FORM 5 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ANNUAL STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
|
|||||||||||||||
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | |||||||||||||||||
Form 3 Holdings Reported. | |||||||||||||||||
Form 4 Transactions Reported. |
1. Name and Address of Reporting Person*
(Street)
|
2. Issuer Name and Ticker or Trading Symbol
GIBRALTAR INDUSTRIES, INC. [ ROCK ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
|
||||||||||||||||||||||||
3. Statement for Issuer's Fiscal Year Ended
(Month/Day/Year) 12/31/2018 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
|
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | |||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned at end of Issuer's Fiscal Year (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||||||
Amount | (A) or (D) | Price | |||||||||||||
Common Stock | 1,028 | D | |||||||||||||
Common Stock | 43.754(1) | I | 401(k) | ||||||||||||
Common Stock | 127.348(2) | I | 401(k) | ||||||||||||
Common Stock | 220.574(3) | I | 401(k) | ||||||||||||
Discretionary Restricted Stock Units (February 2017) | 2,000 | D | |||||||||||||
Performance Stock Units (February 2017) | 1,350 | D | |||||||||||||
Performance Stock Units (March 2018) | 8,096 | D | |||||||||||||
Restricted Stock Unit (LTIP 6/10/2016) | 911 | D | |||||||||||||
Restricted Stock Units (LTIP 02/01/2017) | 726 | D | |||||||||||||
Restricted Stock Units (LTIP 3/1/2018) | 2,024 | D |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | ||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction 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 (Month/Day/Year) | 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: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
(A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | |||||||||
Restricted Stock Unit (MSPP Match Post-2012) | (4) | (4) | (4) | Common Stock | 2,184.03 | 2,184.03 | D | |||||||
Restricted Stock Unit (MSPP Post-2012) | (5) | (5) | (5) | Common Stock | 2,184.03 | 2,184.03 | D |
Explanation of Responses: |
1. Represents total shares of common stock of the Company indirectly held by Reporting Person through her 401(k) plan as of December 31, 2016. Reporting Person's 401(k) plan purchased 43.7594 shares of common stock of the Company in the calendar year of 2016. Through inadvertence, shares of common stock acquired by the 401(k) plan for the Reporting Person were not previously reported on a Form 5. |
2. Represents total shares of common stock of the Company indirectly held by Reporting Person through her 401(k) plan as of December 31, 2017. Reporting Person's 401(k) plan purchased 83.594 shares of common stock of the Company in the calendar year of 2017. Through inadvertence, shares of common stock acquired by the 401(k) plan for the Reporting Person were not previously reported on a Form 5. |
3. Represents total shares of common stock of the Company indirectly held by Reporting Person through her 401(k) plan as of December 31, 2018. Reporting Person's 401(k) plan purchased 93.226 shares of common stock of the Company in the calendar year of 2018. |
4. 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. |
5. 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. |
Remarks: |
/s/ Paul J. Schulz, Attorney in Fact for Cherri Syvrud | 02/14/2019 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |