SEC FORM
4
SEC Form 4
FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549
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
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OMB APPROVAL |
OMB Number: |
3235-0287 |
Estimated average burden |
hours per response: |
0.5 |
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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). |
1. Name and Address of Reporting Person*
3556 LAKE SHORE ROAD |
P.O. BOX 2028 |
(Street)
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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)
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Director |
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10% Owner |
X |
Officer (give title below) |
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Other (specify below) |
VP, Treasurer, Secretary
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3. Date of Earliest Transaction
(Month/Day/Year) 04/03/2019
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4. If Amendment, Date of Original Filed
(Month/Day/Year)
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6. Individual or Joint/Group Filing (Check Applicable Line)
X |
Form filed by One Reporting Person |
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Form filed by More than One Reporting Person |
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned |
1. Title of Security (Instr.
3)
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2. Transaction Date
(Month/Day/Year) |
2A. Deemed Execution Date, if any
(Month/Day/Year) |
3. Transaction 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 |
V |
Amount |
(A) or (D) |
Price |
Common Stock |
04/03/2019 |
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A |
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126
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A |
$0.00
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4,155 |
D |
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Common Stock |
04/03/2019 |
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F |
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53
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D |
$40.25
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4,102 |
D |
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RSU (LTIP 4/3/2017)
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04/03/2019 |
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D |
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126
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D |
$0.00
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254 |
D |
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Common Stock (401k) |
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333.905 |
I |
401k |
Discretionary RSU (May 2017) |
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2,000 |
D |
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Performance Stock Unit (March 2019) |
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3,254 |
D |
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Performance Stock Units (April 2017) |
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627 |
D |
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Performance Stock Units (March 2018) |
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3,608 |
D |
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Restricted Stock Unit (LTIP 3/1/2019) |
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542 |
D |
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Restricted Stock Units (LTIP 3/1/2018) |
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473 |
D |
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RSU (LTIP 9/4/2015) |
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309 |
D |
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RSU (LTIP 9/6/2016) |
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284 |
D |
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivative Security (Instr.
3)
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2. Conversion or Exercise Price of Derivative Security
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3. Transaction Date
(Month/Day/Year) |
3A. Deemed Execution Date, if any
(Month/Day/Year) |
4. Transaction Code (Instr.
8)
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5.
Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr.
3, 4 and 5)
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6. Date Exercisable and Expiration Date
(Month/Day/Year) |
7. Title and Amount of Securities Underlying Derivative Security (Instr.
3 and 4)
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8. Price of Derivative Security (Instr.
5)
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9.
Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr.
4)
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10. Ownership Form: Direct (D) or Indirect (I) (Instr.
4)
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11. Nature of Indirect Beneficial Ownership (Instr.
4)
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Code |
V |
(A) |
(D) |
Date Exercisable |
Expiration Date |
Title |
Amount or Number of Shares |
Option (September 2010) |
$8.9
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09/13/2020 |
Common Stock |
2,000 |
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2,000 |
D |
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Option (September 2011) |
$9.74
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09/13/2021 |
Common Stock |
2,500 |
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2,500 |
D |
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Explanation of Responses: |
Remarks: |
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/s/ Paul J. Schulz, Attorney in Fact for Jeffrey J. Watorek |
04/05/2019 |
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** 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. |
JEFFREY J. WATOREK
LIMITED POWER OF ATTORNEY FOR SECTION 16 REPORTING OBLIGATIONS
Know all by these presents, that the undersigned hereby makes,
constitutes and appoints each of Michael E. Storck,
Paul J. Schulz, Elise M. DeRose and Sean P. Balkin, 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 28th day of March, 2017.
___________________________________
Jeffrey J. Watorek
STATE OF NEW YORK
SS:
COUNTY OF ERIE
On the 28th day of March in the year 2017,
before me, the undersigned, a notary public
in and for said state, personally appeared
Jeffrey J. Watorek, an 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