4//SEC Filing
GIBRALTAR INDUSTRIES, INC. 4
Accession 0001225208-14-007579
$ROCKCIK 0000912562operating
Filed
Mar 5, 7:00 PM ET
Accepted
Mar 6, 10:23 AM ET
Size
24.8 KB
Accession
0001225208-14-007579
Insider Transaction Report
Form 4
RUSS ARTHUR A JR
DirectorOther
Transactions
- Disposition to Issuer
Common Stock
2014-03-04$18.50/sh−10,000$185,000→ 12,783 total
Holdings
- 28,267(indirect: By Trust)
Common Stock
- 11,159.06
Restricted Stock Unit (MSPP Match)
→ Common Stock (11,159.06 underlying) - 5,533.97
Restricted Stock Unit (MSPP Post-2012)
→ Common Stock (5,533.97 underlying) - 7,053
Common Stock (Restricted)
- 4,281.62
Restricted Stock Unit (MSPP Match Post-2012)
→ Common Stock (4,281.62 underlying) - 23,969.91
Restricted Stock Unit (MSPP)
→ Common Stock (23,969.91 underlying)
Footnotes (11)
- [F1]Represents sale of common stock by Reporting Person.
- [F10]Represents restricted stock units allocated to Reporting Person prior to 2013 pursuant to the Company's Management Stock Purchase Plan reflecting deferred annual director fees.
- [F11]Restricted stock units are payable solely in cash in five (5) consecutive, substantially equal annual installments beginning six (6) months following termination of service as a member of the Company's Board of Directors. Each restricted stock unit is converted to cash in an amount equal to the fair market value (200 day rolling average) of one share of the Company's common stock on the date of termination of the Reporting Person's service as a director of the Company.
- [F2]Restrictions on 2,000 shares of restricted stock lapse on the earliest to occur of (i) 6 months following the date the Reporting Person on longer serves on the Board of Directors; (ii) the date of the Reporting Person's death; (iii) the date the Reporting Person suffers from a disability; and/or (iv) the date a change in control of the Company occurs. Restrictions on the remaining 3,000 shares of restricted stock lapse on the earliest to occur of (a) any of the foregoing (i) through (iv) above; and/or (b) 3 years following the grant date, of which 1,000 were granted on May 16, 2008, 1,000 were granted on May 19, 2009 and 1,000 were granted on May 7, 2010.
- [F3]Represents shares of common stock held by a trust created under the Last Will and Testament of Kenneth E. Lipke for the benefit of Patricia K. Lipke, of which Reporting Person serves as one of three trustees and shares voting and investment power and as to which shares Reporting Person disclaims beneficial ownership.
- [F4]Represents matching restricted stock units allocated to the Reporting Person after 2012 with respect to the Reporting Person's deferral of a portion of his annual retainer fee pursuant to the Company's Management Stock Purchase Plan.
- [F5]Restricted stock units are forfeited if Reporting Person's service as a director of the Company is terminated prior to age sixty (60). If service as a director continues through age sixty (60), 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 (200 day rolling average) of one share of the Company's common stock on the date of termination of the Reporting Person's service as a director of the Company.
- [F6]Represents matching restricted stock units allocated to the Reporting Person prior to 2013 pursuant to the Company's Management Stock Purchase Plan equal in number to restricted stock units allocated to reflect the Reporting Person's deferral of a portion of his annual director retainer fee.
- [F7]Restricted stock units are forfeited if Reporting Person's service as a member of the Company's Board of Directors is terminated prior to age sixty (60). If service as a member of the Company's Board of Directors continues through age sixty (60), restricted stock units are payable solely in cash in five (5) consecutive, substantially equal annual installments 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 (200 day rolling average) of one share of the Company's common stock on the date of termination of the Reporting Person's service as a director of the Company.
- [F8]Represents restricted stock units allocated to the Reporting Person after 2012 with respect to the Reporting Person's deferral of a portion of his annual retainer fee pursuant to the Company's Management Stock Purchase Plan.
- [F9]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 as a director of the Company. Each restricted stock unit is converted to cash in an amount equal to the fair market value (200 day rolling average) of one share of the Company's common stock on the date of termination of the Reporting Person's service as a director of the Company.
Documents
Issuer
GIBRALTAR INDUSTRIES, INC.
CIK 0000912562
Entity typeoperating
IncorporatedDE
Related Parties
1- filerCIK 0000912562
Filing Metadata
- Form type
- 4
- Filed
- Mar 5, 7:00 PM ET
- Accepted
- Mar 6, 10:23 AM ET
- Size
- 24.8 KB