Statement of Changes in Beneficial Ownership (4)
May 14 2021 - 4:20PM
Edgar (US Regulatory)
FORM 4
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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3235-0287
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
MONTAGUE WILLIAM P |
2. Issuer Name and Ticker or Trading Symbol
GIBRALTAR INDUSTRIES, INC.
[
ROCK
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below)
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(Last)
(First)
(Middle)
3556 LAKE SHORE ROAD, P.O. BOX 2028 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
5/12/2021 |
(Street)
BUFFALO, NY 14219-0228
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock | 5/12/2021 | | J(1) | | 1500 | D | $0 | 36274 | D | |
Common Stock | 5/12/2021 | | J(2) | | 1500 | A | $0 | 1500 | I | By Blue Bird Meadow LLC |
Common Stock (Restricted) | | | | | | | | 2000 | D | |
Deferred Stock Units | | | | | | | | 12362 | D | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 | 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 of Derivative Security: 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 (MSPP Match Post-2012) (3) | (4) | | | | | | | (4) | (4) | Common Stock | 3812.69 | | 3812.69 | D | |
Restricted Stock Unit (MSPP Match) (5) | (6) | | | | | | | (6) | (6) | Common Stock | 7431.61 | | 7431.61 | D | |
Restricted Stock Unit (MSPP Post-2012) (7) | (8) | | | | | | | (8) | (8) | Common Stock | 3812.69 | | 3812.69 | D | |
Restricted Stock Unit (MSPP) (9) | (10) | | | | | | | (10) | (10) | Common Stock | 14873.74 | | 14873.74 | D | |
Explanation of Responses: |
(1) | Represents a change in form of beneficial ownership from "Direct" to "Indirect" as a result of a transfer to an account of an LLC wholly owned by the Reporting Person's family, in which the Reporting Person maintains sole managerial authority. |
(2) | Represents a change in form of beneficial ownership from "Direct" to "Indirect" as a result of a transfer to an account of an LLC wholly owned by the Reporting Person's family, in which the Reporting Person maintains sole managerial authority. |
(3) | 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. |
(4) | 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. |
(5) | Represents matching restricted stock units allocated to the Reporting Person 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. |
(6) | 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 five (5) consecutive, substantially equal annual installments, beginning in January of the year following the year in which termination of service occurs. 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. |
(7) | Represents restricted stock units allocated to the Reporting Person after 2012 pursuant to the Company's Management Stock Purchase Plan to reflect the Reporting Person's deferral of a portion of his annual director retainer fee. |
(8) | 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. |
(9) | Represents restricted stock units allocated to Reporting Person pursuant to the Company's Management Stock Purchase Plan reflecting deferred annual director fees. |
(10) | Restricted stock units are payable solely in cash in five (5) consecutive, substantially equal annual installments beginning in January of the year following the year in which termination of service as a member of the Company's Board of Directors occurs. 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 |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
MONTAGUE WILLIAM P 3556 LAKE SHORE ROAD P.O. BOX 2028 BUFFALO, NY 14219-0228 | X |
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Signatures
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/s/ Jeffrey J. Watorek, Attorney-in-Fact for William P. Montague | | 5/14/2021 |
**Signature of Reporting Person | Date |
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