Form 10-Q - Quarterly report [Sections 13 or 15(d)]

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q


(Mark One)
☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2024


☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission File Number: 000-22462

GIBRALTAR INDUSTRIES, INC.

(Exact name of registrant as specified in its charter)

Delaware

16-1445150

(State or Other Jurisdiction of Incorporation or Organization)

(I.R.S. Employer Identification No.)

3556 Lake Shore Road

P.O. Box 2028

Buffalo

New York

14219-0228

(Address of principal executive offices)

(Zip Code)

(716) 826-6500

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol

Name of each exchange on which registered

Common Stock, $0.01 par value per share

ROCK

NASDAQ Stock Market

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and "emerging growth company" in Rule 12b-2 of the Exchange Act.

Large accelerated filer

☒

Accelerated filer

☐

Non-accelerated filer

☐

Smaller reporting company

☐

Emerging growth company

☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicated by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

As of October 28, 2024, the number of shares of common stock outstanding was: 30,341,121.

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GIBRALTAR INDUSTRIES, INC.

INDEX


		PAGE NUMBER
PART I.	FINANCIAL INFORMATION
Item 1.	Financial Statements
	Consolidated Statements of Income for the Three and Nine Months Ended September 30, 2024 and 2023 (unaudited)	3
	Consolidated Statements of Comprehensive Income for the Three and Nine Months Ended September 30, 2024 and 2023 (unaudited)	4
	Consolidated Balance Sheets as of September 30, 2024 (unaudited) and December 31, 2023	5
	Consolidated Statements of Cash Flows for the Nine Months Ended September 30, 2024 and 2023 (unaudited)	6
	Consolidated Statements of Stockholders’ Equity for the Three and Nine Months Ended September 30, 2024 and 2023 (unaudited)	7
	Notes to Consolidated Financial Statements (unaudited)	9
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	18
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	26
Item 4.	Controls and Procedures	26
PART II.	OTHER INFORMATION
Item 1.	Legal Proceedings	27
Item 1A.	Risk Factors	27
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	28
Item 3.	Defaults Upon Senior Securities	28
Item 4.	Mine Safety Disclosures	28
Item 5.	Other Information	28
Item 6.	Exhibits	29
	SIGNATURES	30

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PART I. FINANCIAL INFORMATION

Item 1. Financial Statements

GIBRALTAR INDUSTRIES, INC.

CONSOLIDATED STATEMENTS OF INCOME

(in thousands, except per share data)

(unaudited)


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Net sales	$	361,196	$	390,744	$	1,006,707	$	1,048,925
Cost of sales	267,670		285,360		732,920		769,873
Gross profit	93,526		105,384		273,787		279,052
Selling, general, and administrative expense	49,528		52,194		155,584		153,415

Income from operations	43,998		53,190		118,203		125,637
Interest (income) expense	(1,931)		417		(4,176)		3,216
Other expense (income)	455		(1,040)		(219)		(1,946)
Income before taxes	45,474		53,813		122,598		124,367
Provision for income taxes	11,435		14,536		31,415		33,268





Net income	$	34,039	$	39,277	$	91,183	$	91,099











Net earnings per share:
Basic	$	1.11	$	1.29	$	2.98	$	2.97
Diluted	$	1.11	$	1.28	$	2.96	$	2.96
Weighted average shares outstanding:
Basic	30,530		30,485		30,564		30,638
Diluted	30,750		30,715		30,788		30,808

See accompanying notes to consolidated financial statements.

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GIBRALTAR INDUSTRIES, INC.

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(in thousands)

(unaudited)


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Net income	$	34,039	$	39,277	$	91,183	$	91,099
Other comprehensive income (loss):
Foreign currency translation adjustment	703		(1,368)		(679)		(2,051)




Total comprehensive income	$	34,742	$	37,909	$	90,504	$	89,048

See accompanying notes to consolidated financial statements.

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GIBRALTAR INDUSTRIES, INC.

CONSOLIDATED BALANCE SHEETS

(in thousands, except per share data)


	September 30, 2024		December 31, 2023
	(unaudited)
Assets
Current assets:
Cash and cash equivalents	$	228,879	$	99,426
Trade receivables, net of allowance of $5,418 and $5,351, respectively	206,842		172,736
Costs in excess of billings, net	41,603		51,814
Inventories, net	138,171		120,503
Prepaid expenses and other current assets	26,796		17,772

Total current assets	642,291		462,251
Property, plant, and equipment, net	109,811		107,603
Operating lease assets	39,153		44,918
Goodwill	511,941		513,383
Acquired intangibles	118,983		125,980
Other assets	2,411		2,316
	$	1,424,590	$	1,256,451
Liabilities and Stockholders’ Equity
Current liabilities:
Accounts payable	$	163,295	$	92,124
Accrued expenses	89,510		88,719
Billings in excess of cost	53,788		44,735



Total current liabilities	306,593		225,578

Deferred income taxes	56,497		57,103
Non-current operating lease liabilities	30,990		35,989
Other non-current liabilities	27,277		22,783
Stockholders’ equity:
Preferred stock, $0.01 par value; authorized 10,000 shares; none outstanding	—		—
Common stock, $0.01 par value; authorized 100,000 shares; 34,298 and 34,219 shares issued and outstanding in 2024 and 2023	343		342
Additional paid-in capital	341,306		332,621
Retained earnings	829,694		738,511
Accumulated other comprehensive loss	(2,793)		(2,114)
Cost of 3,944 and 3,778 common shares held in treasury in 2024 and 2023	(165,317)		(154,362)
Total stockholders’ equity	1,003,233		914,998
	$	1,424,590	$	1,256,451

See accompanying notes to consolidated financial statements.

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GIBRALTAR INDUSTRIES, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands)

(unaudited)


	Nine Months Ended September 30,
	2024		2023
Cash Flows from Operating Activities
Net income	$	91,183	$	91,099


Adjustments to reconcile net income to net cash provided by operating activities:

Depreciation and amortization	20,237		20,574
Stock compensation expense	8,686		7,257


Exit activity costs, non-cash	163		572


(Benefit of) provision for deferred income taxes	(615)		179

Other, net	4,160		2,945

Changes in operating assets and liabilities net of effects from acquisitions:
Trade receivables and costs in excess of billings	(23,995)		(44,331)
Inventories	(18,131)		30,431
Other current assets and other assets	(11,781)		(1,426)
Accounts payable	70,867		53,198
Accrued expenses and other non-current liabilities	13,561		46,158


Net cash provided by operating activities	154,335		206,656
Cash Flows from Investing Activities
Purchases of property, plant, and equipment, net	(14,326)		(7,976)
Acquisitions, net of cash acquired	—		(9,863)
Net proceeds from sale of business	350		—




Net cash used in investing activities	(13,976)		(17,839)
Cash Flows from Financing Activities
Long-term debt payments	—		(141,000)
Proceeds from long-term debt	—		50,000


Purchase of common stock at market prices	(10,940)		(29,182)


Net cash used in financing activities	(10,940)		(120,182)
Effect of exchange rate changes on cash	34		(778)
Net increase in cash and cash equivalents	129,453		67,857
Cash and cash equivalents at beginning of year	99,426		17,608
Cash and cash equivalents at end of period	$	228,879	$	85,465

See accompanying notes to consolidated financial statements.

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GIBRALTAR INDUSTRIES, INC.

CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY

(in thousands)

(unaudited)



	Common Stock			Additional Paid-In Capital		Retained Earnings		Accumulated Other Comprehensive Loss		Treasury Stock			Total Stockholders’ Equity
	Shares	Amount								Shares	Amount
Balance at June 30, 2024	34,274	$	343	$	338,978	$	795,655	$	(3,496)	3,797	$	(155,809)	$	975,671
Net income	—	—		—		34,039		—		—	—		34,039
Foreign currency translation adjustment	—	—		—		—		703		—	—		703

Stock compensation expense	—	—		2,328		—		—		—	—		2,328

Net settlement of restricted stock units	24	—		—		—		—		8	(506)		(506)


Excise tax on repurchase of common stock	—	—		—		—		—		—	(15)		(15)
Common stock repurchased under stock repurchase program	—	—		—		—		—		139	(8,987)		(8,987)
Balance at September 30, 2024	34,298	$	343	$	341,306	$	829,694	$	(2,793)	3,944	$	(165,317)	$	1,003,233





Balance at June 30, 2023	34,194	$	342	$	327,927	$	679,800	$	(4,115)	3,770	$	(153,644)	$	850,310
Net income	—	—		—		39,277		—		—	—		39,277
Foreign currency translation adjustment	—	—		—		—		(1,368)		—	—		(1,368)

Stock compensation expense	—	—		2,201		—		—		—	—		2,201

Net settlement of restricted stock units	18	—		—		—		—		6	(412)		(412)

Excise tax on repurchase of common stock	—	—		—		—		—		—	(159)		(159)

Balance at September 30, 2023	34,212	$	342	$	330,128	$	719,077	$	(5,483)	3,776	$	(154,215)	$	889,849

See accompanying notes to consolidated financial statements.

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GIBRALTAR INDUSTRIES, INC.

CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY

(in thousands)

(unaudited)


	Common Stock			Additional Paid-In Capital		Retained Earnings		Accumulated Other Comprehensive Loss		Treasury Stock			Total Stockholders’ Equity
	Shares	Amount								Shares	Amount
Balance at December 31, 2023	34,219	$	342	$	332,621	$	738,511	$	(2,114)	3,778	$	(154,362)	$	914,998
Net income	—	—		—		91,183		—		—	—		91,183
Foreign currency translation adjustment	—	—		—		—		(679)		—	—		(679)

Stock compensation expense	—	—		8,686		—		—		—	—		8,686

Net settlement of restricted stock units	72	1		(1)		—		—		27	(1,953)		(1,953)
Awards of common stock	7	—		—		—		—		—	—		—

Excise tax on repurchase of common stock	—	—		—		—		—		—	(15)		(15)
Common stock repurchased under stock repurchase program	—	—		—		—		—		139	(8,987)		(8,987)
Balance at September 30, 2024	34,298	$	343	$	341,306	$	829,694	$	(2,793)	3,944	$	(165,317)	$	1,003,233




Balance at December 31, 2022	34,060	$	340	$	322,873	$	627,978	$	(3,432)	3,199	$	(125,660)	$	822,099
Net income	—	—		—		91,099		—		—	—		91,099
Foreign currency translation adjustment	—	—		—		—		(2,051)		—	—		(2,051)

Stock compensation expense	—	—		7,257		—		—		—	—		7,257

Net settlement of restricted stock units	144	2		(2)		—		—		56	(3,215)		(3,215)
Awards of common stock	8	—		—		—		—		—	—		—
Excise tax on repurchase of common stock	—	—		—		—		—		—	(159)		(159)
Common stock repurchased under stock repurchase program	—	—		—		—		—		521	(25,181)		(25,181)
Balance at September 30, 2023	34,212	$	342	$	330,128	$	719,077	$	(5,483)	3,776	$	(154,215)	$	889,849

See accompanying notes to consolidated financial statements.

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GIBRALTAR INDUSTRIES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

(1) BASIS OF PRESENTATION

The accompanying unaudited consolidated financial statements of Gibraltar Industries, Inc. (the "Company") have been prepared by management in accordance with U.S. generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary for the fair presentation of results for the interim period have been included. The Company's operations are seasonal; for this and other reasons financial results for any interim period are not necessarily indicative of the results expected for any subsequent interim period or for the full year. The accompanying unaudited consolidated financial statements should be read in conjunction with the financial statements and notes thereto included in the Company's annual report on Form 10-K for the year ended December 31, 2023.

The consolidated balance sheet at December 31, 2023 has been derived from the audited financial statements at that date, but does not include all of the information and footnotes required by U.S. generally accepted accounting principles for complete financial statements. The Company has presented net costs in excess of billings separately on its consolidated balance sheet as of December 31, 2023 to conform with current year presentation.

Recent Accounting Pronouncements

The Company evaluated all recent Accounting Standard Updates, including those that are currently effective in or after 2024, and determined that the adoption of these pronouncements would not have a material effect on the financial position, results of operations or cash flows of the Company. There have been no material changes from the recent accounting pronouncements previously disclosed in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2023.

(2) TRADE RECEIVABLES, NET

The following table provides a roll-forward of the allowance for credit losses, for the nine month period ended September 30, 2024, that is deducted from the amortized cost basis of trade receivables to present the net amount expected to be collected (in thousands):


Beginning balance as of January 1, 2024	$	5,351

Bad debt expense, net of recoveries	693
Accounts written off against allowance and other adjustments	(626)
Ending balance as of September 30, 2024	$	5,418

(3) REVENUE

Sales includes revenue from contracts with customers for roof and foundation ventilation products, centralized mail systems, rain dispersion products, trims and flashings and other accessories, retractable awnings and gutter guards; designing, engineering, manufacturing and installation of solar racking systems and electrical balance of systems; designing, engineering, manufacturing and installation of greenhouses; structural bearings, expansion joints, pavement sealant, elastomeric concrete and bridge cable protection systems.

Refer to Note 13 "Segment Information" for additional information related to revenue recognized by timing of transfer of control by reportable segment.

As of September 30, 2024, the Company's remaining performance obligations are part of contracts that have an original expected duration of one year or less.

For the three and nine months ended September 30, 2024 and 2023, respectively, there were no changes to estimated total costs to be incurred related to any individual contract that materially impacted the Company's consolidated financial statements.

Contract assets consist of net costs in excess of billings, classified as current assets in the Company's consolidated balance sheets. Contract liabilities consist of billings in excess of cost, classified as current liabilities, and unearned revenue, presented within accrued expenses, in the Company's consolidated balance sheets. Unearned revenue

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as of September 30, 2024 and December 31, 2023 was $4.3 million and $3.9 million, respectively. The Company recognized revenue of $41.7 million and $32.2 million during the nine months ended September 30, 2024 and 2023, respectively, that was included in the contract liabilities balance of $48.7 million and $39.6 million at December 31, 2023 and 2022, respectively.

(4) INVENTORIES, NET

Inventories consisted of the following (in thousands):


	September 30, 2024		December 31, 2023
Raw material	$	93,645	$	77,489
Work-in-process	14,205		9,508
Finished goods	35,926		42,942
Gross inventory	143,776		129,939
Less reserves	(5,605)		(9,436)
Total inventories, net	$	138,171	$	120,503

(5) ACQUISITION

On July 5, 2023, the Company acquired the assets of a privately held Utah-based company that manufactures and distributes roof flashing and accessory products, and sells direct to roofing wholesalers. The results of this company have been included in the Company's consolidated financial results since the date of acquisition within the Company's Residential segment. The purchase consideration for this acquisition was $10.4 million, which includes a working capital adjustment and certain other adjustments provided for in the asset purchase agreement.

The purchase price for the acquisition was allocated to the assets acquired and liabilities assumed based upon their respective fair values estimated as of the date of acquisition. The Company has completed the process to confirm the existence, condition, and completeness of the assets acquired and liabilities assumed to establish fair value of such assets and liabilities and to determine the amount of goodwill to be recognized as of the date of acquisition. The excess consideration was recorded as goodwill and approximated $3.0 million, all of which is deductible for tax purposes. Goodwill represents future economic benefits arising from other assets acquired that could not be individually identified including workforce additions, growth opportunities, and increased presence in the domestic building products markets.

The allocation of the purchase consideration to the estimated fair value of the assets acquired and liabilities assumed is as follows as of the date of the acquisition (in thousands):



Working capital	$	827
Property, plant and equipment	195
Acquired intangible assets	6,310
Other assets	134
Other liabilities	(72)
Goodwill	3,023
Fair value of purchase consideration	$	10,417

The intangible assets acquired in this acquisition consisted of the following (in thousands):


	Fair Value		Weighted-Average Amortization Period

Trademarks	$	250	3 years

Customer relationships	6,060		12 years
Total	$	6,310

In determining the allocation of the purchase price to the assets acquired and liabilities assumed, the Company uses all available information to make fair value determinations using Level 3 unobservable inputs in which little or no market data exists, and therefore, engages independent valuation specialists to assist in the fair value determination of the acquired long-lived assets.

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The acquisition of the privately held Utah-based company was financed primarily through borrowings under the Company's revolving credit facility.

(6) GOODWILL AND RELATED INTANGIBLE ASSETS

Goodwill

The changes in the carrying amount of goodwill for the nine months ended September 30, 2024 are as follows (in thousands):


	Residential		Renewables		Agtech		Infrastructure		Total
Balance at December 31, 2023	$	213,576	$	184,230	$	83,899	$	31,678	$	513,383


Adjustments to prior year acquisitions	(1,110)		—		—		—		(1,110)
Foreign currency translation	—		—		(332)		—		(332)
Balance at September 30, 2024	$	212,466	$	184,230	$	83,567	$	31,678	$	511,941

Goodwill is recognized net of accumulated impairment losses of $133.2 million as of September 30, 2024 and December 31, 2023.

The Company is required to regularly assess whether a triggering event has occurred which would require interim impairment testing. The Company determined that no triggering event had occurred as of September 30, 2024 which would require an interim impairment test to be performed.

Acquired Intangible Assets

Acquired intangible assets consisted of the following (in thousands):


	September 30, 2024				December 31, 2023
	Gross Carrying Amount		Accumulated Amortization		Gross Carrying Amount		Accumulated Amortization
Indefinite-lived intangible assets:
Trademarks	$	52,300	$	—	$	52,300	$	—
Finite-lived intangible assets:
Trademarks	2,550		1,719		5,773		4,714
Unpatented technology	31,818		23,730		34,133		24,295
Customer relationships	101,051		43,399		110,649		48,088
Non-compete agreements	722		610		2,376		2,154

	136,141		69,458		152,931		79,251
Total acquired intangible assets	$	188,441	$	69,458	$	205,231	$	79,251

The following table summarizes the acquired intangible asset amortization expense (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Amortization expense	$	2,679	$	2,893	$	8,036	$	8,419

Amortization expense related to acquired intangible assets for the remainder of fiscal 2024 and the next five years thereafter is estimated as follows (in thousands):


	2024		2025		2026		2027		2028		2029
Amortization expense	$	2,640	$	10,486	$	9,453	$	8,070	$	7,275	$	7,226

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(7) LONG-TERM DEBT

The Company had no outstanding debt as of September 30, 2024 and December 31, 2023. Unamortized debt issuance costs, included in other assets on the consolidated balance sheets, as of September 30, 2024 and December 31, 2023 were $1.4 million and $1.7 million, respectively.

Revolving Credit Facility

On December 8, 2022, the Company entered into a Credit Agreement (the "Credit Agreement") which provides for a revolving credit facility and letters of credit in an aggregate amount equal to $400 million. The Company can request additional financing to increase the revolving credit facility to $700 million or enter into a term loan of up to $300 million subject to conditions set forth in the Credit Agreement. The Credit Agreement contains two financial covenants. As of September 30, 2024, the Company was in compliance with all financial covenants. The Credit Agreement terminates on December 8, 2027.

Borrowings under the Credit Agreement bear interest, at the Company’s option, at a rate equal to the applicable margin plus (a) a base rate, (b) a daily simple secured overnight financing rate ("SOFR") rate, (c) a term SOFR rate or (d) for certain foreign currencies, a foreign currency rate, in each case subject to a 0% floor. Through March 31, 2023, the Credit Agreement had an initial applicable margin of 0.125% for base rate loans and 1.125% for SOFR and alternative currency loans. Thereafter, the applicable margin ranges from 0.125% to 1.00% for base rate loans and from 1.125% to 2.00% for SOFR and alternative currency loans based on the Company’s Total Net Leverage Ratio, as defined in the Credit Agreement. In addition, the Credit Agreement is subject to an annual commitment fee, payable quarterly, which was initially 0.20% of the daily average undrawn balance of the revolving credit facility and, from and after April 1, 2023, ranges between 0.20% and 0.25% of the daily average undrawn balance of the revolving credit facility based on the Company’s Total Net Leverage Ratio.

Borrowings under the Credit Agreement are secured by the trade receivables, inventory, personal property, equipment, and general intangibles of the Company’s significant domestic subsidiaries. Capital distributions are subject to certain Total Net Leverage Ratio requirements and capped by an annual aggregate limit under the Credit Agreement.

Standby letters of credit of $4.9 million have been issued under the Credit Agreement to third parties on behalf of the Company as of September 30, 2024. These letters of credit reduce the amount otherwise available under the revolving credit facility. The Company had $395.1 million and $396.1 million of availability under the revolving credit facility as of September 30, 2024 and December 31, 2023, respectively.

(8) EQUITY-BASED COMPENSATION

On May 3, 2023, the stockholders of the Company approved the adoption of the Gibraltar Industries, Inc. Amended and Restated 2018 Equity Incentive Plan (the "Amended 2018 Plan") which includes a total of 1,631,707 shares available for issuance. The Amended 2018 Plan allows the Company to grant equity-based incentive compensation awards, in the form of non-qualified options, restricted shares, restricted stock units, performance shares, performance stock units, and stock rights to eligible participants.

The Gibraltar Industries, Inc. Amended and Restated 2016 Stock Plan for Non-Employee Directors ("Non-Employee Directors Plan") which includes 200,000 shares available for issuance, allows the Company to grant awards of shares of the Company's common stock to current non-employee Directors of the Company, and permits the Directors to defer receipt of such shares pursuant to the terms of the Non-Employee Directors Plan.

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Equity-Based Awards - Settled in Stock

The following table provides the number of stock units granted during the nine months ended September 30, along with the weighted-average grant-date fair value of each award:


	2024			2023
Awards	Number of Awards	Weighted- Average Grant-Date Fair Value		Number of Awards (2)	Weighted- Average Grant-Date Fair Value
Performance stock units (1)	60,765	$	77.28	85,323	$	53.22
Restricted stock units	75,171	$	72.22	89,713	$	61.21
Deferred stock units	3,340	$	68.86	6,351	$	54.33
Common shares	6,680	$	68.86	8,468	$	54.33

(1) The Company’s performance stock units (“PSUs”) represent shares granted for which the final number of shares earned depends on financial performance. The number of shares to be issued may vary between 0% and 200% of the number of PSUs granted depending on the relative achievement to targeted thresholds. The Company's PSUs with a financial performance condition are based on the Company’s return on invested capital (“ROIC”) over a one-year performance period.

(2) PSUs granted in the first quarter of 2023 include 7,825 units that were forfeited in the third quarter of 2023 and 154,996 units that will be converted to shares and issued to recipients in the first quarter of 2026, representing 200.0% of the target amount granted and not subsequently forfeited, based on the Company's actual ROIC compared to ROIC target for the performance period ended December 31, 2023.

Equity-Based Awards - Settled in Cash

The Company's equity-based awards that are settled in cash are the awards under the Management Stock Purchase Plan (the “MSPP”) which is authorized under the Company's equity incentive plans. The MSPP provides participants the ability to defer a portion of their compensation, convertible to unrestricted investments, restricted stock units, or a combination of both, or defer a portion of their directors’ fees, convertible to restricted stock units. Employees eligible to defer a portion of their compensation also receive a company-matching award in restricted stock units equal to a percentage of their deferred compensation.

The deferrals and related company match are credited to an account that contains a share-based liability. The portion of the account deferred to unrestricted investments is measured at fair market value of the unrestricted investments, and the portion of the account deferred to restricted stock units and company-matching restricted stock units is measured at a 200-day average of the Company’s stock price. The account will be converted to and settled in cash payable to participants upon retirement or a termination of their service to the Company.

Total MSPP liabilities recorded on the consolidated balance sheet as of September 30, 2024 were $24.8 million, of which $2.7 million was included in current accrued expenses and $22.1 million was included in non-current liabilities. Total MSPP liabilities recorded on the consolidated balance sheet as of December 31, 2023 were $20.0 million, of which $2.0 million was included in current accrued expenses and $18.0 million was included in non-current liabilities. The value of the restricted stock units within the MSPP liabilities was $19.3 million and $17.3 million at September 30, 2024 and December 31, 2023, respectively.

The following table provides the number of restricted stock units credited to active participant accounts and the payments made with respect to MSPP liabilities during the nine months ended September 30,:


	2024		2023
Restricted stock units credited	42,476		46,843
MSPP liabilities paid (in thousands)	$	2,053	$	2,392

(9) PRODUCT WARRANTIES

The Company generally warrants that its products will be free from material defects in workmanship and materials. Warranty reserve estimates are based on management’s judgment, considering such factors as historical experience, anticipated rates of claims, and other available information. Management reviews and adjusts these estimates, if necessary, based on the differences between actual experience and historical estimates.

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The reserve for product warranties is presented within accrued expenses on the Company’s consolidated balance sheets. Activity in the product warranties is summarized as follows (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Beginning balance	$	13,235	$	7,382	$	9,139	$	6,251
Provisions for product warranties, net of reductions	3,867		1,652		7,963		2,783
Ending balance	$	17,102	$	9,034	$	17,102	$	9,034

(10) EXIT ACTIVITY COSTS AND ASSET IMPAIRMENTS

The Company has incurred exit activity costs and asset impairment charges as a result of its 80/20 simplification and portfolio management initiatives. These initiatives have resulted in the identification of low-volume, low margin, internally-produced products which have been or will be outsourced or discontinued, the simplification of processes, the sale and exiting of less profitable businesses or product lines, and a reduction in the Company's manufacturing footprint.

As a result of process simplification initiatives, the Company has incurred exit activity costs related to moving and closing costs and severance, along with asset impairment costs (recoveries) related to the write-down of inventory and other charges such as warranty costs associated with discontinued product lines. Additionally, the Company has incurred the aforementioned costs resulting from the sale and/or closure of facilities including costs recorded during the nine months ended September 30, 2023.

The following tables set forth the exit activity costs and asset impairment charges (recoveries) incurred by segment related to the restructuring activities described above (in thousands):


	Three Months Ended September 30,
	2024						2023
	Exit Activity		Asset Impairment		Total		Exit Activity		Asset Impairment		Total
Residential	$	106	$	—	$	106	$	22	$	654	$	676
Renewables	4,641		—		4,641		4,389		(59)		4,330
Agtech	328		—		328		5		—		5
Infrastructure	—		—		—		—		—		—
Corporate	31		—		31		(33)		—		(33)
Total	$	5,106	$	—	$	5,106	$	4,383	$	595	$	4,978



	Nine Months Ended September 30,
	2024						2023
	Exit Activity		Asset Impairment		Total		Exit Activity		Asset Impairment		Total
Residential	$	251	$	(72)	$	179	$	136	$	654	$	790
Renewables	9,124		235		9,359		7,298		(82)		7,216
Agtech	477		—		477		722		—		722
Infrastructure	—		—		—		—		—		—
Corporate	35		—		35		(33)		—		(33)
Total	$	9,887	$	163	$	10,050	$	8,123	$	572	$	8,695

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The following table provides a summary of where the exit activity costs and asset impairments were recorded in the consolidated statements of income (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Cost of sales	$	4,289	$	4,544	$	8,388	$	8,155
Selling, general, and administrative expense	817		434		1,662		540
Total exit activity and asset impairment charges	$	5,106	$	4,978	$	10,050	$	8,695

The following table reconciles the beginning and ending liability for exit activity costs recorded in current accrued expenses on the consolidated balance sheet relating to the Company’s restructuring efforts (in thousands):


	2024		2023
Balance at January 1	$	6,725	$	2,417
Exit activity costs recognized	9,887		8,123
Cash payments	(3,650)		(3,254)
Balance at September 30	$	12,962	$	7,286

(11) INCOME TAXES

The following table summarizes the provision for income taxes for continuing operations and the applicable effective tax rates:


	Three Months Ended September 30,						Nine Months Ended September 30,
	2024			2023			2024			2023
Provision for income taxes (in thousands)	$	11,435		$	14,536		$	31,415		$	33,268
Effective tax rate	25.1		%	27.0		%	25.6		%	26.7		%

The effective tax rate for the three and nine months ended September 30, 2024 and 2023, respectively, was greater than the U.S. federal statutory rate of 21% due to state taxes and nondeductible permanent differences partially offset by favorable discrete items due to an excess tax benefit on stock-based compensation.

(12) EARNINGS PER SHARE

Weighted average shares outstanding for basic and diluted earnings were as follows (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Numerator:


Net income available to common stockholders	$	34,039	$	39,277	$	91,183	$	91,099
Denominator for basic earnings per share:
Weighted average shares outstanding	30,530		30,485		30,564		30,638
Denominator for diluted earnings per share:
Weighted average shares outstanding	30,530		30,485		30,564		30,638
Common stock options and stock units	220		230		224		170
Weighted average shares and conversions	30,750		30,715		30,788		30,808

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The following table provides the potential anti-dilutive common stock units not included in the diluted weighted average shares calculations (in thousands):


	Three Months Ended September 30,		Nine Months Ended September 30,
	2024	2023	2024	2023
Common stock units	20	17	—	19

(13) SEGMENT INFORMATION

The Company is organized into four reportable segments on the basis of the production processes, products and services provided by each segment, identified as follows:

(i)Residential, which primarily includes roof and foundation ventilation products, centralized mail systems and electronic package solutions, retractable awnings and gutter guards, rain dispersion products, trims and flashings and other accessories;

(ii)Renewables, which primarily includes designing, engineering, manufacturing and installation of solar racking and electrical balance of systems;

(iii)Agtech, which provides growing solutions including the designing, engineering, manufacturing and installation of greenhouses; and

(iv)Infrastructure, which primarily includes structural bearings, expansion joints and pavement sealant for bridges, airport runways and roadways, elastomeric concrete and bridge cable protection systems.

When determining the reportable segments, the Company aggregated operating segments based on their similar economic and operating characteristics.

The following table illustrates certain measurements used by management to assess performance of the segments described above (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Net sales:
Residential	$	212,363	$	227,747	$	611,790	$	635,476
Renewables	84,064		106,362		214,941		243,026
Agtech	41,527		31,666		110,062		102,546
Infrastructure	23,242		24,969		69,914		67,877
Total net sales	$	361,196	$	390,744	$	1,006,707	$	1,048,925

Income from operations:
Residential	$	42,055	$	42,158	$	119,714	$	115,626
Renewables	825		12,907		4,116		21,084
Agtech	3,853		2,136		8,743		3,349
Infrastructure	6,494		6,386		17,605		14,928
Unallocated corporate expenses	(9,229)		(10,397)		(31,975)		(29,350)
Total income from operations	$	43,998	$	53,190	$	118,203	$	125,637

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The following table illustrates the total assets of the Company's reportable segments and unallocated corporate assets as of (in thousands):


	September 30, 2024		December 31, 2023

Residential	$	531,021	$	515,739
Renewables	400,996		377,694
Agtech	168,645		168,213
Infrastructure	83,783		77,518
Unallocated corporate assets	240,145		117,287

Total assets	$	1,424,590	$	1,256,451

The following tables illustrate segment revenue disaggregated by timing of transfer of control to the customer for the (in thousands):


	Three Months Ended September 30, 2024
	Residential		Renewables		Agtech		Infrastructure		Total

Point in Time	$	210,530	$	8,220	$	135	$	10,657	$	229,542
Over Time	1,833		75,844		41,392		12,585		131,654
Total net sales	$	212,363	$	84,064	$	41,527	$	23,242	$	361,196


	Three Months Ended September 30, 2023
	Residential		Renewables		Agtech		Infrastructure		Total

Point in Time	$	225,985	$	15,903	$	777	$	9,922	$	252,587
Over Time	1,762		90,459		30,889		15,047		138,157
Total net sales	$	227,747	$	106,362	$	31,666	$	24,969	$	390,744



	Nine Months Ended September 30, 2024
	Residential		Renewables		Agtech		Infrastructure		Total

Point in Time	$	606,386	$	23,235	$	2,663	$	27,806	$	660,090
Over Time	5,404		191,706		107,399		42,108		346,617
Total net sales	$	611,790	$	214,941	$	110,062	$	69,914	$	1,006,707



	Nine Months Ended September 30, 2023
	Residential		Renewables		Agtech		Infrastructure		Total

Point in Time	$	630,545	$	35,630	$	5,580	$	24,831	$	696,586
Over Time	4,931		207,396		96,966		43,046		352,339
Total net sales	$	635,476	$	243,026	$	102,546	$	67,877	$	1,048,925

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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Certain information set forth herein includes statements that express our opinions, expectations, beliefs, plans, objectives, assumptions or projections regarding future events or future results and, therefore are, or may be deemed to be, “forward-looking statements.” These forward-looking statements can generally be identified by the use of forward-looking terminology, including the terms “believes,” “anticipates,” “aspires,” “expects,” “estimates,” “seeks,” “projects,” “intends,” “plans,” “may,” “will” or “should” or, in each case, their negative or other variations or comparable terminology. These forward-looking statements include all matters that are not historical facts. They include statements regarding our intentions, beliefs or current expectations concerning, among other things, our results of operations, financial condition, liquidity, prospects, growth, competition, strategies, margins, integration of acquired businesses, the industries in which we operate and the expected impact of evolving laws and regulation. By their nature, forward-looking statements involve risks and uncertainties because they relate to events and depend on circumstances that may or may not occur in the future. We believe that these risks and uncertainties include, but are not limited to, those described in the “Risk Factors” disclosures in our most recent Annual Report on Form 10-K. Although we base these forward-looking statements on assumptions that we believe are reasonable when made, we caution you that forward-looking statements are not guarantees of future performance and that our actual results of operations, financial condition, liquidity and the development of the industries in which we operate may differ materially from those made in or suggested by the forward-looking statements contained herein. In addition, even if our results of operations, financial condition, liquidity, and the development of the industries in which we operate are consistent with the forward-looking statements contained in this Quarterly Report on Form 10-Q, those results or developments may not be indicative of results or developments in subsequent periods. Given these risks and uncertainties, you are cautioned not to place undue reliance on these forward-looking statements. Any forward-looking statements that we make herein speak only as of the date of those statements, and we undertake no obligation to update those statements or to publicly announce the results of any revisions to any of those statements to reflect future events or developments. Comparisons of results for current and any prior periods are not intended to express any future trends or indications of future performance, unless expressed as such, and should only be viewed as historical data.

The Company uses certain operating performance measures, specifically consolidated gross margin, operating margin by segment and consolidated operating margin, to manage the Company's businesses, set operational goals, and establish performance targets for incentive compensation for the Company's employees. The Company defines consolidated gross margin as a percentage of total consolidated gross profit to total consolidated net sales. The Company defines operating margin by segment as a percentage of total income from operations by segment to total net sales by segment and consolidated operating margin as a percentage of total consolidated income from operations to total consolidated net sales. The Company believes consolidated gross margin, consolidated operating margin, and operating margin by segment may be useful to investors in evaluating the profitability of the Company's segments and the Company on a consolidated basis.

Overview

Gibraltar Industries, Inc. (the "Company") is a leading manufacturer and provider of products and services for the residential, renewable energy, agtech and infrastructure markets.

The Company operates and reports its results in the following four reporting segments:

•Residential

•Renewables

•Agtech

•Infrastructure

The Company serves customers primarily in North America including home improvement retailers, wholesalers, distributors, contractors, renewable energy (solar) developers, and institutional and commercial growers of fruits, vegetables, flowers and other plants.

At September 30, 2024, the Company operated twenty-eight facilities, comprised of twenty-one manufacturing facilities, two distribution centers, and five offices, which are located in fifteen states, Canada, and China. The Company's operational infrastructure provides the necessary scale to support local, regional, and national customers in each of the Company's markets.

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Recent Trends

The Company's customers in the Renewables business continue to be impacted by regulatory, trade and tax policy changes, uncertainty primarily due to investigations and pending finalization of governmental guidance. These include but are not limited to:

•In May 2024, a second independent anti-dumping and countervailing duties ("AD/CVD") investigation was initiated by the U.S. Department of Commerce claiming potentially illegal trade practices with Cambodia, Malaysia, Thailand and Vietnam, the same four countries named in the 2022 AD/CVD case, for which resolution is anticipated in 2025;

•Expiration in 2024 of the Presidential Executive Order that paused tariffs on imports of solar modules for two years. Modules procured during this pause could be subject to significant tariffs if not installed and operating prior to the December 3, 2024 expiration of the tariff moratorium; and

•The Department of Treasury has not yet published final guidance relative to rules under the Inflation Reduction Act in order to maximize tax incentives.

As this uncertainty continues, a portion of our customers paused signing new contracts as they work through trade and/or regulatory issues specific to their projects, including gathering documents to satisfy solar module import tracking requirements.

Business Strategy

The Company's mission is to make life better for people and the planet, fueled by advancing the disciplines of engineering, science, and technology. The Company is innovating to reshape critical markets in sustainable power, comfortable and efficient living, and productive growing throughout North America. Furthermore, the Company strives to create compounding and sustainable value for its stockholders and stakeholders with strong and relevant leadership positions in higher growth, profitable end markets focused on addressing some of the world's most challenging opportunities. The foundation of the Company's strategy is built on three core pillars: Business System, Portfolio Management, and Organization Development.

1.Business System reflects the necessary systems, processes, and management tools required to deliver consistent and continuous performance improvement, every day. The Company's business system is a critical enabler to grow, scale, and deliver its plans. The Company's focus is on deploying effective tools to drive growth, improve operating performance, and develop the organization utilizing 80/20 and lean quote-to-cash initiatives along with digital systems for speed, agility and responsiveness. The Business System pillar challenges existing operating paradigms, drives day-to-day performance, forces prioritization of resources, tests the Company's business models, and drives new product and services innovation.

2.Portfolio Management is focused on optimizing the Company’s business portfolio in higher growth markets with leadership positions while ensuring its financial capital and human resources are effectively and efficiently deployed to deliver sustainable, profitable growth while increasing its relevance with customers and shaping its markets.

3.Organization Development drives the Company’s continuous focus on ensuring it has the right design and structure to scale the organization in order to execute the Company’s plans and meet commitments. The Company's focus is on creating an environment for our people to have the best opportunity for success, continue to develop, grow and learn. At core of this pillar is the Company’s development process focused on helping employees reach their potential, improve performance, develop career roadmaps, identify ongoing education requirements, and respective succession plans. The Company believes doing so helps it attract and retain the best people to execute its business plans.

The Company believes the key elements of the Company's strategy enable the Company to respond timely to changes in the end markets the Company serves, including the broader market dynamics experienced over the past few years. The Company continues to examine the need for restructuring of the Company's operations, including consolidation of facilities, reducing overhead costs, curtailing investments in working capital, and managing the Company's business to generate incremental cash. The Company believes its strategy enables the Company to respond to volatility in commodity and other input costs and fluctuations in customer demand, along with striving to maintain and improve margins. The Company has used cash flows generated by these initiatives to improve the Company's liquidity position, invest in growth initiatives and return capital to the Company's shareholders through share repurchases. Overall, the Company continues to strive to achieve stronger financial results, make more efficient use of capital, and deliver higher stockholder returns.

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Recent Developments

On December 1, 2023, the Company sold its Japan-based solar racking business within its Renewables segment to a third party and received net proceeds of $8.0 million.

Results of Operations

Three Months Ended September 30, 2024 Compared to the Three Months Ended September 30, 2023

The following table sets forth selected results of operations data and its percentage of net sales for the three months ended September 30 (in thousands):


	2024				2023
Net sales	$	361,196	100.0	%	$	390,744	100.0	%
Cost of sales	267,670		74.1	%	285,360		73.0	%
Gross profit	93,526		25.9	%	105,384		27.0	%
Selling, general, and administrative expense	49,528		13.7	%	52,194		13.4	%

Income from operations	43,998		12.2	%	53,190		13.6	%
Interest (income) expense	(1,931)		(0.5)	%	417		0.1	%
Other expense (income)	455		0.1	%	(1,040)		(0.3)	%
Income before taxes	45,474		12.6	%	53,813		13.8	%
Provision for income taxes	11,435		3.2	%	14,536		3.7	%


Net income	$	34,039	9.4	%	$	39,277	10.1	%

The following table sets forth the Company’s net sales by reportable segment for the three months ended September 30, (in thousands):


							Impact of
	2024		2023		Total Change		Portfolio Management		Ongoing Operations
Net sales:
Residential	$	212,363	$	227,747	$	(15,384)	$	—	$	(15,384)
Renewables	84,064		106,362		(22,298)		(4,760)		(17,538)
Agtech	41,527		31,666		9,861		(780)		10,641
Infrastructure	23,242		24,969		(1,727)		—		(1,727)
Consolidated	$	361,196	$	390,744	$	(29,548)	$	(5,540)	$	(24,008)

Consolidated net sales decreased by $29.5 million, or 7.6%, to $361.2 million for the three months ended September 30, 2024 compared to the three months ended September 30, 2023. The net sales decrease was largely due to a 6% decrease in organic revenue, the result of a 7% volume decline partially offset by a 1% increase in pricing to customers, along with portfolio management activities in the prior year quarter. Growth in the Company's Agtech segment was more than offset by a $5.5 million decrease in net sales related to portfolio management along with a decline in revenue in the Company's Residential, Renewables and Infrastructure segments. Consolidated backlog decreased 15% to $319 million, as compared to prior year.

Net sales in the Company's Residential segment decreased $15.4 million, or 6.7%, to $212.4 million for the three months ended September 30, 2024 compared to $227.7 million for the three months ended September 30, 2023. The sales decline was driven by a slowdown in the residential market, including the repair and remodel sector, which is impeding the timing and benefit of participation gains as customers take longer to flush inventory from incumbent suppliers.

Net sales in the Company's Renewables segment decreased $22.3 million, or 21.0%, to $84.1 million for the three months ended September 30, 2024 compared to $106.4 million for the three months ended September 30, 2023. The decrease was largely driven by trade and regulatory headwinds associated with the two independent AD/CVD investigations which are compelling the industry to significantly focus on completing panel installations and the administrative reporting requirements ahead of the December 3, 2024 expiration of the tariff moratorium for panels

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granted through the two-year Presidential Proclamation from June 2022. Order backlog decreased 24% from the prior year as a result of the aforementioned challenges. Order backlog decreased 24% from the prior year as a result of these aforementioned challenges.

Net sales in the Company's Agtech segment increased 30.9%, or $9.9 million, to $41.5 million for the three months ended September 30, 2024 compared to $31.7 million for the three months ended September 30, 2023. The revenue increase was primarily driven by projects starting to accelerate in our produce division. Although backlog decreased 3% year over year in this segment, we anticipate the addition of new projects in both the produce and commercial markets as we complete design work and finalize projects for launch.

Net sales in the Company's Infrastructure segment decreased 7.2%, or $1.7 million, to $23.2 million for the three months ended September 30, 2024 compared to $25.0 million for the three months ended September 30, 2023. The decrease in revenue was a result of timing on a large project in the prior year. Backlog increased 3% from the prior year. Demand and quoting remain strong, supported by continued investment at the federal and state levels.

The Company's consolidated gross margin decreased to 25.9% for the three months ended September 30, 2024 compared to 27.0% for the three months ended September 30, 2023. The decrease was driven by product line mix and volume leverage in the Renewables segment, partially offset by overall continued operational efficiencies along with 80/20 initiatives.

Selling, general, and administrative ("SG&A") expenses decreased by $2.7 million, or 5.1% to $49.5 million for the three months ended September 30, 2024 compared to $52.2 million for the three months ended September 30, 2023. The $2.7 million decrease was primarily due to lower performance-based compensation expense as compared to the prior year quarter. SG&A expenses as a percentage of net sales increased to 13.7% for the three months ended September 30, 2024 compared to 13.4% for the three months ended September 30, 2023.

The following table sets forth the Company’s income from operations and income from operations as a percentage of net sales by reportable segment for the three months ended September 30, (in thousands):



	2024				2023				Total Change
Income from operations:
Residential	$	42,055	19.8	%	$	42,158	18.5	%	$	(103)
Renewables	825		1.0	%	12,907		12.1	%	(12,082)
Agtech	3,853		9.3	%	2,136		6.7	%	1,717
Infrastructure	6,494		27.9	%	6,386		25.6	%	108
Unallocated Corporate Expenses	(9,229)		(2.6)	%	(10,397)		(2.7)	%	1,168
Consolidated income from operations	$	43,998	12.2	%	$	53,190	13.6	%	$	(9,192)

The Residential segment generated an operating margin of 19.8% in the current year quarter compared to 18.5% in the prior year quarter. Operating margin improved year over year, driven by solid execution, effective price/cost management and 80/20 initiatives.

The Renewables segment generated an operating margin of 1.0% in the current year quarter compared to 12.1% in the prior year quarter. The decrease in operating margin was impacted by lower volume resulting from the aforementioned trade and regulatory challenges in this segment along with product mix associated with the launch and learning curve of the new tracker product line in the current year quarter. Furthermore, margin was impacted by restructuring charges incurred during the quarter related to addressing customer issues arising from discontinued legacy solar tracker solutions.

The Agtech segment generated an operating margin of 9.3% in the current year quarter compared to 6.7% in the prior year quarter. Operating margin improved year over year due to volume leverage, product mix shift, 80/20 initiatives and solid field execution.

The Infrastructure segment generated an operating margin of 27.9% during the three months ended September 30, 2024 compared to 25.6% during the three months ended September 30, 2023. The margin improved year over year due to product line mix, 80/20 initiatives and strong execution.

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Unallocated corporate expenses decreased $1.2 million from $10.4 million during the three months ended September 30, 2023 to $9.2 million during the three months ended September 30, 2024. The decrease in expense was largely the result of lower performance-based compensation expense as compared to the prior year quarter.

The Company recorded interest income of $1.9 million for the three months ended September 30, 2024, compared to interest expense of $0.4 million for the three months ended September 30, 2023. Income during the current year quarter was the result of earnings on certain interest-bearing cash accounts. Expense in the prior year quarter was the result of an outstanding balance on the Company's revolving credit facility during the three months ended September 30, 2023, while no amounts were outstanding during the three months ended September 30, 2024.

The Company recorded other expense of $0.5 million for the three months ended September 30, 2024, compared to other income of $1.0 million recorded for the three months ended September 30, 2023. The change year over year is the result of costs related to the liquidation of the processing business.

The Company recognized a provision for income taxes of $11.4 million and $14.5 million, with effective tax rates of 25.1% and 27.0% for the three months ended September 30, 2024, and 2023, respectively. The effective tax rate for the three months ended September 30, 2024, and 2023, respectively, was greater than the U.S. federal statutory rate of 21% due to state taxes and nondeductible permanent differences partially offset by favorable discrete items due to an excess tax benefit on stock-based compensation.

Nine Months Ended September 30, 2024 Compared to the Nine Months Ended September 30, 2023

The following table sets forth selected results of operations data and its percentage of net sales for the nine months ended September 30, (in thousands):


	2024				2023
Net sales	$	1,006,707	100.0	%	$	1,048,925	100.0	%
Cost of sales	732,920		72.8	%	769,873		73.4	%
Gross profit	273,787		27.2	%	279,052		26.6	%
Selling, general, and administrative expense	155,584		15.5	%	153,415		14.6	%

Income from operations	118,203		11.7	%	125,637		12.0	%
Interest (income) expense	(4,176)		(0.5)	%	3,216		0.3	%
Other income	(219)		0.0	%	(1,946)		(0.2)	%
Income before taxes	122,598		12.2	%	124,367		11.9	%
Provision for income taxes	31,415		3.1	%	33,268		3.2	%


Net income	$	91,183	9.1	%	$	91,099	8.7	%

The following table sets forth the Company’s net sales by reportable segment for the nine months ended September 30, (in thousands):


							Impact of
	2024		2023		Total Change		Acquisitions		Portfolio Management		Ongoing Operations
Net sales:
Residential	$	611,790	$	635,476	$	(23,686)	$	3,480	$	—	$	(27,166)
Renewables	214,941		243,026		(28,085)		—		(10,791)		(17,294)
Agtech	110,062		102,546		7,516		—		(4,059)		11,575
Infrastructure	69,914		67,877		2,037		—		—		2,037
Consolidated	$	1,006,707	$	1,048,925	$	(42,218)	$	3,480	$	(14,850)	$	(30,848)

Consolidated net sales decreased by $42.2 million, or 4.0%, to $1.0 billion for the nine months ended September 30, 2024 compared to the nine months ended September 30, 2023. The net sales decrease was the combined result of volume decline in the Company's Residential and Renewables segments along with portfolio management activities in the prior year. This decrease was partially offset by growth in the Company's Agtech and Infrastructure segments, along with revenue of $3.5 million generated from a recent acquisition. Consolidated backlog decreased 15% to $319 million, as compared to the end of the prior year period.

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Net sales in the Company's Residential segment decreased $23.7 million, or 3.7%, to $611.8 million for the nine months ended September 30, 2024 compared to $635.5 million for the nine months ended September 30, 2023. Organic decline of 4.3% was driven by a slower than expected residential market, including the repair and remodel sector, which is impeding the timing and benefit of participation gains as customers take longer to flush inventory from incumbent suppliers. This decrease was partially offset by $3.5 million of revenue generated by the recent acquisition.

Net sales in the Company's Renewables segment decreased $28.1 million, or 11.6%, to $214.9 million for the nine months ended September 30, 2024 compared to $243.0 million for the nine months ended September 30, 2023. The decrease was driven by trade and regulatory headwinds associate with the two independent AD/CVD investigations which are compelling the industry to significantly focus on completing panel installations and the administrative reporting requirements of the December 3, 2024 expiration of the tariff moratorium on panels granted through the two-year Presidential Proclamation from June 2022. Order backlog decreased 24% from the prior year as a result of these aforementioned challenges.

Net sales in the Company's Agtech segment increased 7.3%, or $7.5 million, to $110.1 million for the nine months ended September 30, 2024 compared to $102.5 million for the nine months ended September 30, 2023. The revenue increase was primarily driven by projects starting to accelerate in our produce division, partially offset by $4.1 million of revenues recorded in the prior year related to portfolio management actions. Although backlog decreased 3% year over year in this segment, we anticipate the addition of new projects in both the produce and commercial markets as we complete design work and finalize projects for launch.

Net sales in the Company's Infrastructure segment increased 2.9%, or $2.0 million, to $69.9 million for the nine months ended September 30, 2024 compared to $67.9 million for the nine months ended September 30, 2023. The increase in revenue was driven by continued strong execution and market participation gains. Backlog increased 3% over the prior year. Demand and quoting remain strong, supported by continued investment at the federal and state levels.

The Company's consolidated gross margin increased to 27.2% for the nine months ended September 30, 2024 compared to 26.6% for the nine months ended September 30, 2023. The increase was driven by improved price to material cost alignment, and continued operational efficiencies, along with 80/20 initiatives and favorable business and product mix.

SG&A expenses increased by $2.2 million, or 1.4% to $155.6 million for the nine months ended September 30, 2024 compared to $153.4 million for the nine months ended September 30, 2023. The $2.2 million increase was largely due to higher performance-based compensation expense as compared to the prior year. SG&A expenses as a percentage of net sales increased to 15.5% for the nine months ended September 30, 2024 compared to 14.6% for the nine months ended September 30, 2023.

The following table sets forth the Company’s income from operations and income from operations as a percentage of net sales by reportable segment for the nine months ended September 30, (in thousands):



	2024				2023				Total Change
Income from operations:
Residential	$	119,714	19.6	%	$	115,626	18.2	%	$	4,088
Renewables	4,116		1.9	%	21,084		8.7	%	(16,968)
Agtech	8,743		7.9	%	3,349		3.3	%	5,394
Infrastructure	17,605		25.2	%	14,928		22.0	%	2,677
Unallocated Corporate Expenses	(31,975)		(3.2)	%	(29,350)		(2.8)	%	(2,625)
Consolidated income from operations	$	118,203	11.7	%	$	125,637	12.0	%	$	(7,434)

The Residential segment generated an operating margin of 19.6% in the current year compared to 18.2% in the prior year. Operating margin improved year over year, driven by solid execution, effective price/cost management and 80/20 productivity.

The Renewables segment generated an operating margin of 1.9% in the current year compared to 8.7% in the prior year. The decrease in operating margin was impacted by lower volume resulting from the aforementioned trade and

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regulatory challenges in this segment along with product line mix associated with the launch and learning curve of the new tracker product line in the current year. Furthermore, margin was impacted by restructuring activities related to addressing customer issues arising from discontinued solar tracker solutions and prior year portfolio management actions.

The Agtech segment generated an operating margin of 7.9% in the current year compared to 3.3% in the prior year. Operating margin improved year over year due to the impact of restructuring costs incurred in the prior year, along with product mix shift, field efficiencies and stronger volume.

The Infrastructure segment generated an operating margin of 25.2% during the nine months ended September 30, 2024 compared to 22.0% during the nine months ended September 30, 2023. The margin improved year over year driven by favorable product line mix, 80/20 initiative and strong operating execution.

Unallocated corporate expenses increased $2.6 million from $29.4 million during the nine months ended September 30, 2023 to $32.0 million during the nine months ended September 30, 2024. The increase in expense was primarily the result of higher performance-based compensation expense as compared to the prior year.

The Company recorded interest income of $4.2 million for the nine months ended September 30, 2024, compared to interest expense of $3.2 million for the nine months ended September 30, 2023. Income in the current year was the result of earnings on certain interest-bearing cash accounts. Expense in the prior year was the result of an outstanding balance on the Company's revolving credit facility during the nine months ended September 30, 2023, while no amounts were outstanding during the nine months ended September 30, 2024.

Other income decreased year over year with $0.2 million recorded for the nine months ended September 30, 2024, compared to $1.9 million recorded for the nine months ended September 30, 2023. The change year over year is the combined result of $1.0 million of working capital adjustments recorded in the current year related to the sale of the Company's Japan-based solar racking business within its Renewables segment, along with costs related to the liquidation of the processing business.

The Company recognized a provision for income taxes of $31.4 million and $33.3 million, with effective tax rates of 25.6% and 26.7% for the nine months ended September 30, 2024, and 2023, respectively. The effective tax rate for the nine months ended September 30, 2024, and 2023, respectively, was greater than the U.S. federal statutory rate of 21% due to state taxes and nondeductible permanent differences partially offset by favorable discrete items due to an excess tax benefit on stock-based compensation.

Liquidity and Capital Resources

The following table sets forth the Company's liquidity position as of (in thousands):


	September 30, 2024		December 31, 2023
Cash and cash equivalents	$	228,879	$	99,426
Availability on revolving credit facility	395,055		396,056
	$	623,934	$	495,482

Sources of Liquidity

The Company's primary sources of liquidity are comprised of cash on hand and its available borrowing capacity provided under the Company's Credit Agreement (the "Credit Agreement"). The Credit Agreement provides for a revolving credit facility and letters of credit in an aggregate amount equal to $400 million and terminates on December 8, 2027. The Company can request additional financing to increase the revolving credit facility to $700 million or enter into a term loan of up to $300 million subject to conditions set forth in the Credit Agreement. See Note 7 to the Company's consolidated financial statements in Part I, Item 1, Financial Statements, of this Quarterly Report on Form 10-Q for further information on the Credit Agreement.

Generally, the Company's foreign operations have generated cash flow from operations sufficient to invest in working capital and fund their capital improvements. As of September 30, 2024 and December 31, 2023, the Company's foreign subsidiaries held $14.3 million and $6.9 million of cash, respectively.

The Company believes that these sources, together with cash expected to be generated from operations, should provide the Company with ample liquidity and capital resources to meet its cash requirements and to continue to invest in operational excellence, growth initiatives and the development of the organization.

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Uses of Cash / Cash Requirements

The Company's material short-term cash requirements primarily include accounts payable, certain employee and retiree benefit-related obligations, operating lease obligations, capital expenditures, and other purchase obligations originating in the normal course of business for inventory purchase orders and contractual service agreements. The Company's principal capital requirements are to fund its operations' working capital and capital improvements, as well as provide capital for acquisitions and to strategically allocate capital through repurchases of Company stock under the Company's current authorized program ending May 2, 2025. The Company will continue to invest in growth opportunities as appropriate while focusing on working capital efficiency and profit improvement opportunities to minimize the cash invested to operate its business.

Over the long-term, the Company expects that future investments, including strategic business acquisitions, may be financed through a number of sources, including internally available cash, availability under the Credit Agreement, new debt financing, the issuance of equity securities, or any combination of the aforementioned.

These expectations are forward-looking statements based upon currently available information and may change if conditions in the credit and equity markets deteriorate or other circumstances change. To the extent that operating cash flows are lower than current levels, or sources of financing are not available or not available at acceptable terms, the Company's future liquidity may be adversely affected.

Except as disclosed above, there have been no material changes in the Company's cash requirements since December 31, 2023. See Part II, Item 7 "Management's Discussion and Analysis of Financial Condition and Results of Operations" in the Company's Annual Report on Form 10-K for the year ended December 31, 2023.

Cash Flows

The following table sets forth selected cash flow data for the nine months ended September 30, (in thousands):


	2024		2023
Cash provided by (used in):
Operating activities	$	154,335	$	206,656
Investing activities	(13,976)		(17,839)
Financing activities	(10,940)		(120,182)

Effect of foreign exchange rate changes	34		(778)
Net increase in cash and cash equivalents	$	129,453	$	67,857

Operating Activities

Net cash provided by operating activities for the nine months ended September 30, 2024 of $154.3 million consisted of net income of $91.2 million, non-cash net charges totaling $32.6 million, which include depreciation, amortization, stock-based compensation, exit activity costs and other non-cash charges, and $30.5 million of cash generated from working capital and other net operating assets. The cash generated from working capital and other net operating assets was largely due to increases in accounts payable, the result of the timing of purchases and vendor payments, and billings in excess of costs, the result of increased advance payments from and billings to customers on projects. These activities were partially offset by increases in accounts receivable and inventory, largely the result of seasonal demand.

Net cash provided by operating activities for the nine months ended September 30, 2023 of $206.7 million consisted of net income of $91.1 million, non-cash net charges totaling $31.5 million, which include depreciation, amortization, stock-based compensation, exit activity recoveries and other non-cash charges, and $84.1 million of cash generated from working capital and other net operating assets. The cash generated from working capital and other net operating assets was largely due to increases in accounts payable, the result of the timing of purchases and vendor payments, and billings in excess of costs, the result of increased advance payments from and billings to customers on projects. In addition, cash was generated due to the Company's focus on reducing its investment in inventory to better align with lower sales volumes while still meeting customer demand. These activities were partially offset by an increase in accounts receivable largely the result of seasonal increases in demand.

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Investing Activities

Net cash used in investing activities for the nine months ended September 30, 2024 of $14.0 million was primarily due to net capital expenditures of $14.3 million, offset by receipt of the $0.3 million final working capital settlement resulting from the sale of the Company's Japan-based solar racking business in the Company's Renewables segment in the fourth quarter of 2023.

Net cash used in investing activities for the nine months ended September 30, 2023 of $17.8 million consisted of cash paid of $10.4 million for the acquisition of a privately held Utah-based company, offset by receipt of the $0.6 million final working capital settlement resulting from the 2022 acquisition of QAP and net capital expenditures of $8.0 million.

Financing Activities

Net cash used in financing activities for the nine months ended September 30, 2024 of $10.9 million consisted of common stock repurchases. The Company paid $9.0 million during the nine months ended September 30, 2023 related to repurchase of 139,427 shares under the Company's authorized share repurchase program. The remainder of the repurchased common stock of $1.9 million related to the net settlement of tax obligations for participants in the Company's equity incentive plans.

Net cash used in financing activities for the nine months ended September 30, 2023 of $120.2 million consisted of net long-term debt payments of $91.0 million and $29.2 million of common stock repurchases. Net long-term debt payments consisted of $141.0 million in long-term debt payments, offset by $50.0 million in proceeds from borrowing on the Company's long-term debt credit facility. The Company paid $26.0 million during the nine months ended September 30, 2023 related to repurchase of 538,575 shares under the Company's authorized share repurchase program. The remainder of the repurchased common stock of $3.2 million related to the net settlement of tax obligations for participants in the Company's equity incentive plans.

Critical Accounting Estimates

There have been no material changes to the Company's critical accounting estimates during the nine months ended September 30, 2024 from those disclosed in the consolidated financial statements and accompanying notes contained in the Company's Annual Report on Form 10-K for the year ended December 31, 2023.

Recent Accounting Pronouncements

See Note 1 to the Company's consolidated financial statements in Part I, Item 1 of this Quarterly Report on Form 10-Q for further information on recent accounting pronouncements.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

In the ordinary course of business, the Company is exposed to various market risk factors, including changes in general economic conditions, competition, interest rates, foreign exchange rates, and raw materials pricing and availability. In addition, the Company is exposed to other financial market risks, primarily related to its foreign operations. In the current year, there have been no material changes in the information provided under Item 7A in the Company's Annual Report on Form 10-K for the year ended December 31, 2023.

Item 4. Controls and Procedures

(a)Evaluation of Disclosure Controls and Procedures

The Company maintains a system of disclosure controls and procedures (as defined in Rule 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended). Management of the Company, under the supervision and with the participation of the Chief Executive Officer and the Chief Financial Officer, evaluated the effectiveness of the Company’s disclosure controls and procedures as of the end of the period covered in this report. Based upon that evaluation and the definition of disclosure controls and procedures contained in Rule 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended, the Company’s Chief Executive Officer and Chief Financial Officer have concluded that as of the end of such period the Company’s disclosure controls and procedures were effective.

(b)Changes in Internal Control over Financial Reporting

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The Company implemented a new Enterprise Resource Planning (“ERP”) system for one of the Company's operating units in the Residential segment during the quarter ended September 30, 2024. The implementation of this ERP system is expected to, among other things, improve user access security and automate a number of accounting and reporting processes and activities, thereby decreasing the amount of manual processes previously required. Except for the implementation of this ERP system, there have been no changes in the Company’s internal control over financial reporting (as defined by Rule 13a-15(f) or 15d-15(f) under the Securities Exchange Act of 1934, as amended) that occurred during the period covered by this Quarterly Report on Form 10-Q that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

PART II. OTHER INFORMATION

Item 1. Legal Proceedings

From time to time the Company has been and may in the future become involved in litigation, as well as other legal proceedings in the ordinary course of the Company's business. The Company maintains liability insurance against risks arising out of the normal course of business. While the outcome of these legal proceedings cannot be predicted with certainty, the Company's management, based on currently available facts, does not believe that the ultimate outcome of any pending litigation will have a material effect on the Company's consolidated financial condition, results of operations, or liquidity.

There were no material legal proceedings terminated, settled, or otherwise resolved during the quarter ended September 30, 2024.

Item 1A. Risk Factors

In addition to the other information set forth in this report, you should carefully consider the risks discussed in “Part I, Item 1A. Risk Factors” in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2023. These risks and uncertainties have the potential to materially affect the Company's business, financial condition, results of operation, cash flows, and future prospects. Additional risks and uncertainties not currently known to the Company or that the Company currently deems immaterial may materially adversely impact the Company's business, financial condition, or operating results. During the quarter ended September 30, 2024, there have been no material changes from the risk factors previously disclosed in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2023.

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Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

In May 2022, the Company's Board of Directors authorized a share repurchase program of up to $200 million of the Company's issued and outstanding common stock. The program was publicly announced on May 4, 2022 and has a duration of three years, ending May 2, 2025. Repurchases may be made, from time to time, in amounts and at prices the Company deems appropriate, subject to market conditions, applicable legal requirements, debt covenants and other considerations. Any such repurchases may be executed using open market purchases, privately negotiated agreements or other transactions. The repurchase program may be suspended or discontinued at any time at the Company's discretion.

The following table sets forth purchases made by or on behalf of the Company during the quarter ended September 30, 2024.


	Issuer Purchases of Equity Securities
Period	Total Number of Shares Purchased	Average Price Paid per Share		Total Number of Shares Purchased as Part of Publicly Announced Program	Approximate Dollar Value of Shares that May Yet Be Purchased Under the Program
July 1 - 31, 2024	—	$	—	—	$	88,943,472
August 1 - 31, 2024	122,534	$	64.39	122,534	$	81,052,984
September 1 - 30, 2024	16,893	$	64.89	16,893	$	79,956,766
Total	139,427	$	64.45	139,427

The Company did not sell unregistered equity securities during the period covered by this report.

Item 3. Defaults Upon Senior Securities

Not applicable.

Item 4. Mine Safety Disclosures

Not applicable.

Item 5. Other Information

Not applicable.

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Item 6. Exhibits


			3.1			Certificate of Incorporation of Gibraltar Industries, Inc., as amended by: (i) Certificate of Amendment of Certificate of Incorporation of Gibraltar Industries, Inc. filed on October 27, 2004, (ii) Certificate of Change of Registered Agent and Registered Office of Gibraltar Industries, Inc. filed on May 11, 2005, (iii) Certificate of Amendment of Certificate of Incorporation of Gibraltar Industries, Inc. filed on May 22, 2012, (iv) Certificate of Amendment of Certificate of Incorporation of Gibraltar Industries, Inc. filed on May 11, 2015, (v) Certificate of Change of Registered Agent and/or Registered Office filed on January 10, 2019, (vi) Certificate of Amendment of Certificate of Incorporation of Gibraltar Industries, Inc. filed on May 6, 2021 (incorporated by reference to Exhibit 3.1 to the Company’s Quarterly Report on Form 10-Q filed on August 3, 2021), and (vii) Certificate of Amendment of Certificate of Incorporation of Gibraltar Industries, Inc. filed on May 3, 2023 (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K filed on May 8, 2023)
			3.2			Second Amended and Restated By-Laws of Gibraltar Industries, Inc., effective as of December 7, 2022 (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K/A filed on December 9, 2022)
			31.1*			Certification of Chairman of the Board, President and Chief Executive Officer pursuant to Section 302 of the Sarbanes–Oxley Act of 2002.
			31.2*			Certification of Vice President and Chief Financial Officer pursuant to Section 302 of the Sarbanes–Oxley Act of 2002.
			32.1**			Certification of the Chairman of the Board, President and Chief Executive Officer pursuant to Title 18, United States Code, Section 1350, as adopted pursuant to Section 906 of the Sarbanes–Oxley Act of 2002.
			32.2**			Certification of the Vice President and Chief Financial Officer pursuant to Title 18, United States Code, Section 1350, as adopted pursuant to Section 906 of the Sarbanes–Oxley Act of 2002.
			101.INS*			Inline XBRL Instance Document
			101.SCH*			Inline XBRL Taxonomy Extension Schema Document
			101.CAL*			Inline XBRL Taxonomy Extension Calculation Linkbase Document
			101.LAB*			Inline XBRL Taxonomy Extension Label Linkbase Document
			101.PRE*			Inline XBRL Taxonomy Extension Presentation Linkbase Document
			101.DEF*			Inline XBRL Taxonomy Extension Definition Linkbase Document
			104			Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)


*			Submitted electronically with this Quarterly Report on Form 10-Q.
**			Documents are furnished not filed herewith.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.


GIBRALTAR INDUSTRIES, INC.
(Registrant)


/s/ William T. Bosway
William T. Bosway
Chairman of the Board, President and Chief Executive Officer


/s/ Joseph A. Lovechio
Joseph A. Lovechio
Vice President and Chief Financial Officer

Date: October 30, 2024

EXHIBIT 31.1

CERTIFICATIONS

I, William T. Bosway, certify that:

1.I have reviewed this Quarterly Report on Form 10-Q of Gibraltar Industries, Inc.;

2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a)designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b)designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c)evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d)disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a)all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b)any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.


Date:	October 30, 2024	/s/ William T. Bosway
		William T. Bosway
		Chairman of the Board, President and Chief Executive Officer

EXHIBIT 31.2

CERTIFICATIONS

I, Joseph A. Lovechio, certify that:

1.I have reviewed this Quarterly Report on Form 10-Q of Gibraltar Industries, Inc.;

b)any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.


Date:	October 30, 2024	/s/ Joseph A. Lovechio
		Joseph A. Lovechio
		Vice President and Chief Financial Officer

EXHIBIT 32.1

CERTIFICATION OF PRESIDENT AND CHIEF EXECUTIVE OFFICER

PURSUANT TO TITLE 18, UNITED STATES CODE, SECTION 1350, AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

I, William T. Bosway, President and Chief Executive Officer, of Gibraltar Industries, Inc. (the “Company”), certify, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, 18 U.S.C. Section 1350, that:

The Quarterly Report on Form 10-Q of the Company for the quarter ended September 30, 2024 (the “Report”) fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 (15 U.S.C. 78m); and

The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.


/s/ William T. Bosway
William T. Bosway
Chairman of the Board, President and Chief Executive Officer

October 30, 2024

A signed original of this written statement required by Section 906 has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.

EXHIBIT 32.2

CERTIFICATION OF VICE PRESIDENT AND CHIEF FINANCIAL OFFICER

PURSUANT TO TITLE 18, UNITED STATES CODE, SECTION 1350, AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

I, Joseph A. Lovechio, Vice President and Chief Financial Officer, of Gibraltar Industries, Inc. (the “Company”), certify, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, 18 U.S.C. Section 1350, that:

The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.


/s/ Joseph A. Lovechio
Joseph A. Lovechio
Vice President and Chief Financial Officer

October 30, 2024

Cover Page - shares	9 Months Ended
Cover Page - shares	Sep. 30, 2024	Oct. 28, 2024
Cover [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Sep. 30, 2024
Document Transition Report	false
Entity File Number	000-22462
Entity Registrant Name	GIBRALTAR INDUSTRIES, INC.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	16-1445150
Entity Address, Address Line One	3556 Lake Shore Road
Entity Address, Address Line Two	P.O. Box 2028
Entity Address, City or Town	Buffalo
Entity Address, State or Province	NY
Entity Address, Postal Zip Code	14219-0228
City Area Code	716
Local Phone Number	826-6500
Title of 12(b) Security	Common Stock, $0.01 par value per share
Trading Symbol	ROCK
Security Exchange Name	NASDAQ
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		30,341,121
Amendment Flag	false
Document Fiscal Year Focus	2024
Document Fiscal Period Focus	Q3
Entity Central Index Key	0000912562
Current Fiscal Year End Date	--12-31

Consolidated Statements of Income - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Income Statement [Abstract]
Net sales	$ 361,196	$ 390,744	$ 1,006,707	$ 1,048,925
Cost of sales	267,670	285,360	732,920	769,873
Gross profit	93,526	105,384	273,787	279,052
Selling, general, and administrative expense	49,528	52,194	155,584	153,415
Income from operations	43,998	53,190	118,203	125,637
Interest (income) expense	(1,931)	417	(4,176)	3,216
Other expense (income)	455	(1,040)	(219)	(1,946)
Income before taxes	45,474	53,813	122,598	124,367
Provision for income taxes	11,435	14,536	31,415	33,268
Net income	$ 34,039	$ 39,277	$ 91,183	$ 91,099
Net earnings per share:
Basic (in dollars per share)	$ 1.11	$ 1.29	$ 2.98	$ 2.97
Diluted (in dollars per share)	$ 1.11	$ 1.28	$ 2.96	$ 2.96
Weighted average shares outstanding:
Basic (in shares)	30,530	30,485	30,564	30,638
Diluted (in shares)	30,750	30,715	30,788	30,808

Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Other Comprehensive Income (Loss), Net of Tax [Abstract]
Net income	$ 34,039	$ 39,277	$ 91,183	$ 91,099
Other comprehensive income (loss):
Foreign currency translation adjustment	703	(1,368)	(679)	(2,051)
Total comprehensive income	$ 34,742	$ 37,909	$ 90,504	$ 89,048

Consolidated Balance Sheets - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Current assets:
Cash and cash equivalents	$ 228,879	$ 99,426
Trade receivables, net of allowance of $5,418 and $5,351, respectively	206,842	172,736
Costs in excess of billings, net	(41,603)	(51,814)
Inventories, net	138,171	120,503
Prepaid expenses and other current assets	26,796	17,772
Total current assets	642,291	462,251
Property, plant, and equipment, net	109,811	107,603
Operating lease assets	39,153	44,918
Goodwill	511,941	513,383
Acquired intangibles	118,983	125,980
Other assets	2,411	2,316
Total assets	1,424,590	1,256,451
Current liabilities:
Accounts payable	163,295	92,124
Accrued expenses	89,510	88,719
Billings in excess of cost	53,788	44,735
Total current liabilities	306,593	225,578
Deferred income taxes	56,497	57,103
Non-current operating lease liabilities	30,990	35,989
Other non-current liabilities	27,277	22,783
Stockholders’ equity:
Preferred stock, $0.01 par value; authorized 10,000 shares; none outstanding	0	0
Common stock, $0.01 par value; authorized 100,000 shares; 34,298 and 34,219 shares issued and outstanding in 2024 and 2023	343	342
Additional paid-in capital	341,306	332,621
Retained earnings	829,694	738,511
Accumulated other comprehensive loss	(2,793)	(2,114)
Cost of 3,944 and 3,778 common shares held in treasury in 2024 and 2023	(165,317)	(154,362)
Total stockholders’ equity	1,003,233	914,998
Total liabilities and shareholders' equity	$ 1,424,590	$ 1,256,451

Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Statement of Financial Position [Abstract]
Accounts receivable, allowance	$ 5,418	$ 5,351
Preferred stock, par value (in dollars per share)	$ 0.01	$ 0.01
Preferred stock, shares authorized (in shares)	10,000,000	10,000,000
Preferred stock, shares outstanding (in shares)	0	0
Common stock, par value (in dollars per share)	$ 0.01	$ 0.01
Common stock, shares authorized (in shares)	100,000,000	100,000,000
Common stock, shares issued (in shares)	34,298,000	34,298,000
Common stock, shares outstanding (in shares)	34,219,000	34,219,000
Treasury stock, shares (in shares)	3,944,000	3,778,000

Consolidated Statements of Cash Flows - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023
Cash Flows from Operating Activities
Net income available to common stockholders	$ 91,183	$ 91,099
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	20,237	20,574
Stock compensation expense	8,686	7,257
Exit activity costs, non-cash	163	572
(Benefit of) provision for deferred income taxes	(615)	179
Other, net	4,160	2,945
Changes in operating assets and liabilities net of effects from acquisitions:
Trade receivables and costs in excess of billings	(23,995)	(44,331)
Inventories	(18,131)	30,431
Other current assets and other assets	(11,781)	(1,426)
Accounts payable	70,867	53,198
Accrued expenses and other non-current liabilities	13,561	46,158
Net cash provided by operating activities	154,335	206,656
Cash Flows from Investing Activities
Purchases of property, plant, and equipment, net	(14,326)	(7,976)
Acquisitions, net of cash acquired	0	(9,863)
Net proceeds from sale of business	350	0
Net cash used in investing activities	(13,976)	(17,839)
Cash Flows from Financing Activities
Proceeds from long-term debt	0	50,000
Long-term debt payments	0	(141,000)
Purchase of common stock at market prices	(10,940)	(29,182)
Net cash used in financing activities	(10,940)	(120,182)
Effect of exchange rate changes on cash	34	(778)
Net increase in cash and cash equivalents	129,453	67,857
Cash and cash equivalents at beginning of year	99,426	17,608
Cash and cash equivalents at end of period	$ 228,879	$ 85,465

Consolidated Statement of Stockholders' Equity - USD ($) shares in Thousands, $ in Thousands	Total	Common Stock	Additional Paid-In Capital	Retained Earnings	Accumulated Other Comprehensive Loss	Treasury Stock
Beginning balance (in shares) at Dec. 31, 2022		34,060
Balance, value at Dec. 31, 2022	$ 822,099	$ 340	$ 322,873	$ 627,978	$ (3,432)	$ (125,660)
Beginning balance (in shares) at Dec. 31, 2022						3,199
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income	91,099			91,099
Foreign currency translation adjustment	(2,051)				(2,051)
Stock compensation expense	7,257		7,257
Net settlement of restricted stock units (in shares)		144				56
Net settlement of restricted stock units	(3,215)	$ 2	(2)			$ (3,215)
Awards of common stock (in shares)		8
Excise tax on repurchase of common stock	(159)					$ (159)
Common stock repurchased under stock repurchase program (in shares)						521
Common stock repurchased under stock repurchase program	(25,181)					$ (25,181)
Ending balance (in shares) at Sep. 30, 2023		34,212
Balance, value at Sep. 30, 2023	889,849	$ 342	330,128	719,077	(5,483)	$ (154,215)
Ending balance (in shares) at Sep. 30, 2023						3,776
Beginning balance (in shares) at Jun. 30, 2023		34,194
Balance, value at Jun. 30, 2023	850,310	$ 342	327,927	679,800	(4,115)	$ (153,644)
Beginning balance (in shares) at Jun. 30, 2023						3,770
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income	39,277			39,277
Foreign currency translation adjustment	(1,368)				(1,368)
Stock compensation expense	2,201		2,201
Net settlement of restricted stock units (in shares)		18				6
Net settlement of restricted stock units	(412)					$ (412)
Excise tax on repurchase of common stock	(159)					(159)
Ending balance (in shares) at Sep. 30, 2023		34,212
Balance, value at Sep. 30, 2023	$ 889,849	$ 342	330,128	719,077	(5,483)	$ (154,215)
Ending balance (in shares) at Sep. 30, 2023						3,776
Beginning balance (in shares) at Dec. 31, 2023	34,219	34,219
Balance, value at Dec. 31, 2023	$ 914,998	$ 342	332,621	738,511	(2,114)	$ (154,362)
Beginning balance (in shares) at Dec. 31, 2023	3,778					3,778
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income	$ 91,183			91,183
Foreign currency translation adjustment	(679)				(679)
Stock compensation expense	8,686		8,686
Net settlement of restricted stock units (in shares)		72				27
Net settlement of restricted stock units	(1,953)	$ 1	(1)			$ (1,953)
Awards of common stock (in shares)		7
Excise tax on repurchase of common stock	(15)					$ (15)
Common stock repurchased under stock repurchase program (in shares)						139
Common stock repurchased under stock repurchase program	$ (8,987)					$ (8,987)
Ending balance (in shares) at Sep. 30, 2024	34,219	34,298
Balance, value at Sep. 30, 2024	$ 1,003,233	$ 343	341,306	829,694	(2,793)	$ (165,317)
Ending balance (in shares) at Sep. 30, 2024	3,944					3,944
Beginning balance (in shares) at Jun. 30, 2024		34,274
Balance, value at Jun. 30, 2024	$ 975,671	$ 343	338,978	795,655	(3,496)	$ (155,809)
Beginning balance (in shares) at Jun. 30, 2024						3,797
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income	34,039			34,039
Foreign currency translation adjustment	703				703
Stock compensation expense	2,328		2,328
Net settlement of restricted stock units (in shares)		24				8
Net settlement of restricted stock units	(506)					$ (506)
Excise tax on repurchase of common stock	(15)					$ (15)
Common stock repurchased under stock repurchase program (in shares)						139
Common stock repurchased under stock repurchase program	$ (8,987)					$ (8,987)
Ending balance (in shares) at Sep. 30, 2024	34,219	34,298
Balance, value at Sep. 30, 2024	$ 1,003,233	$ 343	$ 341,306	$ 829,694	$ (2,793)	$ (165,317)
Ending balance (in shares) at Sep. 30, 2024	3,944					3,944

Product Warranties

9 Months Ended

Sep. 30, 2024

Product Warranties Disclosures [Abstract]

PRODUCT WARRANTIES

The reserve for product warranties is presented within accrued expenses on the Company’s consolidated balance sheets. Activity in the product warranties is summarized as follows (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Beginning balance	$	13,235	$	7,382	$	9,139	$	6,251
Provisions for product warranties, net of reductions	3,867		1,652		7,963		2,783
Ending balance	$	17,102	$	9,034	$	17,102	$	9,034

Basis Of Presentation	9 Months Ended
Basis Of Presentation	Sep. 30, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]
BASIS OF PRESENTATION	BASIS OF PRESENTATION The accompanying unaudited consolidated financial statements of Gibraltar Industries, Inc. (the "Company") have been prepared by management in accordance with U.S. generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary for the fair presentation of results for the interim period have been included. The Company's operations are seasonal; for this and other reasons financial results for any interim period are not necessarily indicative of the results expected for any subsequent interim period or for the full year. The accompanying unaudited consolidated financial statements should be read in conjunction with the financial statements and notes thereto included in the Company's annual report on Form 10-K for the year ended December 31, 2023. The consolidated balance sheet at December 31, 2023 has been derived from the audited financial statements at that date, but does not include all of the information and footnotes required by U.S. generally accepted accounting principles for complete financial statements. The Company has presented net costs in excess of billings separately on its consolidated balance sheet as of December 31, 2023 to conform with current year presentation. Recent Accounting Pronouncements The Company evaluated all recent Accounting Standard Updates, including those that are currently effective in or after 2024, and determined that the adoption of these pronouncements would not have a material effect on the financial position, results of operations or cash flows of the Company. There have been no material changes from the recent accounting pronouncements previously disclosed in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2023.

Accounts Receivable, Net

9 Months Ended

Sep. 30, 2024

Receivables [Abstract]

ACCOUNTS RECEIVABLE, NET

TRADE RECEIVABLES, NET


Beginning balance as of January 1, 2024	$	5,351

Bad debt expense, net of recoveries	693
Accounts written off against allowance and other adjustments	(626)
Ending balance as of September 30, 2024	$	5,418

Revenue	9 Months Ended
Revenue	Sep. 30, 2024
Revenue from Contract with Customer [Abstract]
Revenue	REVENUE Sales includes revenue from contracts with customers for roof and foundation ventilation products, centralized mail systems, rain dispersion products, trims and flashings and other accessories, retractable awnings and gutter guards; designing, engineering, manufacturing and installation of solar racking systems and electrical balance of systems; designing, engineering, manufacturing and installation of greenhouses; structural bearings, expansion joints, pavement sealant, elastomeric concrete and bridge cable protection systems. Refer to Note 13 "Segment Information" for additional information related to revenue recognized by timing of transfer of control by reportable segment. As of September 30, 2024, the Company's remaining performance obligations are part of contracts that have an original expected duration of one year or less. For the three and nine months ended September 30, 2024 and 2023, respectively, there were no changes to estimated total costs to be incurred related to any individual contract that materially impacted the Company's consolidated financial statements. Contract assets consist of net costs in excess of billings, classified as current assets in the Company's consolidated balance sheets. Contract liabilities consist of billings in excess of cost, classified as current liabilities, and unearned revenue, presented within accrued expenses, in the Company's consolidated balance sheets. Unearned revenue as of September 30, 2024 and December 31, 2023 was $4.3 million and $3.9 million, respectively. The Company recognized revenue of $41.7 million and $32.2 million during the nine months ended September 30, 2024 and 2023, respectively, that was included in the contract liabilities balance of $48.7 million and $39.6 million at December 31, 2023 and 2022, respectively.

Inventories, Net

9 Months Ended

Sep. 30, 2024

Inventory Disclosure [Abstract]

INVENTORIES, NET

Inventories consisted of the following (in thousands):


	September 30, 2024		December 31, 2023
Raw material	$	93,645	$	77,489
Work-in-process	14,205		9,508
Finished goods	35,926		42,942
Gross inventory	143,776		129,939
Less reserves	(5,605)		(9,436)
Total inventories, net	$	138,171	$	120,503

Acquisition

9 Months Ended

Sep. 30, 2024

Business Combination, Asset Acquisition, and Joint Venture Formation [Abstract]

ACQUISITION

The allocation of the purchase consideration to the estimated fair value of the assets acquired and liabilities assumed is as follows as of the date of the acquisition (in thousands):



Working capital	$	827
Property, plant and equipment	195
Acquired intangible assets	6,310
Other assets	134
Other liabilities	(72)
Goodwill	3,023
Fair value of purchase consideration	$	10,417

The intangible assets acquired in this acquisition consisted of the following (in thousands):


	Fair Value		Weighted-Average Amortization Period

Trademarks	$	250	3 years

Customer relationships	6,060		12 years
Total	$	6,310

The acquisition of the privately held Utah-based company was financed primarily through borrowings under the Company's revolving credit facility.

Goodwill and Related Intangible Assets

9 Months Ended

Sep. 30, 2024

Goodwill and Intangible Assets Disclosure [Abstract]

GOODWILL AND RELATED INTANGIBLE ASSETS

Goodwill

The changes in the carrying amount of goodwill for the nine months ended September 30, 2024 are as follows (in thousands):


	Residential		Renewables		Agtech		Infrastructure		Total
Balance at December 31, 2023	$	213,576	$	184,230	$	83,899	$	31,678	$	513,383


Adjustments to prior year acquisitions	(1,110)		—		—		—		(1,110)
Foreign currency translation	—		—		(332)		—		(332)
Balance at September 30, 2024	$	212,466	$	184,230	$	83,567	$	31,678	$	511,941

Goodwill is recognized net of accumulated impairment losses of $133.2 million as of September 30, 2024 and December 31, 2023.

Acquired Intangible Assets

Acquired intangible assets consisted of the following (in thousands):


	September 30, 2024				December 31, 2023
	Gross Carrying Amount		Accumulated Amortization		Gross Carrying Amount		Accumulated Amortization
Indefinite-lived intangible assets:
Trademarks	$	52,300	$	—	$	52,300	$	—
Finite-lived intangible assets:
Trademarks	2,550		1,719		5,773		4,714
Unpatented technology	31,818		23,730		34,133		24,295
Customer relationships	101,051		43,399		110,649		48,088
Non-compete agreements	722		610		2,376		2,154

	136,141		69,458		152,931		79,251
Total acquired intangible assets	$	188,441	$	69,458	$	205,231	$	79,251

The following table summarizes the acquired intangible asset amortization expense (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Amortization expense	$	2,679	$	2,893	$	8,036	$	8,419

Amortization expense related to acquired intangible assets for the remainder of fiscal 2024 and the next five years thereafter is estimated as follows (in thousands):


	2024		2025		2026		2027		2028		2029
Amortization expense	$	2,640	$	10,486	$	9,453	$	8,070	$	7,275	$	7,226

Long-Term Debt	9 Months Ended
Long-Term Debt	Sep. 30, 2024
Debt Disclosure [Abstract]
LONG-TERM DEBT	LONG-TERM DEBT The Company had no outstanding debt as of September 30, 2024 and December 31, 2023. Unamortized debt issuance costs, included in other assets on the consolidated balance sheets, as of September 30, 2024 and December 31, 2023 were $1.4 million and $1.7 million, respectively. Revolving Credit Facility On December 8, 2022, the Company entered into a Credit Agreement (the "Credit Agreement") which provides for a revolving credit facility and letters of credit in an aggregate amount equal to $400 million. The Company can request additional financing to increase the revolving credit facility to $700 million or enter into a term loan of up to $300 million subject to conditions set forth in the Credit Agreement. The Credit Agreement contains two financial covenants. As of September 30, 2024, the Company was in compliance with all financial covenants. The Credit Agreement terminates on December 8, 2027. Borrowings under the Credit Agreement bear interest, at the Company’s option, at a rate equal to the applicable margin plus (a) a base rate, (b) a daily simple secured overnight financing rate ("SOFR") rate, (c) a term SOFR rate or (d) for certain foreign currencies, a foreign currency rate, in each case subject to a 0% floor. Through March 31, 2023, the Credit Agreement had an initial applicable margin of 0.125% for base rate loans and 1.125% for SOFR and alternative currency loans. Thereafter, the applicable margin ranges from 0.125% to 1.00% for base rate loans and from 1.125% to 2.00% for SOFR and alternative currency loans based on the Company’s Total Net Leverage Ratio, as defined in the Credit Agreement. In addition, the Credit Agreement is subject to an annual commitment fee, payable quarterly, which was initially 0.20% of the daily average undrawn balance of the revolving credit facility and, from and after April 1, 2023, ranges between 0.20% and 0.25% of the daily average undrawn balance of the revolving credit facility based on the Company’s Total Net Leverage Ratio. Borrowings under the Credit Agreement are secured by the trade receivables, inventory, personal property, equipment, and general intangibles of the Company’s significant domestic subsidiaries. Capital distributions are subject to certain Total Net Leverage Ratio requirements and capped by an annual aggregate limit under the Credit Agreement. Standby letters of credit of $4.9 million have been issued under the Credit Agreement to third parties on behalf of the Company as of September 30, 2024. These letters of credit reduce the amount otherwise available under the revolving credit facility. The Company had $395.1 million and $396.1 million of availability under the revolving credit facility as of September 30, 2024 and December 31, 2023, respectively.

Equity-Based Compensation

9 Months Ended

Sep. 30, 2024

Share-Based Payment Arrangement, Noncash Expense [Abstract]

EQUITY-BASED COMPENSATION

Equity-Based Awards - Settled in Stock

The following table provides the number of stock units granted during the nine months ended September 30, along with the weighted-average grant-date fair value of each award:


	2024			2023
Awards	Number of Awards	Weighted- Average Grant-Date Fair Value		Number of Awards (2)	Weighted- Average Grant-Date Fair Value
Performance stock units (1)	60,765	$	77.28	85,323	$	53.22
Restricted stock units	75,171	$	72.22	89,713	$	61.21
Deferred stock units	3,340	$	68.86	6,351	$	54.33
Common shares	6,680	$	68.86	8,468	$	54.33

Equity-Based Awards - Settled in Cash


	2024		2023
Restricted stock units credited	42,476		46,843
MSPP liabilities paid (in thousands)	$	2,053	$	2,392

Exit Activity Costs and Asset Impairments

9 Months Ended

Sep. 30, 2024

Restructuring and Related Activities [Abstract]

EXIT ACTIVITY COSTS AND ASSET IMPAIRMENTS

The following tables set forth the exit activity costs and asset impairment charges (recoveries) incurred by segment related to the restructuring activities described above (in thousands):


	Three Months Ended September 30,
	2024						2023
	Exit Activity		Asset Impairment		Total		Exit Activity		Asset Impairment		Total
Residential	$	106	$	—	$	106	$	22	$	654	$	676
Renewables	4,641		—		4,641		4,389		(59)		4,330
Agtech	328		—		328		5		—		5
Infrastructure	—		—		—		—		—		—
Corporate	31		—		31		(33)		—		(33)
Total	$	5,106	$	—	$	5,106	$	4,383	$	595	$	4,978



	Nine Months Ended September 30,
	2024						2023
	Exit Activity		Asset Impairment		Total		Exit Activity		Asset Impairment		Total
Residential	$	251	$	(72)	$	179	$	136	$	654	$	790
Renewables	9,124		235		9,359		7,298		(82)		7,216
Agtech	477		—		477		722		—		722
Infrastructure	—		—		—		—		—		—
Corporate	35		—		35		(33)		—		(33)
Total	$	9,887	$	163	$	10,050	$	8,123	$	572	$	8,695

The following table provides a summary of where the exit activity costs and asset impairments were recorded in the consolidated statements of income (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Cost of sales	$	4,289	$	4,544	$	8,388	$	8,155
Selling, general, and administrative expense	817		434		1,662		540
Total exit activity and asset impairment charges	$	5,106	$	4,978	$	10,050	$	8,695


	2024		2023
Balance at January 1	$	6,725	$	2,417
Exit activity costs recognized	9,887		8,123
Cash payments	(3,650)		(3,254)
Balance at September 30	$	12,962	$	7,286

Income Taxes

9 Months Ended

Sep. 30, 2024

Income Tax Disclosure [Abstract]

INCOME TAXES

The following table summarizes the provision for income taxes for continuing operations and the applicable effective tax rates:


	Three Months Ended September 30,						Nine Months Ended September 30,
	2024			2023			2024			2023
Provision for income taxes (in thousands)	$	11,435		$	14,536		$	31,415		$	33,268
Effective tax rate	25.1		%	27.0		%	25.6		%	26.7		%

Earnings per Share

9 Months Ended

Sep. 30, 2024

Earnings Per Share [Abstract]

EARNINGS PER SHARE

Weighted average shares outstanding for basic and diluted earnings were as follows (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Numerator:


Net income available to common stockholders	$	34,039	$	39,277	$	91,183	$	91,099
Denominator for basic earnings per share:
Weighted average shares outstanding	30,530		30,485		30,564		30,638
Denominator for diluted earnings per share:
Weighted average shares outstanding	30,530		30,485		30,564		30,638
Common stock options and stock units	220		230		224		170
Weighted average shares and conversions	30,750		30,715		30,788		30,808

The following table provides the potential anti-dilutive common stock units not included in the diluted weighted average shares calculations (in thousands):


	Three Months Ended September 30,		Nine Months Ended September 30,
	2024	2023	2024	2023
Common stock units	20	17	—	19

Segment Information

9 Months Ended

Sep. 30, 2024

Segment Reporting Information, Revenue for Reportable Segment [Abstract]

SEGMENT INFORMATION

The Company is organized into four reportable segments on the basis of the production processes, products and services provided by each segment, identified as follows:

(ii)Renewables, which primarily includes designing, engineering, manufacturing and installation of solar racking and electrical balance of systems;

(iii)Agtech, which provides growing solutions including the designing, engineering, manufacturing and installation of greenhouses; and

When determining the reportable segments, the Company aggregated operating segments based on their similar economic and operating characteristics.

The following table illustrates certain measurements used by management to assess performance of the segments described above (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Net sales:
Residential	$	212,363	$	227,747	$	611,790	$	635,476
Renewables	84,064		106,362		214,941		243,026
Agtech	41,527		31,666		110,062		102,546
Infrastructure	23,242		24,969		69,914		67,877
Total net sales	$	361,196	$	390,744	$	1,006,707	$	1,048,925

Income from operations:
Residential	$	42,055	$	42,158	$	119,714	$	115,626
Renewables	825		12,907		4,116		21,084
Agtech	3,853		2,136		8,743		3,349
Infrastructure	6,494		6,386		17,605		14,928
Unallocated corporate expenses	(9,229)		(10,397)		(31,975)		(29,350)
Total income from operations	$	43,998	$	53,190	$	118,203	$	125,637

The following table illustrates the total assets of the Company's reportable segments and unallocated corporate assets as of (in thousands):


	September 30, 2024		December 31, 2023

Residential	$	531,021	$	515,739
Renewables	400,996		377,694
Agtech	168,645		168,213
Infrastructure	83,783		77,518
Unallocated corporate assets	240,145		117,287

Total assets	$	1,424,590	$	1,256,451

The following tables illustrate segment revenue disaggregated by timing of transfer of control to the customer for the (in thousands):


	Three Months Ended September 30, 2024
	Residential		Renewables		Agtech		Infrastructure		Total

Point in Time	$	210,530	$	8,220	$	135	$	10,657	$	229,542
Over Time	1,833		75,844		41,392		12,585		131,654
Total net sales	$	212,363	$	84,064	$	41,527	$	23,242	$	361,196


	Three Months Ended September 30, 2023
	Residential		Renewables		Agtech		Infrastructure		Total

Point in Time	$	225,985	$	15,903	$	777	$	9,922	$	252,587
Over Time	1,762		90,459		30,889		15,047		138,157
Total net sales	$	227,747	$	106,362	$	31,666	$	24,969	$	390,744



	Nine Months Ended September 30, 2024
	Residential		Renewables		Agtech		Infrastructure		Total

Point in Time	$	606,386	$	23,235	$	2,663	$	27,806	$	660,090
Over Time	5,404		191,706		107,399		42,108		346,617
Total net sales	$	611,790	$	214,941	$	110,062	$	69,914	$	1,006,707



	Nine Months Ended September 30, 2023
	Residential		Renewables		Agtech		Infrastructure		Total

Point in Time	$	630,545	$	35,630	$	5,580	$	24,831	$	696,586
Over Time	4,931		207,396		96,966		43,046		352,339
Total net sales	$	635,476	$	243,026	$	102,546	$	67,877	$	1,048,925

Basis Of Presentation (Policies)	9 Months Ended
Basis Of Presentation (Policies)	Sep. 30, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Recent Accounting Pronouncements	Recent Accounting Pronouncements The Company evaluated all recent Accounting Standard Updates, including those that are currently effective in or after 2024, and determined that the adoption of these pronouncements would not have a material effect on the financial position, results of operations or cash flows of the Company. There have been no material changes from the recent accounting pronouncements previously disclosed in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2023.

Product Warranties (Tables)

9 Months Ended

Sep. 30, 2024

Product Warranties Disclosures [Abstract]

Schedule of Product Warranty Liability

Activity in the product warranties is summarized as follows (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Beginning balance	$	13,235	$	7,382	$	9,139	$	6,251
Provisions for product warranties, net of reductions	3,867		1,652		7,963		2,783
Ending balance	$	17,102	$	9,034	$	17,102	$	9,034

Accounts Receivable, Net (Tables)

9 Months Ended

Sep. 30, 2024

Receivables [Abstract]

Schedule of Accounts Receivable


Beginning balance as of January 1, 2024	$	5,351

Bad debt expense, net of recoveries	693
Accounts written off against allowance and other adjustments	(626)
Ending balance as of September 30, 2024	$	5,418

Inventories, Net (Tables)

9 Months Ended

Sep. 30, 2024

Inventory Disclosure [Abstract]

Schedule of Inventories

Inventories consisted of the following (in thousands):


	September 30, 2024		December 31, 2023
Raw material	$	93,645	$	77,489
Work-in-process	14,205		9,508
Finished goods	35,926		42,942
Gross inventory	143,776		129,939
Less reserves	(5,605)		(9,436)
Total inventories, net	$	138,171	$	120,503

Acquisition (Tables)

9 Months Ended

Sep. 30, 2024

Business Combination, Asset Acquisition, and Joint Venture Formation [Abstract]

Schedule of Allocation of the Purchase Price Consideration of the Fair Value of Assets Acquired and Liabilities Assumed

The allocation of the purchase consideration to the estimated fair value of the assets acquired and liabilities assumed is as follows as of the date of the acquisition (in thousands):



Working capital	$	827
Property, plant and equipment	195
Acquired intangible assets	6,310
Other assets	134
Other liabilities	(72)
Goodwill	3,023
Fair value of purchase consideration	$	10,417

Schedule of Acquired Intangible Assets

The intangible assets acquired in this acquisition consisted of the following (in thousands):


	Fair Value		Weighted-Average Amortization Period

Trademarks	$	250	3 years

Customer relationships	6,060		12 years
Total	$	6,310

Goodwill and Related Intangible Assets (Tables)

9 Months Ended

Sep. 30, 2024

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule Of Changes In Carrying Amount Of Goodwill

The changes in the carrying amount of goodwill for the nine months ended September 30, 2024 are as follows (in thousands):


	Residential		Renewables		Agtech		Infrastructure		Total
Balance at December 31, 2023	$	213,576	$	184,230	$	83,899	$	31,678	$	513,383


Adjustments to prior year acquisitions	(1,110)		—		—		—		(1,110)
Foreign currency translation	—		—		(332)		—		(332)
Balance at September 30, 2024	$	212,466	$	184,230	$	83,567	$	31,678	$	511,941

Schedule Of Acquired Intangible Assets

Acquired intangible assets consisted of the following (in thousands):


	September 30, 2024				December 31, 2023
	Gross Carrying Amount		Accumulated Amortization		Gross Carrying Amount		Accumulated Amortization
Indefinite-lived intangible assets:
Trademarks	$	52,300	$	—	$	52,300	$	—
Finite-lived intangible assets:
Trademarks	2,550		1,719		5,773		4,714
Unpatented technology	31,818		23,730		34,133		24,295
Customer relationships	101,051		43,399		110,649		48,088
Non-compete agreements	722		610		2,376		2,154

	136,141		69,458		152,931		79,251
Total acquired intangible assets	$	188,441	$	69,458	$	205,231	$	79,251

Schedule of Acquired Intangible Asset Amortization Expense

The following table summarizes the acquired intangible asset amortization expense (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Amortization expense	$	2,679	$	2,893	$	8,036	$	8,419

Schedule Of Amortization Expense

Amortization expense related to acquired intangible assets for the remainder of fiscal 2024 and the next five years thereafter is estimated as follows (in thousands):


	2024		2025		2026		2027		2028		2029
Amortization expense	$	2,640	$	10,486	$	9,453	$	8,070	$	7,275	$	7,226

Equity-Based Compensation (Tables)

9 Months Ended

Sep. 30, 2024

Share-Based Payment Arrangement, Noncash Expense [Abstract]

Schedule Of Number Of Awards And Weighted Average Grant Date Fair Value

The following table provides the number of stock units granted during the nine months ended September 30, along with the weighted-average grant-date fair value of each award:


	2024			2023
Awards	Number of Awards	Weighted- Average Grant-Date Fair Value		Number of Awards (2)	Weighted- Average Grant-Date Fair Value
Performance stock units (1)	60,765	$	77.28	85,323	$	53.22
Restricted stock units	75,171	$	72.22	89,713	$	61.21
Deferred stock units	3,340	$	68.86	6,351	$	54.33
Common shares	6,680	$	68.86	8,468	$	54.33

Management Stock Purchase Plan


	2024		2023
Restricted stock units credited	42,476		46,843
MSPP liabilities paid (in thousands)	$	2,053	$	2,392

Exit Activity Costs and Asset Impairments (Tables)

9 Months Ended

Sep. 30, 2024

Restructuring and Related Activities [Abstract]

Summary Of Exit Activity Costs And Asset Impairments

The following tables set forth the exit activity costs and asset impairment charges (recoveries) incurred by segment related to the restructuring activities described above (in thousands):


	Three Months Ended September 30,
	2024						2023
	Exit Activity		Asset Impairment		Total		Exit Activity		Asset Impairment		Total
Residential	$	106	$	—	$	106	$	22	$	654	$	676
Renewables	4,641		—		4,641		4,389		(59)		4,330
Agtech	328		—		328		5		—		5
Infrastructure	—		—		—		—		—		—
Corporate	31		—		31		(33)		—		(33)
Total	$	5,106	$	—	$	5,106	$	4,383	$	595	$	4,978



	Nine Months Ended September 30,
	2024						2023
	Exit Activity		Asset Impairment		Total		Exit Activity		Asset Impairment		Total
Residential	$	251	$	(72)	$	179	$	136	$	654	$	790
Renewables	9,124		235		9,359		7,298		(82)		7,216
Agtech	477		—		477		722		—		722
Infrastructure	—		—		—		—		—		—
Corporate	35		—		35		(33)		—		(33)
Total	$	9,887	$	163	$	10,050	$	8,123	$	572	$	8,695

The following table provides a summary of where the exit activity costs and asset impairments were recorded in the consolidated statements of income (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Cost of sales	$	4,289	$	4,544	$	8,388	$	8,155
Selling, general, and administrative expense	817		434		1,662		540
Total exit activity and asset impairment charges	$	5,106	$	4,978	$	10,050	$	8,695

Reconciliation Of Liability For Exit Activity Costs Relating To Facility Consolidation Efforts


	2024		2023
Balance at January 1	$	6,725	$	2,417
Exit activity costs recognized	9,887		8,123
Cash payments	(3,650)		(3,254)
Balance at September 30	$	12,962	$	7,286

Income Taxes (Tables)

9 Months Ended

Sep. 30, 2024

Income Tax Disclosure [Abstract]

Summary Of Provision For Income Taxes For Continuing Operations

The following table summarizes the provision for income taxes for continuing operations and the applicable effective tax rates:


	Three Months Ended September 30,						Nine Months Ended September 30,
	2024			2023			2024			2023
Provision for income taxes (in thousands)	$	11,435		$	14,536		$	31,415		$	33,268
Effective tax rate	25.1		%	27.0		%	25.6		%	26.7		%

Earnings per Share (Tables)

9 Months Ended

Sep. 30, 2024

Earnings Per Share [Abstract]

Schedule Of Computation Of Basic And Diluted Loss Per Share

Weighted average shares outstanding for basic and diluted earnings were as follows (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Numerator:


Net income available to common stockholders	$	34,039	$	39,277	$	91,183	$	91,099
Denominator for basic earnings per share:
Weighted average shares outstanding	30,530		30,485		30,564		30,638
Denominator for diluted earnings per share:
Weighted average shares outstanding	30,530		30,485		30,564		30,638
Common stock options and stock units	220		230		224		170
Weighted average shares and conversions	30,750		30,715		30,788		30,808

Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share

The following table provides the potential anti-dilutive common stock units not included in the diluted weighted average shares calculations (in thousands):


	Three Months Ended September 30,		Nine Months Ended September 30,
	2024	2023	2024	2023
Common stock units	20	17	—	19

Segment Information (Tables)

9 Months Ended

Sep. 30, 2024

Segment Reporting Information, Revenue for Reportable Segment [Abstract]

Reconciliation Of Sales To Earnings Before Income Taxes by Segment

The following table illustrates certain measurements used by management to assess performance of the segments described above (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Net sales:
Residential	$	212,363	$	227,747	$	611,790	$	635,476
Renewables	84,064		106,362		214,941		243,026
Agtech	41,527		31,666		110,062		102,546
Infrastructure	23,242		24,969		69,914		67,877
Total net sales	$	361,196	$	390,744	$	1,006,707	$	1,048,925

Income from operations:
Residential	$	42,055	$	42,158	$	119,714	$	115,626
Renewables	825		12,907		4,116		21,084
Agtech	3,853		2,136		8,743		3,349
Infrastructure	6,494		6,386		17,605		14,928
Unallocated corporate expenses	(9,229)		(10,397)		(31,975)		(29,350)
Total income from operations	$	43,998	$	53,190	$	118,203	$	125,637

The following table illustrates the total assets of the Company's reportable segments and unallocated corporate assets as of (in thousands):


	September 30, 2024		December 31, 2023

Residential	$	531,021	$	515,739
Renewables	400,996		377,694
Agtech	168,645		168,213
Infrastructure	83,783		77,518
Unallocated corporate assets	240,145		117,287

Total assets	$	1,424,590	$	1,256,451

Disaggregation of Revenue

The following tables illustrate segment revenue disaggregated by timing of transfer of control to the customer for the (in thousands):


	Three Months Ended September 30, 2024
	Residential		Renewables		Agtech		Infrastructure		Total

Point in Time	$	210,530	$	8,220	$	135	$	10,657	$	229,542
Over Time	1,833		75,844		41,392		12,585		131,654
Total net sales	$	212,363	$	84,064	$	41,527	$	23,242	$	361,196


	Three Months Ended September 30, 2023
	Residential		Renewables		Agtech		Infrastructure		Total

Point in Time	$	225,985	$	15,903	$	777	$	9,922	$	252,587
Over Time	1,762		90,459		30,889		15,047		138,157
Total net sales	$	227,747	$	106,362	$	31,666	$	24,969	$	390,744



	Nine Months Ended September 30, 2024
	Residential		Renewables		Agtech		Infrastructure		Total

Point in Time	$	606,386	$	23,235	$	2,663	$	27,806	$	660,090
Over Time	5,404		191,706		107,399		42,108		346,617
Total net sales	$	611,790	$	214,941	$	110,062	$	69,914	$	1,006,707



	Nine Months Ended September 30, 2023
	Residential		Renewables		Agtech		Infrastructure		Total

Point in Time	$	630,545	$	35,630	$	5,580	$	24,831	$	696,586
Over Time	4,931		207,396		96,966		43,046		352,339
Total net sales	$	635,476	$	243,026	$	102,546	$	67,877	$	1,048,925

Product Warranties (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
Product Warranties (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Movement in Standard Product Warranty Accrual [Roll Forward]
Beginning balance	$ 13,235	$ 7,382	$ 9,139	$ 6,251
Provisions for product warranties, net of reductions	3,867	1,652	7,963	2,783
Ending balance	$ 17,102	$ 9,034	$ 17,102	$ 9,034

Accounts Receivable, Net (Schedule of Accounts Receivable Allowance for Credit Losses) (Details) $ in Thousands	9 Months Ended
	Sep. 30, 2024 USD ($)
Accounts Receivable, Allowance for Credit Loss [Roll Forward]
Beginning balance as of January 1, 2024	$ 5,351
Bad debt expense, net of recoveries	693
Accounts written off against allowance and other adjustments	(626)
Ending balance as of September 30, 2024	$ 5,418

Revenue - Narrative (Details) - USD ($) $ in Millions	9 Months Ended
Revenue - Narrative (Details) - USD ($) $ in Millions	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023	Dec. 31, 2022
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Unearned revenue	$ 4.3		$ 3.9
Revenue recognized that was in contract liabilities at the beginning of the period	$ 41.7	$ 32.2
Contract liabilities			$ 48.7	$ 39.6
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-07-01 \| Maximum
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligation expected timing of satisfaction	1 year

Inventories, Net (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Inventory Disclosure [Abstract]
Raw material	$ 93,645	$ 77,489
Work-in-process	14,205	9,508
Finished goods	35,926	42,942
Gross inventory	143,776	129,939
Less reserves	(5,605)	(9,436)
Inventories, net	$ 138,171	$ 120,503

Acquisition (Narrative) (Details) - USD ($) $ in Thousands	Jul. 05, 2023	Sep. 30, 2024	Dec. 31, 2023
Business Acquisition [Line Items]
Goodwill		$ 511,941	$ 513,383
Privately Held Utah-Based Company
Business Acquisition [Line Items]
Acquisition purchase price	$ 10,400
Goodwill	$ 3,023

Acquisition (Schedule of Allocation of the Purchase Price Consideration of the Fair Value of Assets Acquired and Liabilities Assumed) (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023	Jul. 05, 2023
Business Acquisition [Line Items]
Goodwill	$ 511,941	$ 513,383
Privately Held Utah-Based Company
Business Acquisition [Line Items]
Working capital			$ 827
Property, plant and equipment			195
Acquired intangible assets			6,310
Other assets			134
Other liabilities			(72)
Goodwill			3,023
Fair value of purchase consideration			$ 10,417

Acquisition (Schedule of Acquired Intangible Assets) (Details) - Privately Held Utah-Based Company $ in Thousands	Jul. 05, 2023 USD ($)
Business Acquisition [Line Items]
Finite-lived Intangible Assets Acquired	$ 6,310
Trademarks
Business Acquisition [Line Items]
Finite-lived Intangible Assets Acquired	$ 250
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life	3 years
Customer relationships
Business Acquisition [Line Items]
Finite-lived Intangible Assets Acquired	$ 6,060
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life	12 years

Goodwill and Related Intangible Assets (Schedule of Changes in Carrying Amount of Goodwill) (Details) $ in Thousands	9 Months Ended
	Sep. 30, 2024 USD ($)
Goodwill [Roll Forward]
Balance at December 31, 2023	$ 513,383
Adjustments to prior year acquisitions	(1,110)
Foreign currency translation	(332)
Balance at September 30, 2024	511,941
Residential
Goodwill [Roll Forward]
Balance at December 31, 2023	213,576
Adjustments to prior year acquisitions	(1,110)
Foreign currency translation	0
Balance at September 30, 2024	212,466
Renewables
Goodwill [Roll Forward]
Balance at December 31, 2023	184,230
Adjustments to prior year acquisitions	0
Foreign currency translation	0
Balance at September 30, 2024	184,230
Agtech
Goodwill [Roll Forward]
Balance at December 31, 2023	83,899
Adjustments to prior year acquisitions	0
Foreign currency translation	(332)
Balance at September 30, 2024	83,567
Infrastructure
Goodwill [Roll Forward]
Balance at December 31, 2023	31,678
Adjustments to prior year acquisitions	0
Foreign currency translation	0
Balance at September 30, 2024	$ 31,678

Goodwill and Related Intangible Assets - Additional Information (Details) - USD ($) $ in Millions	Sep. 30, 2024	Dec. 31, 2023
Goodwill and Intangible Assets Disclosure [Abstract]
Goodwill, accumulated impairment losses	$ 133.2	$ 133.2

Goodwill and Related Intangible Assets (Schedule of Acquired Intangible Assets) (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount, Finite-lived intangible assets	$ 136,141	$ 152,931
Total acquired intangible assets, Gross Carrying Amount	188,441	205,231
Accumulated Amortization, Finite-lived intangible assets	69,458	79,251
Total acquired intangible assets, Accumulated Amortization	69,458	79,251
Trademarks
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount, Finite-lived intangible assets	2,550	5,773
Accumulated Amortization, Finite-lived intangible assets	1,719	4,714
Unpatented technology
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount, Finite-lived intangible assets	31,818	34,133
Accumulated Amortization, Finite-lived intangible assets	23,730	24,295
Customer relationships
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount, Finite-lived intangible assets	101,051	110,649
Accumulated Amortization, Finite-lived intangible assets	43,399	48,088
Non-compete agreements
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount, Finite-lived intangible assets	722	2,376
Accumulated Amortization, Finite-lived intangible assets	610	2,154
Trademarks
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount, Indefinite-lived intangible assets	52,300	52,300
Accumulated Amortization, Indefinite-lived intangible assets	$ 0	$ 0

Goodwill and Related Intangible Assets - Schedule of Amortization Expense (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Goodwill and Intangible Assets Disclosure [Abstract]
Amortization expense	$ 2,679	$ 2,893	$ 8,036	$ 8,419

Goodwill and Related Intangible Assets (Schedule of Amortization Expense) (Details) $ in Thousands	Sep. 30, 2024 USD ($)
Goodwill and Intangible Assets Disclosure [Abstract]
2024	$ 2,640
2025	10,486
2026	9,453
2027	8,070
2028	7,275
2029	$ 7,226

Long-Term Debt (Narrative) (Details)	Dec. 08, 2022 USD ($) debtCovenant	Sep. 30, 2024 USD ($)	Dec. 31, 2023 USD ($)
Debt Instrument [Line Items]
Long term debt		$ 0	$ 0
Debt issuance costs		$ 1,400,000	1,700,000
2022 Senior Credit Agreement \| Foreign Currency Rate Floor
Debt Instrument [Line Items]
Initial applicable margin		0.00%
2022 Senior Credit Agreement \| Applicable rate through March 31, 2023
Debt Instrument [Line Items]
Annual commitment fee (as a percentage)	0.20%
2022 Senior Credit Agreement \| Applicable rate through March 31, 2023 \| Base Rate
Debt Instrument [Line Items]
Initial applicable margin	0.125%
2022 Senior Credit Agreement \| Applicable rate through March 31, 2023 \| Secured Overnight Financing Rate (SOFR)
Debt Instrument [Line Items]
Initial applicable margin	1.125%
2022 Senior Credit Agreement \| Applicable rate after April 1, 2023 \| Base Rate \| Minimum
Debt Instrument [Line Items]
Initial applicable margin	0.125%
2022 Senior Credit Agreement \| Applicable rate after April 1, 2023 \| Base Rate \| Maximum
Debt Instrument [Line Items]
Initial applicable margin	1.00%
2022 Senior Credit Agreement \| Line of Credit
Debt Instrument [Line Items]
Number of debt covenants \| debtCovenant	2
2019 Senior Credit Agreement \| Line of Credit
Debt Instrument [Line Items]
Current borrowing capacity	$ 400,000,000
Letters of credit issued	$ 700,000,000
2019 Senior Credit Agreement \| Line of Credit \| Minimum
Debt Instrument [Line Items]
Annual commitment fee	0.20%
2019 Senior Credit Agreement \| Line of Credit \| Maximum
Debt Instrument [Line Items]
Annual commitment fee	0.25%
2019 Senior Credit Agreement \| Line of Credit \| London Interbank Offered Rate (LIBOR) \| Minimum
Debt Instrument [Line Items]
LIBOR floor, plus	1.125%
2019 Senior Credit Agreement \| Line of Credit \| London Interbank Offered Rate (LIBOR) \| Maximum
Debt Instrument [Line Items]
LIBOR floor, plus	2.00%
2019 Senior Credit Agreement \| Medium-term Notes
Debt Instrument [Line Items]
Term loan (up to)	$ 300,000,000
Senior Credit Agreement \| Standby Letters of Credit
Debt Instrument [Line Items]
Letters of credit issued		$ 4,900,000
Senior Credit Agreement \| Revolving Credit Facility
Debt Instrument [Line Items]
Revolving credit facility, availability amount		$ 395,100,000	$ 396,100,000

Equity-Based Compensation (Incentive Plan) (Details) - Common Stock - shares	May 03, 2023	May 04, 2022
Amended 2018 Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares authorized (in shares)	1,631,707
Non-Employee Directors Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares authorized (in shares)		200,000

Equity-Based Compensation (Schedule of Number of Awards and Weighted Average Grant Date Fair Value) (Details) - $ / shares	9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
To be converted to shares (in units)		154,996
Target amount granted, as a percentage		200.00%
Performance stock units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of awards (in shares)	60,765	85,323
Weighted average grant date fair value (in USD per share)	$ 77.28	$ 53.22
Forfeited in period (in shares)		7,825
Restricted stock units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of awards (in shares)	75,171	89,713
Weighted average grant date fair value (in USD per share)	$ 72.22	$ 61.21
Deferred stock units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of awards (in shares)	3,340	6,351
Weighted average grant date fair value (in USD per share)	$ 68.86	$ 54.33
Common shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of awards (in shares)	6,680	8,468
Weighted average grant date fair value (in USD per share)	$ 68.86	$ 54.33
Minimum \| Performance stock units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Grants based on targeted thresholds, percent	0.00%
Maximum \| Performance stock units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Grants based on targeted thresholds, percent	200.00%
Return on Invested Capital \| 2018 Plan \| Performance stock units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Performance period	1 year

Equity-Based Compensation (Equity Based Awards - Settled in Cash) (Details) - USD ($)	9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Accrued equity based compensation	$ 24,800,000		$ 20,000,000.0
Restricted stock units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Accrued equity based compensation	19,300,000		17,300,000
Non Current Liabilities
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Accrued equity based compensation	22,100,000		18,000,000.0
Accrued Expenses, Current
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Accrued equity based compensation	2,700,000		$ 2,000,000
Management Stock Purchase Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
MSPP liabilities paid (in thousands)	$ 2,053,000	$ 2,392,000
Management Stock Purchase Plan \| Restricted stock units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Average company stock price measurement period	200 days
Restricted stock units credited (in shares)	$ 42,476	$ 46,843

Exit Activity Costs and Asset Impairments (Summary of Exit Activity Costs and Asset Impairments by Segment) (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Restructuring Cost and Reserve [Line Items]
Exit Activity	$ 5,106		$ 9,887	$ 8,123
Exit Activity		$ 4,383
Asset Impairment	0	595	163	572
Total	5,106	4,978	10,050	8,695
Operating Segments \| Residential
Restructuring Cost and Reserve [Line Items]
Exit Activity	106		251	136
Exit Activity		22
Asset Impairment		654		654
Asset Impairment	0		(72)
Total	106		179	790
Total		676
Operating Segments \| Renewables
Restructuring Cost and Reserve [Line Items]
Exit Activity	4,641	4,389	9,124	7,298
Asset Impairment	0	(59)	235	(82)
Total	4,641	4,330	9,359	7,216
Operating Segments \| Agtech
Restructuring Cost and Reserve [Line Items]
Exit Activity	328	5	477	722
Asset Impairment	0	0	0	0
Total	328	5	477	722
Operating Segments \| Infrastructure
Restructuring Cost and Reserve [Line Items]
Exit Activity	0	0	0
Exit Activity				0
Asset Impairment	0	0	0	0
Total	0	0	0
Total				0
Corporate
Restructuring Cost and Reserve [Line Items]
Exit Activity		(33)		(33)
Exit Activity	31		35
Asset Impairment	0	0	0	0
Total		$ (33)		$ (33)
Total	$ 31		$ 35

Exit Activity Costs and Asset Impairments (Summary of Exit Activity Costs and Asset Impairments) (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Restructuring Cost and Reserve [Line Items]
Total	$ 5,106	$ 4,978	$ 10,050	$ 8,695
Cost of sales
Restructuring Cost and Reserve [Line Items]
Total	4,289	4,544	8,388	8,155
Selling, general, and administrative expense
Restructuring Cost and Reserve [Line Items]
Total	$ 817	$ 434	$ 1,662	$ 540

Exit Activity Costs and Asset Impairments (Reconciles of Liability for Exit Activity Costs Relating to Facility Consolidation Efforts) (Details) - USD ($) $ in Thousands	3 Months Ended	9 Months Ended
	Sep. 30, 2024	Sep. 30, 2024	Sep. 30, 2023
Restructuring Reserve [Roll Forward]
Beginning balance		$ 6,725	$ 2,417
Exit Activity	$ 5,106	9,887	8,123
Cash payments		(3,650)	(3,254)
Ending balance	$ 12,962	$ 12,962	$ 7,286

Income Taxes (Provision For Income Taxes For Continuing Operations) (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Income Tax Disclosure [Abstract]
Provision for income taxes (in thousands)	$ 11,435	$ 14,536	$ 31,415	$ 33,268
Effective tax rate	25.10%	27.00%	25.60%	26.70%

Income Taxes (Narrative) (Details)	9 Months Ended
Income Taxes (Narrative) (Details)	Sep. 30, 2024	Sep. 30, 2023
Income Tax Disclosure [Abstract]
Federal statutory income tax rate	21.00%	21.00%

Earnings per Share (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
Earnings per Share (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Net income available to common stockholders	$ 34,039	$ 39,277	$ 91,183	$ 91,099
Diluted (in shares)	30,530,000	30,485,000	30,564,000	30,638,000
Common stock options and stock units (in shares)	220,000	230,000	224,000	170,000
Weighted average shares outstanding, diluted (in shares)	30,750,000	30,715,000	30,788,000	30,808,000
Common shares
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from earnings per share calculation (in shares)	20,000	17,000	0	19,000

Segment Information (Details) $ in Thousands	3 Months Ended		9 Months Ended
Segment Information (Details) $ in Thousands	Sep. 30, 2024 USD ($)	Sep. 30, 2023 USD ($)	Sep. 30, 2024 USD ($) segment	Sep. 30, 2023 USD ($)	Dec. 31, 2023 USD ($)
Segment Reporting, Other Significant Reconciling Item [Line Items]
Number of reportable segments \| segment			4
Net sales	$ 361,196	$ 390,744	$ 1,006,707	$ 1,048,925
Total consolidated income from operations	43,998	53,190	118,203	125,637
Total assets	1,424,590		1,424,590		$ 1,256,451
Residential
Segment Reporting, Other Significant Reconciling Item [Line Items]
Net sales	212,363	227,747	611,790	635,476
Renewables
Segment Reporting, Other Significant Reconciling Item [Line Items]
Net sales	84,064	106,362	214,941	243,026
Agtech
Segment Reporting, Other Significant Reconciling Item [Line Items]
Net sales	41,527	31,666	110,062	102,546
Infrastructure
Segment Reporting, Other Significant Reconciling Item [Line Items]
Net sales	23,242	24,969	69,914	67,877
Operating Segments \| Residential
Segment Reporting, Other Significant Reconciling Item [Line Items]
Net sales	212,363	227,747	611,790	635,476
Total consolidated income from operations	42,055	42,158	119,714	115,626
Total assets	531,021		531,021		515,739
Operating Segments \| Renewables
Segment Reporting, Other Significant Reconciling Item [Line Items]
Net sales	84,064	106,362	214,941	243,026
Total consolidated income from operations	825	12,907	4,116	21,084
Total assets	400,996		400,996		377,694
Operating Segments \| Agtech
Segment Reporting, Other Significant Reconciling Item [Line Items]
Net sales	41,527	31,666	110,062	102,546
Total consolidated income from operations	3,853	2,136	8,743	3,349
Total assets	168,645		168,645		168,213
Operating Segments \| Infrastructure
Segment Reporting, Other Significant Reconciling Item [Line Items]
Net sales	23,242	24,969	69,914	67,877
Total consolidated income from operations	6,494	6,386	17,605	14,928
Total assets	83,783		83,783		77,518
Corporate
Segment Reporting, Other Significant Reconciling Item [Line Items]
Total consolidated income from operations	(9,229)	$ (10,397)	(31,975)	$ (29,350)
Total assets	$ 240,145		$ 240,145		$ 117,287

Segment Information - Disaggregation of Revenue (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Disaggregation of Revenue [Line Items]
Net sales	$ 361,196	$ 390,744	$ 1,006,707	$ 1,048,925
Residential
Disaggregation of Revenue [Line Items]
Net sales	212,363	227,747	611,790	635,476
Renewables
Disaggregation of Revenue [Line Items]
Net sales	84,064	106,362	214,941	243,026
Agtech
Disaggregation of Revenue [Line Items]
Net sales	41,527	31,666	110,062	102,546
Infrastructure
Disaggregation of Revenue [Line Items]
Net sales	23,242	24,969	69,914	67,877
Point in Time
Disaggregation of Revenue [Line Items]
Net sales	229,542	252,587	660,090	696,586
Point in Time \| Residential
Disaggregation of Revenue [Line Items]
Net sales	210,530	225,985	606,386	630,545
Point in Time \| Renewables
Disaggregation of Revenue [Line Items]
Net sales	8,220	15,903	23,235	35,630
Point in Time \| Agtech
Disaggregation of Revenue [Line Items]
Net sales	135	777	2,663	5,580
Point in Time \| Infrastructure
Disaggregation of Revenue [Line Items]
Net sales	10,657	9,922	27,806	24,831
Over Time
Disaggregation of Revenue [Line Items]
Net sales	131,654	138,157	346,617	352,339
Over Time \| Residential
Disaggregation of Revenue [Line Items]
Net sales	1,833	1,762	5,404	4,931
Over Time \| Renewables
Disaggregation of Revenue [Line Items]
Net sales	75,844	90,459	191,706	207,396
Over Time \| Agtech
Disaggregation of Revenue [Line Items]
Net sales	41,392	30,889	107,399	96,966
Over Time \| Infrastructure
Disaggregation of Revenue [Line Items]
Net sales	$ 12,585	$ 15,047	$ 42,108	$ 43,046

Gibraltar Industries (NASDAQ:ROCK)
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