Director at Acuity (NYSE: AYI) elects fees in DSUs

Rhea-AI Filing Summary

Acuity Inc. (AYI) director Mark Sachleben reported receiving 546 deferred restricted stock units (DSUs) as director compensation. The Form 4 shows that on January 21, 2026, he acquired 546 DSUs at a stated price of $0 per unit, held directly, bringing his beneficial ownership to 546 DSUs.

The DSUs were issued under Acuity’s Amended and Restated 2012 Omnibus Stock Incentive Compensation Plan after he elected to receive a portion of his annual director fees in DSUs instead of cash. Each DSU represents a right to receive one share of common stock. The DSUs will vest in full on the first anniversary of the grant date or, if earlier, on the date of the next annual stockholder meeting, and will be paid upon retirement in either a lump sum or five annual installments. The number of DSUs granted was calculated using $320.59, the average of the high and low trading prices of Acuity common stock over the five trading days before the grant.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Sachleben Mark

(Last) (First) (Middle)

C/O ACUITY INC.

1170 PEACHTREE STREET, NE, SUITE 1200

(Street)

ATLANTA GA 30309

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
ACUITY INC. (DE) [ AYI ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
01/21/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Deferred Restricted Stock Units	(1)	01/21/2026		A		546(2)		01/21/2027(2)	(2)	Common Stock	546	$0(3)	546	D

Explanation of Responses:

1. 1-for-1

2. Deferred Restricted Stock Units (DSUs) issued pursuant to the Issuer's Amended and Restated 2012 Omnibus Stock Incentive Compensation Plan. The DSUs resulted from the Reporting Person's election to receive a portion of annual director fees in the form of a DSU. The DSUs will vest in full on the first anniversary of the grant date, or, if earlier, the date of the next subsequent annual meeting of the Issuer's stockholders following the grant date. Once vested, DSUs will be payable upon retirement in either lump sum or five annual installments.

3. The number of DSUs received was calculated based on $320.59, which was the average of the high and low sales prices of a share of the Issuer's common stock on the five trading dates immediately preceding the date of grant.

Remarks:

	/s/ Chanda Kirchner, Attorney-in-Fact for Mark J. Sachleben	01/23/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transaction did AYI director Mark Sachleben report on this Form 4?

Director Mark Sachleben reported acquiring 546 deferred restricted stock units (DSUs) of Acuity Inc. on January 21, 2026. The DSUs are held directly and were received as part of his director compensation.

How many deferred restricted stock units did Mark Sachleben receive from Acuity Inc. (AYI)?

The filing shows that Mark Sachleben received 546 DSUs. After this transaction, he beneficially owns 546 deferred restricted stock units related to Acuity Inc. common stock.

What are the key terms of the deferred restricted stock units reported for AYI?

The deferred restricted stock units (DSUs) are issued on a 1-for-1 basis for Acuity Inc. common stock. They were granted at a stated price of $0 under the company’s Amended and Restated 2012 Omnibus Stock Incentive Compensation Plan and resulted from the director’s election to take a portion of annual fees in DSUs instead of cash.

What is the vesting schedule for the DSUs granted to the Acuity (AYI) director?

The DSUs will vest in full on the first anniversary of the January 21, 2026 grant date or, if earlier, on the date of the next subsequent annual meeting of Acuity’s stockholders following the grant date.

When and how will the AYI DSUs reported by Mark Sachleben be paid out?

Once vested, the DSUs will be payable upon retirement in either a lump sum or in five annual installments, according to the terms described in the filing.

How was the number of DSUs determined in this AYI Form 4 filing?

The number of DSUs was calculated using $320.59 as the reference price, which was the average of the high and low sales prices of Acuity Inc. common stock over the five trading days immediately before the grant date.