Item 5.02 Departure of Directors or Certain Officers; Election of Directors;


          Appointment of Certain Officers; Compensatory Arrangement of Certain
          Officers


(e)

Time-Based Restricted Stock Awards.



At meetings of the Compensation Committee (the "Committee") and the Board of
Directors (the "Board") of Apogee Enterprises, Inc. (the "Company") held on
April 20, 2022 and April 21, 2022, the executive officers listed below (the
"Executive Officers") were awarded shares of time-based restricted stock in the
amounts indicated below:

                                                                      Number of
                                                                        Shares
                                                                          of
                                                                      Restricted
                                                                        Stock
      Name                            Position                         Awarded        Fully Vested Date
Ty R. Silberhorn   Chief Executive Officer and President                   17,540      April 30, 2025
Nisheet Gupta      Executive Vice President and Chief Financial                        April 30, 2025
                   Officer

8,143


Curtis J. Dobler   Executive Vice President and Chief Human                            April 30, 2025
                   Resources Officer                                       5, 172
Gregory J. Sachs   Chief Procurement Officer                                3,769      April 30, 2025
Maureen A. Hayes   Chief Information Officer                                2,730      April 30, 2025
Brent C. Jewell    President, Architectural Framing Systems                            April 30, 2025
                   segment                                                  4,686


Awards for the Executive Officers other than Mr. Silberhorn were granted on
April 20, 2022, and the award for Mr. Silberhorn was granted on April 21, 2022.
Such restricted stock awards were made pursuant to the shareholder-approved
Apogee Enterprises, Inc. 2019 Stock Incentive Plan, as Amended and Restated
(2021) (the "Stock Incentive Plan"), a copy of which is on file with the
Securities and Exchange Commission as Exhibit 10.1 to the Company's Registration
Statement on Form S-8 filed on June 25, 2021.

The shares of restricted stock vest in three equal annual installments
commencing on April 30, 2023 (such three-year period is referred to herein as
the "Restricted Period"). In the event the executive officer's employment is
terminated prior to the end of the Restricted Period by reason of Retirement (as
defined in the award agreement) or involuntary termination without Cause (as
defined in the award agreement), the Committee has the right to cause the
remaining unvested shares to be accelerated as of the date of such Retirement or
involuntary termination without Cause. In the event the executive officer's
employment is terminated prior to the end of the Restricted Period by reason of
Disability (as defined in the award agreement) or death, the shares of
restricted stock will become immediately vested in full.

In the event of both a Change in Control (as defined in the Stock Incentive
Plan) during the Restricted Period and the termination of the executive
officer's employment, either simultaneously or subsequently by the Company
without Cause or by the executive officer for Good Reason (as defined in the
award agreement) during the Restricted Period, the restrictions with respect to
all of the shares held by the executive officer at the time of termination shall
lapse and the shares shall immediately vest as of the date of such termination
of employment.

The form of award agreement used in connection with restricted stock awards
under the Stock Incentive Plan, including the awards to the Executive Officers
listed above, a copy of which is on file with the Securities and Exchange
Commission as Exhibit 10.1 to the Company's Current Report on Form 8-K filed on
April 26, 2021, is incorporated herein by reference. The foregoing summary of
the restricted stock awards is subject to, and qualified in its entirety by, the
full text of the form of award agreement incorporated herein by reference.

--------------------------------------------------------------------------------

Performance Share Awards.



At meetings of the Committee and the Board held on April 20, 2022 and April 21,
2022, the Executive Officers were awarded (i) three-year cash performance awards
and (ii) units ("Units") representing the right to receive shares of common
stock of the Company (collectively, the "Performance Awards"). The Performance
Awards establish a three-year performance period commencing on February 27, 2022
and ending on March 1, 2025 (the "Performance Period"). The Performance Awards
for the Executive Officers other than Mr. Silberhorn were granted on April 20,
2022, and the Performance Award for Mr. Silberhorn was granted on April 21,
2022. The performance metric is return on invested capital. The Performance
Awards represent the right to receive (i) a cash payment from the Company and
(ii) Units based on the extent the Company achieves the threshold, target and
maximum performance level of the performance metric. The dollar amount that may
actually become payable, and the number of Units that may actually become
issuable, may be between 0% and 200% of the target values specified in the
performance award agreement, depending on the extent to which the threshold,
target or maximum performance levels of the performance goals are achieved.

Participants will receive a cash payment and Units pursuant to the Performance
Awards if the performance metric is achieved at or above the threshold level.
The determination of the cash payment and Unit amounts will occur as soon as
practicable after the Committee determines whether, and the extent to which, the
performance metric has been achieved.

In the event employment is terminated prior to the end of the Performance Period
other than by reason of death, Disability or Retirement (as such terms are
defined in the award agreement), the Performance Award will be immediately and
irrevocably forfeited. In the event employment is terminated prior to the end of
the Performance Period by reason of death, Disability or Retirement, the
executive officer or the executive officer's estate, as applicable, will be
entitled to receive a pro-rata payment (based on the amount of time elapsed
between the beginning of the Performance Period and the date of termination)
after the end of the Performance Period based on the level of achievement of the
performance metric. In the event the executive officer's employment is
terminated after the Performance Period by reason of death, Disability or
Retirement, the executive officer or the executive officer's estate, as
applicable, will be entitled to receive, if not yet paid, the Performance Award.

The Performance Period will end on the date of the Change in Control, and the
award will be adjusted by the Committee in its sole discretion. If a Change of
Control occurs after the Performance Period, the Company will pay any unpaid
amount earned during the performance period.

The Performance Awards are subject to forfeiture or recoupment if the Board, in
its sole discretion, determines that events have occurred that are covered by
the Company's Clawback Policy and that forfeiture or recoupment is appropriate.

The Performance Awards were granted pursuant to the Stock Incentive Plan. The
form of award agreement is on file with the Securities and Exchange Commission
as Exhibit 10.2 to the Company's Current Report on Form 8-K filed on April 26,
2021, and is incorporated herein by reference. The foregoing summary of the
Performance Awards is subject to, and qualified in its entirety by, the full
text of the form of award agreement incorporated herein by reference.

Executive Short-Term Incentive Plan.



At meetings of the Committee and Board held on April 20, 2022 and April 21,
2022, the Company issued awards to the Executive Officers pursuant to the
Company's existing form of annual Executive Short-Term Incentive Plan (the
"STIP"). The amount earned by a STIP participant (an "Incentive Award") will be
based on performance against performance metrics, and will be assessed, in the
sole discretion of the Committee, based on metrics and weightings that are
established at the beginning of each STIP year and communicated to participants.
The Incentive Awards for the Executive Officers other than Mr. Silberhorn were
granted on April 20, 2022, and the Incentive Award for Mr. Silberhorn was
granted on April 21, 2022. The Committee and Board determined that the metrics
for the fiscal 2023 Incentive Awards will be net sales and EBIT, consistent with
the fiscal 2022 Incentive Awards.

In order for an Incentive Award to be earned, payable and calculable under the
terms and conditions of the STIP, a minimum of threshold performance must be
earned on at least one of the applicable metrics. The dollar amount that may
actually become payable may be between 0% and 200% of the target values
specified in the participant memorandum, depending on the extent to which the
threshold, target or maximum performance levels of the performance goals are
achieved.

--------------------------------------------------------------------------------
The Incentive Awards are subject to forfeiture or recoupment if the Board, in
its sole discretion, determines that events have occurred that are covered by
the Company's Clawback Policy and that forfeiture or recoupment is appropriate.

A form of memorandum setting forth the performance metrics under the STIP and
the terms and conditions of the STIP are both on file with the Securities and
Exchange Commission as Exhibit 10.3 and Exhibit 10.4, respectively, to the
Company's Current Report on Form 8-K filed on April 26, 2021, and incorporated
herein by reference. The foregoing summaries of the memorandum and terms and
conditions are subject to, and qualified in their entirety by, the full text of
the forms of memorandum and terms and conditions incorporated herein by
reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

10.1 Form of Restricted Stock Agreement (incorporated by reference to Exhibit


        10.1 to the Company's Current Report on Form 8-K filed on April 26,
        2021).

10.2      Form of Performance Award Agreement (incorporated by reference to
        Exhibit 10.2 to the Company's Current Report on Form 8-K filed on
        April 26, 2021).

10.3 Form of Executive Short-Term Incentive Plan Memorandum (incorporated by


        reference to Exhibit 10.3 to the Company's Current Report on Form 8-K
        filed on April 26, 2021).

10.4 Executive Short-Term Incentive Plan Terms and Conditions (incorporated

by reference to Exhibit 10.4 to the Company's Current Report on Form 8-K


        filed on April 26, 2021).

104     Cover Page interactive Data file (embedded within the Inline XBRL
        document).

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