Mackey Tara D 4
4 · AZZ INC · Filed Apr 29, 2026
Research Summary
AI-generated summary of this filing
AZZ (AZZ) Chief Legal Officer Tara Mackey Receives Awards, Sells 4,565 Shares
What Happened Tara D. Mackey, Chief Legal Officer of AZZ Inc. (AZZ), had performance and restricted equity convert to common stock in late April 2026 and received new equity awards. Net activity: roughly 12,698 shares were delivered on vesting/conversion of PSUs/RSUs (4/25–4/28 dates reported), and 3,783 new RSU/PSU awards were granted on 4/27/2026. To satisfy tax withholding obligations, 4,565 shares were withheld/disposed across the transactions for proceeds totaling $647,286 (304 shares @ $144.78 = $44,013; 582 shares @ $141.58 = $82,400; 3,679 shares @ $141.58 = $520,873).
Key Details
- Transaction dates: vesting/conversions reported 4/25–4/28/2026 (note: RSUs that fell on Sat 4/25 vested on next NYSE business day 4/27/2026 per filing).
- Withholding disposals (tax): 304 @ $144.78 (4/25), 582 @ $141.58 (4/28), 3,679 @ $141.58 (4/28); total withheld value ≈ $647,286.
- Grants: 1,892 RSUs and 1,891 PSUs granted 4/27/2026 under AZZ’s 2023 Long‑Term Incentive Plan (will vest/award per plan terms).
- Notable footnotes: F10 explains the 9,706 shares delivered reflect PSUs granted 4/28/2023 that paid out at 184% of target; F1/F3/F4 note dividend equivalents on RSUs/PSUs were settled in stock; F2 confirms the share dispositions were to satisfy tax withholding.
- Shares owned after the transactions are not specified in the excerpt of the Form 4.
- Filing: Form 4 filed 4/29/2026; appears timely based on reported dates.
Context
- These were equity vestings and PSU payouts (derivative conversions, code M/A) with shares withheld for tax — a routine insider event, not an open‑market sale driven by discretionary trading. The 4,565‑share disposals were tax withholdings, not an independent sale signal.
- The 4/27/2026 grants include PSUs tied to FY2027 performance (TSR vs. peer group and ROIC; max payout 200% of target) and RSUs that vest ratably over three years.
Insider Transaction Report
Form 4
AZZ INCAZZ
Mackey Tara D
Chief Legal Officer
Transactions
- Exercise/Conversion
COMMON STOCK
2026-04-25+930→ 23,897 total - Exercise/Conversion
COMMON STOCK
[F1]2026-04-25+12→ 23,909 total - Tax Payment
COMMON STOCK
[F2]2026-04-25$144.78/sh−304$44,013→ 23,605 total - Exercise/Conversion
COMMON STOCK
2026-04-28+1,759→ 25,364 total - Exercise/Conversion
COMMON STOCK
[F3]2026-04-28+44→ 25,408 total - Tax Payment
COMMON STOCK
[F2]2026-04-28$141.58/sh−582$82,400→ 24,826 total - Exercise/Conversion
COMMON STOCK
2026-04-28+9,706→ 34,532 total - Exercise/Conversion
COMMON STOCK
[F4]2026-04-28+247→ 34,779 total - Tax Payment
COMMON STOCK
[F2]2026-04-28$141.58/sh−3,679$520,873→ 31,100 total - Exercise/Conversion
Restricted Stock Units
[F5][F6][F7]2026-04-25−930→ 930 total→ COMMON STOCK (930 underlying) - Exercise/Conversion
Restricted Stock Units
[F5][F8][F7]2026-04-28−1,759→ 0 total→ COMMON STOCK (1,759 underlying) - Exercise/Conversion
Performance Share Units
[F9][F10][F11][F7]2026-04-28−9,706→ 0 total→ COMMON STOCK (9,706 underlying) - Award
Restricted Stock Units
[F5][F12][F7]2026-04-27+1,892→ 1,892 total→ COMMON STOCK (1,892 underlying) - Award
Performance Share Units
[F9][F13][F7]2026-04-27+1,891→ 1,891 total→ COMMON STOCK (1,891 underlying)
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.
- [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.
- [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.
Signature
Tara D Mackey|2026-04-28