---
schema_version: "secwatch.filing_event.v1"
accession: "0000912562-23-000027"
form_type: "8-K"
ticker: "ROCK"
cik: "0000912562"
company_name: "GIBRALTAR INDUSTRIES, INC."
filed_at: "2023-05-08T23:59:59+00:00"
generated_at: "2026-06-15T15:20:38.636223+00:00"
event_type: "other"
sentiment: "neutral"
materiality_score: 0.3
calibrated_materiality_score: 0.3
confidence: "high"
source: SEC EDGAR
---

# Gibraltar Industries shareholders approve all proposals at 2023 annual meeting

## Summary
- All eight director nominees elected with over 96% of shares present.
- Advisory say-on-pay vote approved with 97.1% of votes cast in favor; one-year frequency preferred.
- Amended and Restated 2018 Equity Incentive Plan approved, increasing authorized shares by 550,000 to 1,550,000.
- Certificate of Incorporation amended to designate Delaware courts as exclusive forum; approved by majority.
- Ratification of Ernst & Young as independent auditor for 2023 ratified with 99.0% of votes cast.

## SEC filing metadata
- accession: 0000912562-23-000027
- form_type: 8-K
- ticker: ROCK
- cik: 0000912562
- company_name: GIBRALTAR INDUSTRIES, INC.
- filed_at: 2023-05-08T23:59:59+00:00
- event_type: other
- sentiment: neutral
- materiality_score: 0.3
- calibrated_materiality_score: 0.3
- confidence: high
- sec_items: 5.07, 8.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/912562/000091256223000027/0000912562-23-000027-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/912562/000091256223000027/rock-20230508.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0000912562-23-000027
- JSON: https://secwatch.observer/filing/0000912562-23-000027.json
- Plain text: https://secwatch.observer/filing/0000912562-23-000027.txt

## Key facts
- Shareholder Votes
  GIBRALTAR INDUSTRIES, INC. shareholders approved Approval of the Gibraltar Industries, Inc. Amended and Restated 2018 Equity Incentive Plan at the 2023-05-03 meeting.
  - Proposal: equity plan
  - Outcome: passed
  - Meeting: 2023-05-03
  source text: The Gibraltar Industries, Inc. Amended and Restated 2018 Equity Incentive Plan was approved
  evidence_url: https://www.sec.gov/Archives/edgar/data/912562/000091256223000027/0000912562-23-000027-index.htm
- Shareholder Votes
  GIBRALTAR INDUSTRIES, INC. shareholders approved Amendment to Certificate of Incorporation to add exclusive forum provision at the 2023-05-03 meeting.
  - Proposal: charter amendment
  - Outcome: passed
  - Meeting: 2023-05-03
  source text: The stockholders approved an amendment to the Company’s Certificate of Incorporation
  evidence_url: https://www.sec.gov/Archives/edgar/data/912562/000091256223000027/0000912562-23-000027-index.htm
- Shareholder Votes
  GIBRALTAR INDUSTRIES, INC. shareholders approved Election of eight directors for a one-year term at the 2023-05-03 meeting.
  - Proposal: director election
  - Outcome: passed
  - Meeting: 2023-05-03
  source text: Eight directors were elected to hold office for a one-year term expiring in 2024 or until a successor has been duly elected and qualified, or until such director’s earlier resignation, retirement or other termination of service.
  evidence_url: https://www.sec.gov/Archives/edgar/data/912562/000091256223000027/0000912562-23-000027-index.htm
- Shareholder Votes
  GIBRALTAR INDUSTRIES, INC. shareholders approved Advisory vote on executive compensation at the 2023-05-03 meeting.
  - Proposal: say on pay
  - Outcome: passed
  - Meeting: 2023-05-03
  source text: The stockholders approved of the Company’s executive officer compensation in the advisory Say-on-Pay vote.
  evidence_url: https://www.sec.gov/Archives/edgar/data/912562/000091256223000027/0000912562-23-000027-index.htm
- Shareholder Votes
  GIBRALTAR INDUSTRIES, INC. shareholders approved Ratification of Ernst & Young LLP as independent auditor for 2023 at the 2023-05-03 meeting.
  - Proposal: auditor ratification
  - Outcome: passed
  - Meeting: 2023-05-03
  source text: The selection of Ernst & Young LLP as the Company’s Independent Registered Public Accounting Firm for the year ending December 31, 2023 was ratified
  evidence_url: https://www.sec.gov/Archives/edgar/data/912562/000091256223000027/0000912562-23-000027-index.htm
- Shareholder Votes
  GIBRALTAR INDUSTRIES, INC. shareholders approved Advisory vote on frequency of future Say-on-Pay votes at the 2023-05-03 meeting.
  - Proposal: say on pay frequency
  - Outcome: passed
  - Meeting: 2023-05-03
  source text: The stockholders advisory vote was for a one year preference for the Say-on-Pay vote.
  evidence_url: https://www.sec.gov/Archives/edgar/data/912562/000091256223000027/0000912562-23-000027-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.
