v3.26.1
Pay vs Performance Disclosure
 12 Months Ended
Feb. 28, 2026
USD ($)
$ / shares
Feb. 28, 2025
USD ($)
$ / shares
Feb. 29, 2024
USD ($)
$ / shares
Feb. 28, 2023
USD ($)
$ / shares
Feb. 28, 2022
USD ($)
$ / shares
Pay vs Performance Disclosure          
Pay vs Performance Disclosure, Table
​
​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​
Value of Initial Fixed $100
Investment Based on
​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​
​ Fiscal
Year 		​ ​ ​
Summary
Compensation
Table Total for
PEO(1)
($)
​ ​ ​
Compensation
Actually Paid
to PEO(2)
($)
​ ​ ​
Average
Summary
Compensation
Table Total for
Non-PEO
NEOs(3)
($)
​ ​ ​
Average
Compensation
Actually Paid
to Non-PEO
NEOs(4)
($)
​ ​ ​
AZZ Total
Shareholder
Return(5)
($)
​ ​ ​
S&P Composite
1500 Building
Products
Index
Total
Shareholder
Return(5)
($)
​ ​ ​
Net Income
(Loss)
($ Millions)
​ ​ ​
Adjusted
EPS(7)
​
​
2026
​ ​ ​ ​ ​ 5,513,156 ​ ​ ​ ​ ​ ​ 10,426,076 ​ ​ ​ ​ ​ ​ 1,432,006 ​ ​ ​ ​ ​ ​ 2,330,538 ​ ​ ​ ​ ​ ​ 266.2 ​ ​ ​ ​ ​ ​ 205.1 ​ ​ ​ ​ ​ ​ 317.3 ​ ​ ​ ​ ​ ​ 6.20 ​ ​
​
2025
​ ​ ​ ​ ​ 5,407,269 ​ ​ ​ ​ ​ ​ 8,464,824 ​ ​ ​ ​ ​ ​ 2,161,977 ​ ​ ​ ​ ​ ​ 2,098,787 ​ ​ ​ ​ ​ ​ 208.8 ​ ​ ​ ​ ​ ​ 264.32 ​ ​ ​ ​ ​ ​ 52.4 ​ ​ ​ ​ ​ ​ 5.20 ​ ​
​
2024
​ ​ ​ ​ ​ 4,380,976 ​ ​ ​ ​ ​ ​ 6,284,864 ​ ​ ​ ​ ​ ​ 1,335,045 ​ ​ ​ ​ ​ ​ 3,243,091 ​ ​ ​ ​ ​ ​ 158.2 ​ ​ ​ ​ ​ ​ 246.1 ​ ​ ​ ​ ​ ​ 87.2 ​ ​ ​ ​ ​ ​ 4.13 ​ ​
​
2023
​ ​ ​ ​ ​ 4,228,781 ​ ​ ​ ​ ​ ​ 3,983,560 ​ ​ ​ ​ ​ ​ 1,182,148 ​ ​ ​ ​ ​ ​ 1,100,269 ​ ​ ​ ​ ​ ​ 88.3 ​ ​ ​ ​ ​ ​ 175.8 ​ ​ ​ ​ ​ ​ (61.2)(6) ​ ​ ​ ​ ​ ​ 4.01 ​ ​
​
2022
​ ​ ​ ​ ​ 4,141,268 ​ ​ ​ ​ ​ ​ 5,407,772 ​ ​ ​ ​ ​ ​ 1,052,868 ​ ​ ​ ​ ​ ​ 1,305,974 ​ ​ ​ ​ ​ ​ 107.0 ​ ​ ​ ​ ​ ​ 175.2 ​ ​ ​ ​ ​ ​ 84.0 ​ ​ ​ ​ ​ ​ 3.34 ​ ​
​
(1)
We refer to the Company’s PEO as CEO throughout this Proxy Statement. The PEO was Mr. Ferguson for each of the fiscal years shown in the table above.
​
(2)
CAP for the PEO is calculated as noted in the table below:
​
​ ​ ​ ​ ​
2026
​ ​ ​
2025
​ ​ ​
2024
​ ​ ​
2023
​ ​ ​
2022
​
​
Summary Compensation Table Total (“SCT”) Compensation
​ ​ ​ ​ $ 5,513,156 ​ ​ ​ ​ ​ $ 5,407,269 ​ ​ ​ ​ ​ $ 4,380,976 ​ ​ ​ ​ ​ $ 4,228,781 ​ ​ ​ ​ ​ $ 4,141,268 ​ ​
​
Minus: RSU and PSU values reported in SCT for applicable fiscal year
​ ​ ​ ​ ​ (2,940,029) ​ ​ ​ ​ ​ ​ (2,681,979) ​ ​ ​ ​ ​ ​ (2,172,335) ​ ​ ​ ​ ​ ​ (2,146,657) ​ ​ ​ ​ ​ ​ (2,052,510) ​ ​
​
Plus: ASC 718 fair value of awards granted during applicable fiscal year that vested during applicable fiscal year(a)
​ ​ ​ ​ ​ 4,539,148 ​ ​ ​ ​ ​ ​ 3,315,411 ​ ​ ​ ​ ​ ​ 3,189,732 ​ ​ ​ ​ ​ ​ 1,781,080 ​ ​ ​ ​ ​ ​ 1,727,973 ​ ​
​
Plus or minus (as applicable): Change based on ASC 718 fair value of awards granted during applicable fiscal year that remain unvested as of applicable fiscal year end(a)
​ ​ ​ ​ ​ 3,531,485 ​ ​ ​ ​ ​ ​ 2,210,417 ​ ​ ​ ​ ​ ​ 1,497,976 ​ ​ ​ ​ ​ ​ (112,761) ​ ​ ​ ​ ​ ​ 949,716 ​ ​
​
Plus or minus (as applicable): Change in fair value of prior years’ equity awards that vested during applicable fiscal year
​ ​ ​ ​ ​ (313,142) ​ ​ ​ ​ ​ ​ 95,231 ​ ​ ​ ​ ​ ​ 47,013 ​ ​ ​ ​ ​ ​ 149,081 ​ ​ ​ ​ ​ ​ 560,982 ​ ​
​
Minus: fair value of prior year’s equity awards that failed
to meet the applicable vesting conditions during the
current fiscal year
​ ​ ​ ​ ​ — ​ ​ ​ ​ ​ ​ — ​ ​ ​ ​ ​ ​ (714,437) ​ ​ ​ ​ ​ ​ — ​ ​ ​ ​ ​ ​ — ​ ​
​
Plus: dividend equivalents earned during applicable fiscal
year upon vesting
​ ​ ​ ​ ​ 95,458 ​ ​ ​ ​ ​ ​ 118,475 ​ ​ ​ ​ ​ ​ 55,939 ​ ​ ​ ​ ​ ​ 84,036 ​ ​ ​ ​ ​ ​ 80,343 ​ ​
​
Compensation Actually Paid
 ​ ​ ​ ​ $ 10,426,076 ​ ​ ​ ​ ​ $ 8,464,824 ​ ​ ​ ​ ​ $ 6,284,864 ​ ​ ​ ​ ​ $ 3,983,560 ​ ​ ​ ​ ​ $ 5,407,772 ​ ​
​
(a)
The fair value as of the applicable fiscal year end (prior to vesting) for RSU and PSU awards at target performance was calculated pursuant to FASB ASC Topic 718. For fiscal year 2022, 2023, 2024, 2025 and 2026 the PSUs vest at the end of a three-year performance period with payouts ranging from
​
0% – 200% for the relative TSR component. For PSU awards based on relative TSR, the fair value is estimated at year end based on a multifactor Monte Carlo valuation model that simulates our stock price and TSR relative to companies in our peer group. The FY2025 and FY2026 PSUs also include an Adjusted ROIC component.
(3)
The non-PEO NEOs reflected in the table above were as follows: for fiscal year 2026 — Ms. Mackey, Mr. Crawford, Mr. Stovall, Mr. Vellines and Mr. Russell (Mr. Russell served as the Company’s Chief Strategy Officer until October 2, 2025); for fiscal year 2025 — Ms. Mackey, Mr. Crawford, Mr. Russell, Mr. Stovall, Mr. Schlom and Ms. Moseley (Mr. Schlom served as the Company’s Senior Vice President, Chief Financial Officer until June 3, 2024 and Ms. Moseley served as the Company’s Vice President and Chief Accounting Officer until July 25, 2024); for fiscal year 2024 — Ms. Mackey, Mr. Russell, Mr. Stovall and Mr. Schlom; for fiscal year 2023 — Mr. Emery, Mr. Hill, Mr. Lavelle, Ms. Mackey, Mr. Stovall and Mr. Schlom; and for fiscal year 2022 — Mr. Hill, Ms. Mackey, Mr. Stovall and Mr. Schlom.
​
(4)
The average CAP for the Non-PEO NEOs is calculated as noted in the table below using the average of the amounts reported for our other NEOs as a group in the “Total” column of the SCT for each fiscal year:
​
​ ​ ​ ​ ​
2026
 ​ ​ ​
2025
​ ​ ​
2024
​ ​ ​
2023
​ ​ ​
2022
​
​
Summary Compensation Table (“SCT”) Total Compensation
​ ​ ​ ​ $ 1,432,006 ​ ​ ​ ​ ​ $ 2,161,977 ​ ​ ​ ​ ​ $ 1,335,045 ​ ​ ​ ​ ​ $ 1,182,148 ​ ​ ​ ​ ​ $ 1,052,868 ​ ​
​
Minus: RSU and PSU values reported in SCT for applicable fiscal year
​ ​ ​ ​ ​ (488,444) ​ ​ ​ ​ ​ ​ (681,035) ​ ​ ​ ​ ​ ​ (448,792) ​ ​ ​ ​ ​ ​ (418,951) ​ ​ ​ ​ ​ ​ (356,013) ​ ​
​
Plus: ASC 718 fair value of awards granted during
applicable fiscal year that vested during applicable fiscal
year(b)
​ ​ ​ ​ ​ 754,118 ​ ​ ​ ​ ​ ​ 262,765 ​ ​ ​ ​ ​ ​ 1,095,130 ​ ​ ​ ​ ​ ​ 337,354 ​ ​ ​ ​ ​ ​ 319,183 ​ ​
​
Plus or minus (as applicable): Change based on ASC 718
fair value of awards granted during applicable fiscal
year that remain unvested as of applicable fiscal year
end(b)
​ ​ ​ ​ ​ 652,768 ​ ​ ​ ​ ​ ​ 293,473 ​ ​ ​ ​ ​ ​ 1,372,451 ​ ​ ​ ​ ​ ​ (18,789) ​ ​ ​ ​ ​ ​ 192,234 ​ ​
​
Plus or minus (as applicable): Change in fair value of
prior years’ equity awards that vested during applicable
fiscal year
​ ​ ​ ​ ​ (37,098) ​ ​ ​ ​ ​ ​ 41,251 ​ ​ ​ ​ ​ ​ (27,167) ​ ​ ​ ​ ​ ​ (4,948) ​ ​ ​ ​ ​ ​ 87,343 ​ ​
​
Minus: fair value of prior year’s equity awards that failed to meet the applicable vesting conditions during applicable fiscal year
​ ​ ​ ​ ​ — ​ ​ ​ ​ ​ ​ — ​ ​ ​ ​ ​ ​ (91,703) ​ ​ ​ ​ ​ ​ — ​ ​ ​ ​ ​ ​ — ​ ​
​
Plus: dividends equivalents earned during applicable fiscal
year upon vesting
​ ​ ​ ​ ​ 17,188 ​ ​ ​ ​ ​ ​ 20,356 ​ ​ ​ ​ ​ ​ 8,127 ​ ​ ​ ​ ​ ​ 23,455 ​ ​ ​ ​ ​ ​ 10,359 ​ ​
​
Compensation Actually Paid
 ​ ​ ​ ​ $ 2,330,538 ​ ​ ​ ​ ​ $ 2,098,787 ​ ​ ​ ​ ​ $ 3,243,091 ​ ​ ​ ​ ​ $ 1,100,269 ​ ​ ​ ​ ​ $ 1,305,974 ​ ​
​
(b)
The fair value as of the applicable fiscal year end (prior to vesting) for RSUs and PSU awards at target performance was calculated pursuant to FASB ASC Topic 718. For fiscal year2022, 2023 and 2024, the PSUs vest at the end of a three-year performance period with payouts ranging from 0% – 200% for the relative TSR component. For PSU awards based on relative TSR, the fair value is estimated at year end based on a multifactor Monte Carlo valuation model that simulates our stock price and TSR relative to companies in our peer group. The FY2025 and FY2026 PSUs also include an Adjusted ROIC component.
​
(5)
TSR is based on an assumed $100 investment as of February 28, 2019 and the reinvestment of any issued dividends. The S&P Composite 1500 Building Products Index is the industry peer group included in the Stock Performance Graph in the Company’s Annual Report on Form 10-K for the fiscal year ended February 28, 2026.
​
(6)
During fiscal year 2023, we recognized a loss related to the divestiture of the Company’s Infrastructure Solutions business (the “AIS Divestiture”) of $159.9 million, which adversely impacted GAAP net income, resulting in a net loss for the year of $61.2 million. In addition, the AIS Divestiture was recorded as discontinued operations in our consolidated statements of income, because this business is not part of our ongoing operations. The GAAP net income from continuing operations reported in our Annual Report on Form 10-K for the year ended February 28, 2023, which represents our ongoing business, was $66.3 million for fiscal year 2023.
​
(7)
The Board and its Compensation Committee determined that Adjusted earnings per share (EPS) was the most important financial performance measure that the Company used to link compensation actually paid to our PEO and non-PEO NEOs to financial performance for fiscal year 2024. Adjusted EPS is a non-GAAP measure. See Appendix A of this Proxy Statement for a reconciliation of fiscal year 2025 Adjusted net income calculation to the most comparable GAAP measure. For fiscal year 2024, Adjusted EPS is calculated as net income, excluding amortization expense on intangible assets, equity in earnings from our unconsolidated joint venture and the related tax impact of these expenses, divided by diluted weighted-average outstanding shares. Due to the acquisition of Precoat Metals and the AIS Divestiture, Adjusted EPS for purposes of compensation performance measures for fiscal year 2023 is calculated as net income available to common shareholders, excluding the loss on the AIS divestiture, amortization, acquisition and transaction-related expenses, additional depreciation associated with the Precoat acquisition and the related tax impact of these expenses, divided by diluted weighted-average outstanding shares. For fiscal year 2022, Adjusted EPS is calculated as net income, excluding restructuring and impairment charges, acquisition-related expenses and the related tax impact of these expenses, divided by diluted weighted-average outstanding shares.
​
        
Company Selected Measure Name Adjusted earnings per share        
Named Executive Officers, Footnote
(1)
We refer to the Company’s PEO as CEO throughout this Proxy Statement. The PEO was Mr. Ferguson for each of the fiscal years shown in the table above.
(3)
The non-PEO NEOs reflected in the table above were as follows: for fiscal year 2026 — Ms. Mackey, Mr. Crawford, Mr. Stovall, Mr. Vellines and Mr. Russell (Mr. Russell served as the Company’s Chief Strategy Officer until October 2, 2025); for fiscal year 2025 — Ms. Mackey, Mr. Crawford, Mr. Russell, Mr. Stovall, Mr. Schlom and Ms. Moseley (Mr. Schlom served as the Company’s Senior Vice President, Chief Financial Officer until June 3, 2024 and Ms. Moseley served as the Company’s Vice President and Chief Accounting Officer until July 25, 2024); for fiscal year 2024 — Ms. Mackey, Mr. Russell, Mr. Stovall and Mr. Schlom; for fiscal year 2023 — Mr. Emery, Mr. Hill, Mr. Lavelle, Ms. Mackey, Mr. Stovall and Mr. Schlom; and for fiscal year 2022 — Mr. Hill, Ms. Mackey, Mr. Stovall and Mr. Schlom.
       
Peer Group Issuers, Footnote
(5)
TSR is based on an assumed $100 investment as of February 28, 2019 and the reinvestment of any issued dividends. The S&P Composite 1500 Building Products Index is the industry peer group included in the Stock Performance Graph in the Company’s Annual Report on Form 10-K for the fiscal year ended February 28, 2026.
       
PEO Total Compensation Amount $ 5,513,156 $ 5,407,269 $ 4,380,976 $ 4,228,781 $ 4,141,268
PEO Actually Paid Compensation Amount $ 10,426,076 8,464,824 6,284,864 3,983,560 5,407,772
Adjustment To PEO Compensation, Footnote
(2)
CAP for the PEO is calculated as noted in the table below:
​
​ ​ ​ ​ ​
2026
​ ​ ​
2025
​ ​ ​
2024
​ ​ ​
2023
​ ​ ​
2022
​
​
Summary Compensation Table Total (“SCT”) Compensation
​ ​ ​ ​ $ 5,513,156 ​ ​ ​ ​ ​ $ 5,407,269 ​ ​ ​ ​ ​ $ 4,380,976 ​ ​ ​ ​ ​ $ 4,228,781 ​ ​ ​ ​ ​ $ 4,141,268 ​ ​
​
Minus: RSU and PSU values reported in SCT for applicable fiscal year
​ ​ ​ ​ ​ (2,940,029) ​ ​ ​ ​ ​ ​ (2,681,979) ​ ​ ​ ​ ​ ​ (2,172,335) ​ ​ ​ ​ ​ ​ (2,146,657) ​ ​ ​ ​ ​ ​ (2,052,510) ​ ​
​
Plus: ASC 718 fair value of awards granted during applicable fiscal year that vested during applicable fiscal year(a)
​ ​ ​ ​ ​ 4,539,148 ​ ​ ​ ​ ​ ​ 3,315,411 ​ ​ ​ ​ ​ ​ 3,189,732 ​ ​ ​ ​ ​ ​ 1,781,080 ​ ​ ​ ​ ​ ​ 1,727,973 ​ ​
​
Plus or minus (as applicable): Change based on ASC 718 fair value of awards granted during applicable fiscal year that remain unvested as of applicable fiscal year end(a)
​ ​ ​ ​ ​ 3,531,485 ​ ​ ​ ​ ​ ​ 2,210,417 ​ ​ ​ ​ ​ ​ 1,497,976 ​ ​ ​ ​ ​ ​ (112,761) ​ ​ ​ ​ ​ ​ 949,716 ​ ​
​
Plus or minus (as applicable): Change in fair value of prior years’ equity awards that vested during applicable fiscal year
​ ​ ​ ​ ​ (313,142) ​ ​ ​ ​ ​ ​ 95,231 ​ ​ ​ ​ ​ ​ 47,013 ​ ​ ​ ​ ​ ​ 149,081 ​ ​ ​ ​ ​ ​ 560,982 ​ ​
​
Minus: fair value of prior year’s equity awards that failed
to meet the applicable vesting conditions during the
current fiscal year
​ ​ ​ ​ ​ — ​ ​ ​ ​ ​ ​ — ​ ​ ​ ​ ​ ​ (714,437) ​ ​ ​ ​ ​ ​ — ​ ​ ​ ​ ​ ​ — ​ ​
​
Plus: dividend equivalents earned during applicable fiscal
year upon vesting
​ ​ ​ ​ ​ 95,458 ​ ​ ​ ​ ​ ​ 118,475 ​ ​ ​ ​ ​ ​ 55,939 ​ ​ ​ ​ ​ ​ 84,036 ​ ​ ​ ​ ​ ​ 80,343 ​ ​
​
Compensation Actually Paid
 ​ ​ ​ ​ $ 10,426,076 ​ ​ ​ ​ ​ $ 8,464,824 ​ ​ ​ ​ ​ $ 6,284,864 ​ ​ ​ ​ ​ $ 3,983,560 ​ ​ ​ ​ ​ $ 5,407,772 ​ ​
​
(a)
The fair value as of the applicable fiscal year end (prior to vesting) for RSU and PSU awards at target performance was calculated pursuant to FASB ASC Topic 718. For fiscal year 2022, 2023, 2024, 2025 and 2026 the PSUs vest at the end of a three-year performance period with payouts ranging from
​
0% – 200% for the relative TSR component. For PSU awards based on relative TSR, the fair value is estimated at year end based on a multifactor Monte Carlo valuation model that simulates our stock price and TSR relative to companies in our peer group. The FY2025 and FY2026 PSUs also include an Adjusted ROIC component.
       
Non-PEO NEO Average Total Compensation Amount $ 1,432,006 2,161,977 1,335,045 1,182,148 1,052,868
Non-PEO NEO Average Compensation Actually Paid Amount $ 2,330,538 2,098,787 3,243,091 1,100,269 1,305,974
Adjustment to Non-PEO NEO Compensation Footnote
(4)
The average CAP for the Non-PEO NEOs is calculated as noted in the table below using the average of the amounts reported for our other NEOs as a group in the “Total” column of the SCT for each fiscal year:
​
​ ​ ​ ​ ​
2026
 ​ ​ ​
2025
​ ​ ​
2024
​ ​ ​
2023
​ ​ ​
2022
​
​
Summary Compensation Table (“SCT”) Total Compensation
​ ​ ​ ​ $ 1,432,006 ​ ​ ​ ​ ​ $ 2,161,977 ​ ​ ​ ​ ​ $ 1,335,045 ​ ​ ​ ​ ​ $ 1,182,148 ​ ​ ​ ​ ​ $ 1,052,868 ​ ​
​
Minus: RSU and PSU values reported in SCT for applicable fiscal year
​ ​ ​ ​ ​ (488,444) ​ ​ ​ ​ ​ ​ (681,035) ​ ​ ​ ​ ​ ​ (448,792) ​ ​ ​ ​ ​ ​ (418,951) ​ ​ ​ ​ ​ ​ (356,013) ​ ​
​
Plus: ASC 718 fair value of awards granted during
applicable fiscal year that vested during applicable fiscal
year(b)
​ ​ ​ ​ ​ 754,118 ​ ​ ​ ​ ​ ​ 262,765 ​ ​ ​ ​ ​ ​ 1,095,130 ​ ​ ​ ​ ​ ​ 337,354 ​ ​ ​ ​ ​ ​ 319,183 ​ ​
​
Plus or minus (as applicable): Change based on ASC 718
fair value of awards granted during applicable fiscal
year that remain unvested as of applicable fiscal year
end(b)
​ ​ ​ ​ ​ 652,768 ​ ​ ​ ​ ​ ​ 293,473 ​ ​ ​ ​ ​ ​ 1,372,451 ​ ​ ​ ​ ​ ​ (18,789) ​ ​ ​ ​ ​ ​ 192,234 ​ ​
​
Plus or minus (as applicable): Change in fair value of
prior years’ equity awards that vested during applicable
fiscal year
​ ​ ​ ​ ​ (37,098) ​ ​ ​ ​ ​ ​ 41,251 ​ ​ ​ ​ ​ ​ (27,167) ​ ​ ​ ​ ​ ​ (4,948) ​ ​ ​ ​ ​ ​ 87,343 ​ ​
​
Minus: fair value of prior year’s equity awards that failed to meet the applicable vesting conditions during applicable fiscal year
​ ​ ​ ​ ​ — ​ ​ ​ ​ ​ ​ — ​ ​ ​ ​ ​ ​ (91,703) ​ ​ ​ ​ ​ ​ — ​ ​ ​ ​ ​ ​ — ​ ​
​
Plus: dividends equivalents earned during applicable fiscal
year upon vesting
​ ​ ​ ​ ​ 17,188 ​ ​ ​ ​ ​ ​ 20,356 ​ ​ ​ ​ ​ ​ 8,127 ​ ​ ​ ​ ​ ​ 23,455 ​ ​ ​ ​ ​ ​ 10,359 ​ ​
​
Compensation Actually Paid
 ​ ​ ​ ​ $ 2,330,538 ​ ​ ​ ​ ​ $ 2,098,787 ​ ​ ​ ​ ​ $ 3,243,091 ​ ​ ​ ​ ​ $ 1,100,269 ​ ​ ​ ​ ​ $ 1,305,974 ​ ​
​
(b)
The fair value as of the applicable fiscal year end (prior to vesting) for RSUs and PSU awards at target performance was calculated pursuant to FASB ASC Topic 718. For fiscal year2022, 2023 and 2024, the PSUs vest at the end of a three-year performance period with payouts ranging from 0% – 200% for the relative TSR component. For PSU awards based on relative TSR, the fair value is estimated at year end based on a multifactor Monte Carlo valuation model that simulates our stock price and TSR relative to companies in our peer group. The FY2025 and FY2026 PSUs also include an Adjusted ROIC component.
       
Compensation Actually Paid vs. Total Shareholder Return [MISSING IMAGE: bc_capvscumazz-pn.jpg]        
Compensation Actually Paid vs. Net Income
[MISSING IMAGE: bc_netincome-pn.jpg]
       
Compensation Actually Paid vs. Company Selected Measure
[MISSING IMAGE: bc_capvadjueps-pn.jpg]
       
Total Shareholder Return Vs Peer Group [MISSING IMAGE: bc_capvscumazz-pn.jpg]        
Tabular List, Table
Most Important Financial Measures Linking CAP During Fiscal Year 2026 to Company Performance
The following table sets forth the compensation measures that the Company uses to measure the performance of its executive officers, including the non-PEO NEOs, during fiscal year 2026.
​
FY2026 Compensation
Performance Measures
​
​ Adjusted Earnings per Share ​
​ Adjusted EBITDA ​
​ 3-Year Relative TSR and ROIC ​
       
Total Shareholder Return Amount $ 266.2 208.8 158.2 88.3 107
Peer Group Total Shareholder Return Amount 205.1 264.32 246.1 175.8 175.2
Net Income (Loss) $ 317,300,000 $ 52,400,000 $ 87,200,000 $ (61,200,000) $ 84,000,000
Company Selected Measure Amount | $ / shares 6.2 5.2 4.13 4.01 3.34
PEO Name Mr. Ferguson        
Discontinued Operation, Gain (Loss) from Disposal of Discontinued Operation, before Income Tax       $ 159,900,000  
Income (Loss) from Continuing Operations, Net of Tax, Including Portion Attributable to Noncontrolling Interest       66,300,000  
Measure:: 1          
Pay vs Performance Disclosure          
Name Adjusted Earnings per Share        
Non-GAAP Measure Description
(7)
The Board and its Compensation Committee determined that Adjusted earnings per share (EPS) was the most important financial performance measure that the Company used to link compensation actually paid to our PEO and non-PEO NEOs to financial performance for fiscal year 2024. Adjusted EPS is a non-GAAP measure. See Appendix A of this Proxy Statement for a reconciliation of fiscal year 2025 Adjusted net income calculation to the most comparable GAAP measure. For fiscal year 2024, Adjusted EPS is calculated as net income, excluding amortization expense on intangible assets, equity in earnings from our unconsolidated joint venture and the related tax impact of these expenses, divided by diluted weighted-average outstanding shares. Due to the acquisition of Precoat Metals and the AIS Divestiture, Adjusted EPS for purposes of compensation performance measures for fiscal year 2023 is calculated as net income available to common shareholders, excluding the loss on the AIS divestiture, amortization, acquisition and transaction-related expenses, additional depreciation associated with the Precoat acquisition and the related tax impact of these expenses, divided by diluted weighted-average outstanding shares. For fiscal year 2022, Adjusted EPS is calculated as net income, excluding restructuring and impairment charges, acquisition-related expenses and the related tax impact of these expenses, divided by diluted weighted-average outstanding shares.
       
Measure:: 2          
Pay vs Performance Disclosure          
Name Adjusted EBITDA        
Measure:: 3          
Pay vs Performance Disclosure          
Name 3-Year Relative TSR and ROIC        
PEO | Aggregate Grant Date Fair Value of Equity Award Amounts Reported in Summary Compensation Table          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount $ (2,940,029) $ (2,681,979) $ (2,172,335) (2,146,657) $ (2,052,510)
PEO | Year-end Fair Value of Equity Awards Granted in Covered Year that are Outstanding and Unvested          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 3,531,485 2,210,417 1,497,976 (112,761) 949,716
PEO | Vesting Date Fair Value of Equity Awards Granted and Vested in Covered Year          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 4,539,148 3,315,411 3,189,732 1,781,080 1,727,973
PEO | Change in Fair Value as of Vesting Date of Prior Year Equity Awards Vested in Covered Year          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount (313,142) 95,231 47,013 149,081 560,982
PEO | Prior Year End Fair Value of Equity Awards Granted in Any Prior Year that Fail to Meet Applicable Vesting Conditions During Covered Year          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount (714,437)
PEO | Dividends or Other Earnings Paid on Equity Awards not Otherwise Reflected in Total Compensation for Covered Year          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 95,458 118,475 55,939 84,036 80,343
Non-PEO NEO | Aggregate Grant Date Fair Value of Equity Award Amounts Reported in Summary Compensation Table          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount (488,444) (681,035) (448,792) (418,951) (356,013)
Non-PEO NEO | Year-end Fair Value of Equity Awards Granted in Covered Year that are Outstanding and Unvested          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 652,768 293,473 1,372,451 (18,789) 192,234
Non-PEO NEO | Vesting Date Fair Value of Equity Awards Granted and Vested in Covered Year          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 754,118 262,765 1,095,130 337,354 319,183
Non-PEO NEO | Change in Fair Value as of Vesting Date of Prior Year Equity Awards Vested in Covered Year          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount (37,098) 41,251 (27,167) (4,948) 87,343
Non-PEO NEO | Prior Year End Fair Value of Equity Awards Granted in Any Prior Year that Fail to Meet Applicable Vesting Conditions During Covered Year          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount (91,703)
Non-PEO NEO | Dividends or Other Earnings Paid on Equity Awards not Otherwise Reflected in Total Compensation for Covered Year          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount $ 17,188 $ 20,356 $ 8,127 $ 23,455 $ 10,359