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AZZ INC

For the period ended Aug 31, 2025. Filed Oct 8, 2025.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Aug 31, 2025 · Filed Oct 8, 2025

AZZ$125.71+2.9%Stored close · as of Nov 6, 2026

What changed in Risk Factors?

Read the current filing

Previous report: 10-Q

Period ended 2025-05-31; filed 2025-07-09.

0000008947-25-000140

Item 1A. Risk FactorsUnregistered Sales of Equity Securities and Use of ProceedsOther Information

Current report: 10-Q

Period ended 2025-08-31; filed 2025-10-08.

0000008947-25-000193

Item 1A. Risk FactorsUnregistered Sales of Equity Securities and Use of ProceedsOther Information

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 7 previous paragraphs and 6 current paragraphs.

3 unchanged; 2 reworded; 1 added; 2 removed; 0 previous and 0 current paragraphs rearranged.

Tables are not compared: 0 previous and 0 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

Added paragraphs (1)

Current report

On August 14, 2025, the Company’s Chief Legal Officer and Secretary, Tara D. Mackey, entered into a Rule 10b5-1 trading arrangement providing for the potential sale of an aggregate of up to 8,281 shares of the Company’s common stock acquired upon the vesting of restricted stock units and performance stock units previously awarded to Ms. Mackey under the terms of the Company’s 2014 Long-Term Incentive Plan. The trading arrangement is intended to satisfy the affirmative defense in Rule 10b5-1(c) under the Securities Exchange Act of 1934, as amended. The first date that sales of any shares are permitted to be sold under the trading arrangement is November 13, 2025, and subsequent sales under the trading arrangement may occur from time to time for the term of the trading arrangement which expires on August 15, 2027, or earlier if all transactions under the trading arrangement are completed prior to such date.
Removed paragraphs (2)

Previous report

Retirement of Executive Officer

Previous report

On July 7, 2025, Kurt Russell, Senior Vice President and Chief Strategic Officer (who previously served as a named executive officer in fiscal year 2025 in the role of Chief Operating Officer – Precoat Metals), informed the Company of his intent to retire on October 1, 2025.
Reworded paragraphs (2)

Previous wording

During the three months ended May 31, 2025 and 2024, we did not repurchase shares of common stock under the 2020 Share Authorization. As of May 31, 2025, there was $53.2 million remaining to repurchase shares under the 2020 Authorization.

Current wording

During the six months ended August 31, 2025 and 2024, we did not repurchase shares of common stock under the 2020 Share Authorization. As of August 31, 2025, there was $53.2 million remaining to repurchase shares under the 2020 Authorization.

Previous wording

During the three months ended May 31, 2025, none of our directors or executive officers adopted, modified orterminated a Rule 10b5-1 trading arrangement or a non-Rule 10b5-1 trading arrangement as defined in Item 408 of Regulation S-K.

Current wording

During the three months ended August 31, 2025, one of our directors or executive officers adopted, modified orterminated a Rule 10b5-1 trading arrangement or a non-Rule 10b5-1 trading arrangement as defined in Item 408 of Regulation S-K.