-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, RtLZyA79MJNF/NkYQdBHiaR0fCZoNc4/xHUsCotacW/QrM4ewi69vk7JbCZe7rRQ LPQB2wboskWMO2z+tK+Shw== 0001219870-07-000051.txt : 20070802 0001219870-07-000051.hdr.sgml : 20070802 20070802174655 ACCESSION NUMBER: 0001219870-07-000051 CONFORMED SUBMISSION TYPE: 4/A PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20070731 FILED AS OF DATE: 20070802 DATE AS OF CHANGE: 20070802 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 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Murray Paul CENTRAL INDEX KEY: 0001311232 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 000-22462 FILM NUMBER: 071021580 BUSINESS ADDRESS: BUSINESS PHONE: 716-826-6500 MAIL ADDRESS: STREET 1: 3556 LAKESHORE ROAD STREET 2: P.0. BOX 2028 CITY: BUFFALO STATE: NY ZIP: 14219 4/A 1 primary_doc.xml PRIMARY DOCUMENT X0202 4/A 2007-07-31 2007-08-01 0 0000912562 GIBRALTAR INDUSTRIES, INC. ROCK 0001311232 Murray Paul 3556 LAKESHORE ROAD P.0. BOX 2028 BUFFALO NY 14219 0 1 0 0 Senior Vice President Common Stock 2007-07-31 4 A 0 477 0 A 477 D Common Stock 2007-07-31 4 D 0 161 22.8 D 316 D Restricted Stock Unit 2020 D Common Stock 1534.84 I Gibraltar Industries, Inc. 401(k) Savings Plan Restricted Stock Unit 1600 D Restricted Stock Unit 1433 D Option to Buy 21.33 2006-04-06 2015-04-06 Common Stock 536 536 D Restricted Stock Unit Common Stock 1792.66 1792.66 D Restricted Stock Unit Common Stock 1792.66 1792.66 D Represents the conversion of restricted stock units previously awarded to the Reporting Person upon the vesting of such restricted stock units. Gibraltar Industries, Inc. retained 161 of the 477 shares of common stock issuable to the Reporting Person in satisfaction of the Reporting Person's individual minimum statutory tax withholding obligation at a price per share determined as of the vesting date. Restricted Stock Units awarded as part of Company's long term incentive plan. Twenty-five percent (25%) of total units awarded vest and are payable, solely in shares of common stock of the Company on each anniversary of the April 27, 2007 award date. This number represents the number of units held by the reporting person in the unitized stock fund of the Gibraltar Industries, Inc. 401(k) Savings Plan. The unitized stock fund consists of stock of Gibraltar Industries, Inc. and cash and other short term investments. The number of shares of stock represented by each unit fluctuates depending on the ratio of the number of shares of stock of Gibraltar Industries, Inc. in the fund to other investments. The number of shares represented by each unit cannot be precisely determined. Restricted Stock Units awarded as part of Company's long term incentive plan. Units vest and are payable in shares of common stock of the Company on April 6, 2009. Represents the number of restricted stock units remaining with respect to March 1, 2006 grant of 1,910 restricted stock units after the conversion to common stock of 477 restricted stock units resulting from the vesting of twenty-five percent (25%) of such restricted stock units on the anniversary of the grant date. Grant to reporting person under the Gibraltar Industries, Inc. 2005 Equity Incentive Plan. Restricted Stock Units awarded through a deferral of a portion of annual incentive compensation under the Company's management stock purchase plan. Each unit has a value equal to the value of one share of the Company's common stock upon payment six (6) months following termination of employment. Restricted Stock Units are payable in cash in five (5) consecutive, substantially equal annual installments beginning six (6) months following termination of employment. Restricted Stock Units awarded by the Company under the terms of the Company's management stock purchase plan to match restricted stock units acquired through deferral of a portion of annual incentive compensation award. Each unit has a value equal to one share of the Company's common stock upon payment six (6) months following termination of employment. Restricted Stock Units are forfeited if employment is terminated prior to age 60. If employment continues through age 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. /s/Paul J. Schulz, Attorney in Fact for Paul Murray 2007-08-02 EX-24 2 pmurrayv2.htm POWER OF ATTORNEY Converted by EDGARwiz

PAUL MURRAY

LIMITED POWER OF ATTORNEY FOR SECTION 16 REPORTING OBLIGATIONS


Know all by these presents, that the undersigned hereby makes, constitutes and appoints each of Gerald S. Lippes, Michael E. Storck and Paul J. Schulz, each acting individually, as the undersigned's true and lawful attorney-in-fact, with full power and authority as hereinafter described on behalf of and in the name, place and stead of the undersigned to:

(1)

prepare, execute, acknowledge, deliver and file Forms 3, 4, and 5 (including any amendments thereto) with respect to the securities of Gibraltar Industries, Inc., a Delaware corporation (the "Company"), with the United States Securities and Exchange Commission, any national securities exchanges and the Company, as considered necessary or advisable under Section 16(a) of the Securities Exchange Act of 1934 and the rules and regulations promulgated thereunder, as amended from time to time (the "Exchange Act");

(2)

seek or obtain, as the undersigned's representative and on the undersigned's behalf, information on transactions in the Company's securities from any third party, including brokers, employee benefit plan administrators and trustees, and the undersigned hereby authorizes any such person to release any such information to each of the undersigned's attorneys-in-fact appointed by this Power of Attorney and approves and ratifies any such release of information; and

(3)

perform any and all other acts which in the discretion of such attorney-in-fact are necessary or desirable for and on behalf of the undersigned in connection with the foregoing.

The undersigned acknowledges that:

(1)

this Power of Attorney authorizes, but does not require, each such attorney-in-fact to act in their discretion on information provided to such attorney-in-fact without independent verification of such information;

(2)

any documents prepared and/or executed by either such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney will be in such form and will contain such information and disclosure as such attorney-in-fact, in his or her discretion, deems necessary or desirable;

(3)

neither the Company nor either of such attorneys-in-fact assumes (i) any liability for the undersigned's responsibility to comply with the requirement of the Exchange Act, (ii) any liability of the undersigned for any failure to comply with such requirements, or (iii) any obligation or liability of the undersigned for profit disgorgement under Section 16(b) of the Exchange Act; and

(4)

this Power of Attorney does not relieve the undersigned from responsibility for compliance with the undersigned's obligations under the Exchange Act, including without limitation the reporting requirements under Section 16 of the Exchange Act.

The undersigned hereby gives and grants each of the foregoing attorneys-in-fact full power and authority to do and perform all and every act and thing whatsoever requisite, necessary or appropriate to be done in and about the foregoing matters as fully to all intents and purposes as the undersigned might or could do if present, hereby ratifying all that each such attorney-in-fact of, for and on behalf of the undersigned, shall lawfully do or cause to be done by virtue of this Limited Power of Attorney.

This Power of Attorney shall remain in full force and effect until revoked by the undersigned in a signed writing delivered to each such attorney-in-fact.

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this ____ day of December, 2005.

___________________________________Paul Murray




STATE OF NEW YORK

SS:

COUNTY OF __________

On the ____ day of December in the year 2005, before me, the undersigned, a notary public in and for said state, personally appeared Paul Murray, personally known to me or provided to me on the basis of satisfactory evidence to be the individual(s) whose name(s) is (are) subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their capacity(ies), and that by his/her/their signature(s) on the instrument, the individual(s) or the person upon behalf of which the individual(s) acted, executed the instrument.

____________________________________

Notary Public




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