0001127602-21-009070.txt : 20210303 0001127602-21-009070.hdr.sgml : 20210303 20210303145913 ACCESSION NUMBER: 0001127602-21-009070 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210301 FILED AS OF DATE: 20210303 DATE AS OF CHANGE: 20210303 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Murphy Timothy F. CENTRAL INDEX KEY: 0001543942 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-22462 FILM NUMBER: 21708542 MAIL ADDRESS: STREET 1: 3556 LAKESHORE ROAD STREET 2: P.O. BOX 2028 CITY: BUFFALO STATE: NY ZIP: 14219 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: GIBRALTAR INDUSTRIES, INC. CENTRAL INDEX KEY: 0000912562 STANDARD INDUSTRIAL CLASSIFICATION: STEEL WORKS, BLAST FURNACES & ROLLING & FINISHING MILLS [3310] IRS NUMBER: 161445150 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 3556 LAKE SHORE ROAD STREET 2: P O BOX 2028 CITY: BUFFALO STATE: NY ZIP: 14219-0228 BUSINESS PHONE: 7168266500 MAIL ADDRESS: STREET 1: GATEWAY EXECUTIVE PARK STREET 2: 3556 LAKE SHORE ROAD PO BOX 2028 CITY: BUFFALO STATE: NY ZIP: 14219-0228 FORMER COMPANY: FORMER CONFORMED NAME: GIBRALTAR STEEL CORP DATE OF NAME CHANGE: 19930924 4 1 form4.xml PRIMARY DOCUMENT X0306 4 2021-03-01 0000912562 GIBRALTAR INDUSTRIES, INC. ROCK 0001543942 Murphy Timothy F. 3556 LAKE SHORE ROAD P. O. BOX 2028 BUFFALO NY 14219-0228 1 Senior VP and CFO Performance Stock Unit (March 2021) 2021-03-01 4 A 0 5110 0 A 5110 D Restricted Stock Unit (LTIP 3/1/2021) 2021-03-01 4 A 0 2300 0 A 2300 D Common Stock 2021-03-01 4 A 0 11168 0 A 32991 D Common Stock 2021-03-01 4 F 0 5502 88.06 D 27489 D Performance Stock Units (March 2018) 2021-03-01 4 D 0 11168 0 D 0 D Common Stock 2021-03-01 4 A 0 1316 0 A 28805 D Common Stock 2021-03-01 4 F 0 645 88.06 D 28160 D Restricted Stock Unit (LTIP 3/1/2018) 2021-03-01 4 D 0 1316 0 D 1316 D Common Stock 2021-03-01 4 A 0 1137 0 A 29297 D Common Stock 2021-03-01 4 F 0 557 88.06 D 28740 D Restricted Stock Unit (LTIP 3/1/2019) 2021-03-01 4 D 0 1137 0 D 2275 D Common Stock 2021-03-02 4 A 0 924 0 A 29664 D Common Stock 2021-03-02 4 F 0 453 84.10 D 29211 D Restricted Stock Unit (LTIP 3/2/2020) 2021-03-02 4 D 0 924 0 D 2775 D Executive Retirement RSU 17000 D Performance Stock Unit (March 2019) 11725 D Performance Stock Unit (March 2020) 9001 D Restricted Stock Unit (LTIP 04/03/2017) 669 D Special Performance Stock Unit (March 2020) 9000 D Option (April 2017) 39.55 2020-04-03 2027-04-03 Common Stock 5000 5000 D Restricted Stock Unit (2018 MSPP Match) Common Stock 5465.86 5465.86 D Restricted Stock Unit (2018 MSPP) Common Stock 10651.36 10651.36 D Restricted Stock Unit (MSPP Match Post-2012) Common Stock 17676.58 17676.58 D Restricted Stock Unit (MSPP Match) Common Stock 3208.76 3208.76 D Restricted Stock Unit (MSPP Post-2012) Common Stock 26097.47 26097.47 D Restricted Stock Unit (MSPP) Common Stock 8056.93 8056.93 D Represents Performance Units which will be awarded to Reporting Person under the Company's Equity Incentive Plan upon achievement of the targeted return on invested capital for 2021. The maximum number of Performance Units which may be earned is two hundred percent (200%) of the Performance Units awarded for target level performance and the minimum number of Performance Units which may be earned is zero (0) Performance Units. Represents restricted stock units awarded as part of the Company's Long Term Incentive Plan. Twenty-five percent (25%) of the total units awarded vest and are payable solely in shares of common stock of the Company, on March 1st, 2022 and on each March 1st thereafter through March 1st, 2025. Represents the conversion of performance stock units to shares of common stock upon vesting. Represents common stock retained by the Company upon conversion of Reporting Person's performance stock units into shares of common stock in satisfaction of Reporting Person's individual minimum statutory withholding obligation. Represents Performance Units which were distributed to the Reporting Person under the Company 's Equity Incentive Plan upon achievement of the targeted return on invested capital for 2018. The maximum number of Performance Units which may be earned is two hundred percent (200%) of the Performance Units awarded for target level performance and the minimum number of Performance Units which may be earned is zero (0) Performance Units. Represents the conversion of restricted stock units awarded as part of the Company 's Long Term Incentive Plan into common stock upon vesting. Represents common stock retained by the Company upon conversion of Reporting Person's restricted stock units into shares of common stock in satisfaction of the Reporting Person's individual minimum statutory withholding obligation. Represents restricted stock units awarded as part of the Company 's Long Term Incentive Plan. Twenty-five percent (25%) of the total units awarded vest and are payable, solely in shares of common stock of the Company, on March 1, 2019 and on each March 1st thereafter through March 1, 2022. Represents restricted stock units awarded as part of the Company 's Long Term Incentive Plan. Twenty-five percent (25%) of the total units awarded vest and are payable, solely in shares of common stock of the Company, on March 1st, 2020 and on each March 1st thereafter through March 1st, 2023. Represents restricted stock units awarded as part of the Company's Long Term Incentive Plan. Twenty-five percent (25%) of the total units awarded vest and are payable solely in shares of common stock of the Company, on March 2nd, 2021 and on each March 2nd thereafter through March 2nd, 2024. Options granted to Reporting Person which provide the Reporting Person with the right to purchase up to 5,000 shares of common stock of the Registrant at the exercise price. 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. 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. Represents 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. 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. Represents matching restricted stock units allocated to the Reporting Person after 2012 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 Management Stock Purchase Plan. Restricted stock units are forfeited if Reporting Person's service as an officer of the Company is terminated prior to age sixty (60). If service as an officer 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 an officer of the Company. 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 incentive compensation award. Restricted stock units are forfeited if employment is terminated prior to age sixty (60). If employment 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 employment. 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 the Reporting Person's employment is terminated. Represents restricted stock units allocated to the Reporting Person after 2012 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 Management Stock Purchase Plan. 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 an officer 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 an officer of the Company. Represents restricted stock units allocated to Reporting Person prior to 2013 pursuant to the Company's Management Stock Purchase Plan reflecting deferred annual incentive compensation awards. Restricted stock units are payable solely in cash in five (5) consecutive, substantially equal annual installments beginning the first January 1 occurring six (6) months following termination of employment. 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 the Reporting Person's employment is terminated. /s/ Jeffrey J. Watorek, Attorney-in-Fact for Timothy F. Murphy 2021-03-03