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*
Murray Paul

(Last) (First) (Middle)
3556 LAKESHORE ROAD
P.0. BOX 2028

(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)
Director 10% Owner
X Officer (give title below) Other (specify below)
Senior Vice President
3. Date of Earliest Transaction (Month/Day/Year)
07/31/2007
4. If Amendment, Date of Original Filed (Month/Day/Year)
08/01/2007
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 07/31/2007 A 477(1) A $0 477 D
Common Stock 07/31/2007 D 161(1) D $22.8 316 D
Restricted Stock Unit 2,020(2) D
Common Stock 1,534.84(3) I Gibraltar Industries, Inc. 401(k) Savings Plan
Restricted Stock Unit 1,600(4) D
Restricted Stock Unit 1,433(5) 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
Option to Buy(6) $21.33 04/06/2006 04/06/2015 Common Stock 536 536 D
Restricted Stock Unit (7) (8) (8) Common Stock 1,792.66 1,792.66 D
Restricted Stock Unit (9) (10) (10) Common Stock 1,792.66 1,792.66 D
Explanation of Responses:
1. Represents the conversion of restricted stock units previously awarded to the Reporting Person upon the vesting of such restricted stock units. Gibraltar Industries, Inc. retained 161 of the 477 shares of common stock issuable to the Reporting Person in satisfaction of the Reporting Person's individual minimum statutory tax withholding obligation at a price per share determined as of the vesting date.
2. Restricted Stock Units awarded as part of Company's long term incentive plan. Twenty-five percent (25%) of total units awarded vest and are payable, solely in shares of common stock of the Company on each anniversary of the April 27, 2007 award date.
3. This number represents the number of units held by the reporting person in the unitized stock fund of the Gibraltar Industries, Inc. 401(k) Savings Plan. The unitized stock fund consists of stock of Gibraltar Industries, Inc. and cash and other short term investments. The number of shares of stock represented by each unit fluctuates depending on the ratio of the number of shares of stock of Gibraltar Industries, Inc. in the fund to other investments. The number of shares represented by each unit cannot be precisely determined.
4. Restricted Stock Units awarded as part of Company's long term incentive plan. Units vest and are payable in shares of common stock of the Company on April 6, 2009.
5. Represents the number of restricted stock units remaining with respect to March 1, 2006 grant of 1,910 restricted stock units after the conversion to common stock of 477 restricted stock units resulting from the vesting of twenty-five percent (25%) of such restricted stock units on the anniversary of the grant date.
6. Grant to reporting person under the Gibraltar Industries, Inc. 2005 Equity Incentive Plan.
7. Restricted Stock Units awarded through a deferral of a portion of annual incentive compensation under the Company's management stock purchase plan. Each unit has a value equal to the value of one share of the Company's common stock upon payment six (6) months following termination of employment.
8. Restricted Stock Units are payable in cash in five (5) consecutive, substantially equal annual installments beginning six (6) months following termination of employment.
9. Restricted Stock Units awarded by the Company under the terms of the Company's management stock purchase plan to match restricted stock units acquired through deferral of a portion of annual incentive compensation award. Each unit has a value equal to one share of the Company's common stock upon payment six (6) months following termination of employment.
10. Restricted Stock Units are forfeited if employment is terminated prior to age 60. If employment continues through age 60, restricted stock units are payable solely in cash in five (5) consecutive substantially equal annual installments beginning six (6) months following termination of employment.
/s/Paul J. Schulz, Attorney in Fact for Paul Murray 08/02/2007
** 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).
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