Gibraltar (ROCK) Officer Disposes Shares and Gets Matching RSUs

Rhea-AI Filing Summary

Katherine E. Bolanowski, General Counsel, VP and Secretary of Gibraltar Industries, reported transactions dated 09/30/2025. The Form 4 shows a disposition of 16,205 shares of Gibraltar common stock and the allocation/acquisition of 183.44 matching restricted stock units under the company's 2018 Management Stock Purchase Plan. Following the reported transactions, the filing shows 6,171.42 shares beneficially owned by the reporting person on a direct basis. The RSUs represent matching awards tied to deferrals of base salary and incentive compensation and carry vesting rules that include forfeiture if service ends before the fifth anniversary and cash settlement provisions thereafter.

Positive

• Matching restricted stock units were awarded under the 2018 Management Stock Purchase Plan, maintaining compensation alignment with deferred pay.
• Clear disclosure of RSU terms including forfeiture before the fifth anniversary and cash-settlement mechanics provides transparency for investors.

Negative

• Disposition of 16,205 shares reduced the reporting person's direct common stock holdings; the filing does not state the reason for the sale.
• RSUs are payable in cash rather than shares after vesting, which may limit long-term share ownership accumulation by the officer.

Insights

Corporate Governance Expert

TL;DR: Routine insider reporting: an officer sold stock and received matching RSUs under the company plan; appears procedural rather than governance-altering.

The Form 4 documents a routine Section 16 filing by an officer who disposed of 16,205 shares and received 183.44 matching restricted stock units under the 2018 MSPP. The disclosure clarifies the RSU settlement terms and forfeiture timing, which is important for assessing executive alignment with shareholders. There is no additional governance action, change in role, or related-party transaction disclosed in the filing.

Compensation Analyst

TL;DR: Compensation event: small matching RSU allocation tied to deferrals; sale reduces immediate share ownership but RSUs retain future economic linkage.

The allocation of 183.44 matching RSUs reflects routine compensation mechanics under the 2018 Management Stock Purchase Plan, tied to salary deferrals. The RSUs are payable in cash per plan terms and include a multi-year service condition, which preserves some incentive alignment. The 16,205-share disposition is a material sized sale in absolute terms but the filing does not state the reason for the sale or whether it was under a trading plan.

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
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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).

1. Name and Address of Reporting Person^*

Bolanowski Katherine

(Last) (First) (Middle)

3556 LAKE SHORE ROAD

P.O. BOX 2028

(Street)

BUFFALO NY 14219-0228

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
GIBRALTAR INDUSTRIES, INC. [ ROCK ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	General Counsel, VP, Secretary

3. Date of Earliest Transaction (Month/Day/Year)
09/30/2025

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

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

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

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock								16,205	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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Unit (2018 MSPP Match)(1)	(2)	09/30/2025		A		183.44(3)		(2)	(2)	Common Stock	183.44	$0	6,171.42	D

Explanation of Responses:

1. Represents matching restricted stock units allocated to the Reporting Person with respect to the Reporting Person's deferral of a portion of their annual base salary and annual cash incentive compensation pursuant to the Company's 2018 Management Stock Purchase Plan.

2. Restricted stock units are forfeited if Reporting Person's service as an officer of the Company is terminated prior to the fifth (5th) anniversary of the Reporting Person's vesting commencement date. If service as an officer continues beyond the fifth (5th) anniversary of the Reporting Person's vesting commencement date, restricted stock units are payable solely in cash in one lump sum payment or in five (5) or ten (10) consecutive, substantially equal annual installments, whichever distribution form is elected by the Reporting Person, beginning six (6) months following termination of service. Each restricted stock unit is converted to cash in an amount equal to the fair market value of one share of the Company's common stock, as defined in the Company's 2018 Management Stock Purchase Plan, on the date of termination of the Reporting Person's service as an officer of the Company.

3. Represents matching restricted stock units allocated to the Reporting Person with respect to the Reporting Person's deferral of a portion of their annual base salary pursuant to the Company's 2018 Management Stock Purchase Plan.

	/s/ Jeffrey J. Watorek, Attorney-in-Fact for Katherine E. Bolanowski	10/01/2025
	** 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.

FAQ

What did Katherine E. Bolanowski report on Form 4 for ROCK?

The Form 4 reports a disposition of 16,205 shares of common stock and the allocation of 183.44 matching restricted stock units on 09/30/2025.

How many shares does the reporting person beneficially own after the transactions?

The filing shows 6,171.42 shares beneficially owned by the reporting person following the reported transactions.

What are the key terms of the restricted stock units (RSUs)?

RSUs are matching awards under the 2018 Management Stock Purchase Plan, forfeited if service ends before the fifth anniversary, and are payable in cash based on fair market value on termination.

When were the transactions executed?

The transactions are dated 09/30/2025, and the Form 4 was signed by an attorney-in-fact on 10/01/2025.

Do the filings disclose why the shares were sold?

No; the Form 4 documents the disposition but does not state the reason for the sale or whether it was under a pre-arranged trading plan.