent right to receive shares of AZZ common stock with the actual number varying based on achieved results at the end of the 3-year performance cycle.
- F10. Represents the number of shares acquired by the reporting person upon the vesting of PSUs granted on 4/28/2023. This number represents 5,275 target PSUs and 4,431 additional PSUs earned based on the achievement of 184% of pre-established performance metric during the performance cycle.
- F11. The PSUs granted on 4/28/2023 were awarded under AZZs 2014 Long Term Incentive Plan as part of the Issuers annual equity award process and had a 3-year performance cycle (3/1/2023 to 2/28/2026).
- F12. The RSUs granted on 4/27/2026 under AZZs 2023 Long-Term Incentive Plan as part of the Issuers annual equity award process were awarded and will vest ratably over a 3-year period beginning on 4/27/2027.
- F13. The PSUs granted on 4/27/2026 were awarded under AZZ's 2023 Long Term Incentive Plan as part of the Issuer's annual equity award process. The PSUs represent 100% of the target number of PSUs that could be earned by the Reporting Person at the end of the 3-year performance cycle, which runs from March 1, 2026 to February 28, 2029. The FY2027 PSU performance metrics are AZZ's Total Shareholder Return relative to its executive compensation peer group and Return on Invested Capital. The maximum payout for the FY2027 PSUs shall not to exceed 200% of the target award.
Key Figures
Shares from derivative exercises: 12,395 shares
Shares for tax withholding: 4,565 shares
Tax withholding price 1: $141.58 per share
+5 more
8 metrics
Shares from derivative exercises
12,395 shares
Common stock acquired via exercises/conversions (M code)
Shares for tax withholding
4,565 shares
Common stock disposed to satisfy tax obligations (F code)
Tax withholding price 1
$141.58 per share
Common stock used for tax withholding on April 28, 2026
Tax withholding price 2
$144.78 per share
Common stock used for tax withholding on April 25, 2026
New PSUs granted
1,891 units
Performance Share Units awarded on April 27, 2026
New RSUs granted
1,892 units
Restricted Stock Units awarded on April 27, 2026
Additional PSUs earned
4,431 PSUs
Earned as part of 184% achievement of PSU performance metric
Target PSUs in 2023 grant
5,275 PSUs
Target performance share units granted on April 28, 2023
Key Terms
Performance Share Units, Restricted Stock Units, dividend equivalent rights, tax withholding obligations, +2 more
6 terms
Restricted Stock Units financial
"Reflects the vesting of dividend equivalent rights that accrued on 1,759 restricted stock units (RSUs) granted on 4/28/2023"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
dividend equivalent rights financial
"Reflects the vesting of dividend equivalent rights that accrued on 930 restricted stock units (RSUs) granted on 4/25/2024"
Dividend equivalent rights are promises that mirror the cash payments shareholders get from a company’s profits, but they are paid to holders of certain awards (like stock options or restricted stock units) rather than to actual shares. Think of them as a paycheck top‑up that matches dividends while the award is not yet a real stock, and they matter to investors because they add to employee compensation costs and potential share dilution, affecting company profitability and per‑share value.
tax withholding obligations financial
"The reporting person disposed of shares of common stock to satisfy tax withholding obligations."
Long-Term Incentive Plan financial
"The RSUs were granted on 4/25/2024 under AZZs 2023 Long-Term Incentive Plan and vest ratably over a 3-year period"
A long-term incentive plan is a company program that pays executives or employees with stock, options, or cash tied to multi-year performance goals, where the rewards become theirs only after meeting conditions over time. Think of it as a delayed bonus or retirement-style reward that aligns employees’ interests with shareholders by encouraging them to boost long-term value; investors watch these plans because they affect pay costs, share dilution and management incentives.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What did AZZ (AZZ) Chief Legal Officer Tara Mackey report in this Form 4?
Tara Mackey reported routine equity compensation activity, including exercises of prior awards into common stock and new grants of performance share units and restricted stock units, along with share dispositions solely to satisfy tax withholding obligations tied to these vestings and conversions.
Were there any open-market stock sales by AZZ (AZZ) Chief Legal Officer in this filing?
No. The Form 4 indicates share dispositions coded as F, meaning shares of AZZ common stock were withheld or delivered only to cover tax withholding obligations on vested awards, rather than being sold in open-market transactions for investment or trading purposes.
What derivative awards did Tara Mackey exercise or convert at AZZ (AZZ)?
She exercised or converted derivative awards totaling 12,395 shares into AZZ common stock. These included performance share units and restricted stock units that vested, along with dividend equivalent rights that accrued on earlier RSU and PSU grants and were settled in common stock.
What new equity awards did AZZ (AZZ) grant to Tara Mackey?
AZZ granted 1,891 performance share units and 1,892 restricted stock units to Tara Mackey. Both awards carry a zero exercise price, are part of long-term incentive plans, and will vest ratably over three-year periods beginning on April 27, 2027, according to the footnotes.
How were performance metrics described for AZZ (AZZ) new PSUs to Tara Mackey?
Footnotes state the FY2027 performance share units are tied to a three-year cycle from March 1, 2026 to February 28, 2029, with metrics based on AZZ’s total shareholder return versus its executive compensation peer group and its return on invested capital, with a 200% maximum payout.
AI-generated analysis. How Rhea-AI works. Not financial advice.
Accepted by SEC EDGAR
Learn about SEC filing dates