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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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*
Barberio Mark G

(Last) (First) (Middle)
3556 LAKE SHORE RD

(Street)
BUFFALO NY 14219

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
GIBRALTAR INDUSTRIES, INC. [ ROCK ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
05/03/2019
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
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 Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 05/03/2019 A 2,503(1) A $37.95 2,503 D
Deferred Stock Units 1,099 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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. Represents shares of common stock which the Reporting Person is entitled to receive annually pursuant to the compensation program in effect for non-employee directors.
Remarks:
/s/ Paul J. Schulz, Attorney in Fact for Mark G. Barberio 05/06/2019
** 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.





MARK G. BARBERIO
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 individua lly, 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 Fonns 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
securitiesexchanges and the Company, as considered necessary or
advisable under Section l6(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, infonnation 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:

      (I) 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 under signed for
profit disgorge ment under Section 16(b) of the Exchange Act; and

      (4) this Power of Attorney does not relieve the undersi gned from
responsibility for complianc e 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 HEREOF, the undersigned has caused this
 Power of Attorney to be executed as of this

6th day of June, 2018.

 -
Mark G. Barberio



STATE OF NEW YORK COUNTY OF ERIE


SS:

      On the 6th day	of June in the year 2018, before me,
 the undersigned, a notary public
in and for said state, personally appeared Mark G. Barberio,
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


OARNELLE L FORRE
NOTARY PUBLIC,