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AZZ INC

For the period ended Feb 29, 2024. Filed Apr 22, 2024.

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About this filing

A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2024 · Filed Apr 22, 2024

AZZ$130.81-1.5%Stored close · as of Nov 10, 2026

Extracted filing text, with the paragraph anchors used by the comparison.

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Contents

Item 15. Exhibits and Financial Statement Schedules

(a) Documents filed as part of this report

  1. Consolidated Financial Statements
Report of Independent Registered Public Accounting Firm - Consolidated Financial Statements40
Report of Independent Registered Public Accounting Firm - Internal Control Over Financial Reporting41
Consolidated Balance Sheets42
Consolidated Statements of Income43
Consolidated Statements of Comprehensive Income44
Consolidated Statements of Cash Flows45
Consolidated Statements of Changes in Shareholders’ Equity46
Notes to Consolidated Financial Statements47
  1. Financial Statement Schedules

All schedules have been omitted because they are not required, not applicable, or the required information is otherwise included.

  1. Exhibits
Incorporated by Reference
Exhibit Number · Description · Form · Exhibit · Filing Date
2.1**Securities Purchase Agreement dated as of March 7, 2022 by and between Sequa Corporation and AZZ Inc.8-K2.13/8/22
2.2First Amendment to Securities Purchase Agreement, dated as of May 6, 2022, by and between Sequa Corporation and AZZ Inc.8-K2.15/9/22
2.3**Contribution and Purchase Agreement, dated as of June 23, 2022, by and between AZZ Inc., AIS Investment Holdings LLC and Fernweh AIS Acquisition L.P.8-K2.16/27/22
3.1Amended and Restated Bylaws dated April 24, 202310-K3.14/25/23
3.2Amended and Restated Certificate of Formation (with Certificate of Correction dated May 15, 2023)10-Q3.110/10/23
4.1Description of the Company's Securities Registered Under Section 12 of the Securities Exchange Act of 193410-K4.14/25/23
4.2Form of Common Stock Certificate10-Q4.110/13/00
4.3Form of Series A Convertible Preferred Stock Certificate10-K4.34/25/23
4.4Certificate of Designations, Preferences, Rights and Limitations of 6.0% Series A Convertible Preferred Stock (filed as Exhibit A in Exhibit 3.2 hereto )10-Q3.210/10/23
4.5Indenture, dated as of May 13, 2022, by and between AZZ Inc. and UMB Bank, N.A.8-K4.15/16/22
10.1Amendment No. 1 to Second Amended and Restated Commitment Letter, dated as of May 6, 2022, by and between AZZ Inc. and the Commitment Parties8-K10.15/9/22
10.2**Credit Agreement, dated as of May 13, 2022, by and among AZZ Inc., the Guarantors, the Lenders, the L/C Issuers and Citibank, N.A. as Administrative Agent and Collateral Agent8-K10.15/16/22
10.3First Amendment to Credit Agreement, dated as of August 17, 2023, by and among AZZ Inc., the Guarantors, the Lenders, and Citibank, N.A., as Administrative Agent and Collateral Agent8-K10.18/17/23
10.4Second Amendment to Credit Agreement, dated as of December 20, 2023, by and among AZZ Inc., the Guarantors, the Lenders, and Citibank, N.A., as Administrative Agent and Collateral Agent8-K10.112/21/23
10.5Third Amendment to Credit Agreement, dated as of March 20, 2024, by and among AZZ Inc., the Guarantors, the Lenders, and Citibank, N.A., as Administrative Agent and Collateral Agent8-K10.13/20/24
10.6**Securities Purchase Agreement, dated as of May 13, 2022, by and between AZZ Inc. and BTO Pegasus Holdings DE L.P.8-K10.25/16/22
10.7Registration Rights Agreement, dated as of May 13, 2022, by and between AZZ Inc. and BTO Pegasus Holdings DE L.P.8-K10.35/16/22
10.8**First Amended and Restated Limited Liability Company Agreement of AIS Investment Holdings, dated as of September 30, 2022, by and between AZZ Inc., Fernweh AIS Acquisition LP and Atkinson Holding Company LLC8-K10.110/6/22
10.9*AZZ Inc. 2014 Long Term Incentive PlanS-84.57/9/14
10.10*First Amendment to AZZ Inc. 2014 Long Term Incentive Plan8-K10.21/21/16
10.11*Amended Form of Restricted Share Unit Award Agreement8-K10.41/21/16
10.12*Amended Form of Performance Award Agreement8-K10.61/21/16
10.13*AZZ Inc. 2023 Long-Term Incentive Plan8-K10.17/11/23
10.14*+Form of Restricted Share Unit Award Under the AZZ Inc. 2023 Long-Term Incentive Plan
10.15*+Form of Performance Share Award Agreement Under the AZZ Inc. 2023 Long-Term Incentive Plan
10.16*AZZ Inc. Senior Management Bonus PlanDEF 14AAppendix B5/28/15
10.17*First Amendment to Senior Management Bonus Plan8-K10.31/21/16
10.18*AZZ Inc. 2018 Employee Stock Purchase PlanS-84.37/27/18
10.19*Second Amended and Restated Employment Agreement between AZZ Inc. and Mr. Tom Ferguson, dated as of October 3, 20198-K10.110/7/19
10.20*Change in Control Agreement by and between AZZ incorporated and Thomas Ferguson, dated as of November 4, 20138-K10.211/7/13
10.21*Employment Agreement by and between AZZ Inc. and Philip Schlom8-K10.111/4/20
10.22*AZZ Inc. Executive Officer Severance Plan10-Q10.710/12/21
10.23*+AZZ Inc. Compensation Recovery Policy
21.1+Subsidiaries of the Registrant
23.1+Consent of Grant Thornton LLP
31.1+Certification by Chief Executive Officer pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934 and Section 302 of the Sarbanes-Oxley Act of 2002
31.2+Certification by Chief Financial Officer pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934 and Section 302 of the Sarbanes-Oxley Act of 2002
32.1++Certification by Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
32.2++Certification by Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
97.1+Executive Officer Incentive Compensation Recovery Policy
101.INS+XBRL Instance Document
101.SCH+XBRL Taxonomy Extension Schema Document
101.CAL+XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF+XBRL Taxonomy Extension Definition Linkbase Document
101.LAB+XBRL Taxonomy Extension Label Linkbase Document
101.PRE+XBRL Taxonomy Extension Presentation Linkbase Document
104Cover Page Interactive Date File (embedded with the Inline XBRL document)

**Schedules and exhibits have been omitted as allowed pursuant to SEC rules and regulations. The Company hereby undertakes to furnish supplemental copies of any of the omitted schedules and exhibits upon request by the SEC. The Company may request confidential treatment for any schedules and exhibits so furnished.

  • Indicates management contract, compensatory plan or arrangement.
  • Indicates filed herewith.

++ Indicates furnished herewith.

ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.