Crawford Jason 4
4 · AZZ INC · Filed Apr 29, 2026
Research Summary
AI-generated summary of this filing
AZZ CFO Jason Crawford Receives 13,289 Shares; Sells 3,315 for Taxes
What Happened
Jason Crawford, Chief Financial Officer of AZZ Inc. (AZZ), received a total of 13,289 shares through the vesting/settlement of performance and restricted stock units and new equity awards, and had 3,315 shares withheld/sold to satisfy tax obligations for aggregate cash of $470,572. Key items:
- Vesting/settlement: multiple derivative conversions (RSU/PSU dividend equivalents and vested PSUs) yielded 8,429 shares from prior grants (notably 6,147 shares from PSUs granted 4/28/2023 that paid out at 184% of target). Dividend-equivalent settlements on vested RSUs added 1,114 and 971 shares.
- New awards: two awards of 2,430 shares each were granted on 4/27/2026 (one set of RSUs and one set of PSUs under the company’s LTIP).
- Tax withholding/disposal: 386 shares sold at $144.78 (≈$55,885), 449 shares sold at $141.58 (≈$63,569), and 2,480 shares sold at $141.58 (≈$351,118) — total proceeds ≈ $470,572.
Key Details
- Transaction dates: vesting/settlement on 4/25/2026 (processed 4/27/2026 per NYSE rules), 4/28/2026; awards granted 4/27/2026; tax-withholding disposals on 4/25–4/28/2026.
- Prices: derivative conversions recorded at $0 (these are vestings/settlements, not purchases); tax-withholding disposals at $144.78 and $141.58.
- Shares sold for taxes: 3,315 shares; total cash received by reporting person ≈ $470,572.
- Shares owned after transactions: not specified in the filing.
- Notable footnotes:
- PSUs from 4/28/2023 paid out at 184% of target, producing 6,147 shares (F10, F11).
- Dividend-equivalent settlements on RSUs added shares (F1, F3, F4).
- New 4/27/2026 awards include PSUs tied to TSR and ROIC through a 3-year performance cycle (max payout 200%) and RSUs that vest ratably over three years (F12, F13).
- Filing timeliness: filing dated 2026-04-29; no late filing flag noted in the provided filing.
Context and plain-English takeaways
- These transactions are primarily vesting/settlement events and new awards — not open-market purchases or deliberate sales for cash gain. The shares “disposed” were used to satisfy tax-withholding obligations (routine).
- For retail investors: vesting of PSUs at 184% indicates a strong performance-based payout for that performance cycle, but awards and routine tax-withholding do not by themselves imply the insider is buying or selling on a view of the stock’s near-term prospects.
Insider Transaction Report
Form 4
AZZ INCAZZ
Crawford Jason
Chief Financial Officer
Transactions
- Exercise/Conversion
COMMON STOCK
2026-04-25+971→ 14,574 total - Exercise/Conversion
COMMON STOCK
[F1]2026-04-25+12→ 14,586 total - Tax Payment
COMMON STOCK
[F2]2026-04-25$144.78/sh−386$55,885→ 14,200 total - Exercise/Conversion
COMMON STOCK
2026-04-28+1,114→ 15,314 total - Exercise/Conversion
COMMON STOCK
[F3]2026-04-28+28→ 15,342 total - Tax Payment
COMMON STOCK
[F2]2026-04-28$141.58/sh−449$63,569→ 14,893 total - Exercise/Conversion
COMMON STOCK
2026-04-28+6,147→ 21,040 total - Exercise/Conversion
COMMON STOCK
[F4]2026-04-28+157→ 21,197 total - Tax Payment
COMMON STOCK
[F2]2026-04-28$141.58/sh−2,480$351,118→ 18,717 total - Exercise/Conversion
Restricted Stock Units
[F5][F6][F7]2026-04-25−971→ 971 total→ COMMON STOCK (971 underlying) - Exercise/Conversion
Restricted Stock Units
[F5][F8][F7]2026-04-28−1,114→ 0 total→ COMMON STOCK (1,114 underlying) - Exercise/Conversion
Performance Share Units
[F9][F10][F11][F7]2026-04-28−6,147→ 0 total→ COMMON STOCK (6,147 underlying) - Award
Restricted Stock Units
[F5][F12][F7]2026-04-27+2,430→ 2,430 total→ COMMON STOCK (2,430 underlying) - Award
Performance Share Units
[F9][F13][F7]2026-04-27+2,430→ 2,430 total→ COMMON STOCK (2,430 underlying)
Footnotes (13)
- [F1]Reflects the vesting of dividend equivalent rights that accrued on 971 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 3,341 target PSUs and 2,806 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 are granted under the Companys 2023 Long-Term Incentive Plan and will vest ratably over a 3-year period beginning on 4/27/2027.
- [F13]The PSUs granted on 4/27/2026 under AZZ's 2023 Long Term Incentive Plan were awarded 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 1,114 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 3,341 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
/s/ Tara D. Mackey, Attorney-in-Fact for Jason Crawford|2026-04-28