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LCI Industries (LCII) exec exercises RSUs, receives new PSU and RSU grants

Filing Impact
(Very High)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

LCI Industries Group President – N.A. Ryan Richard Smith reported multiple equity transactions on March 1, 2026. He exercised 3,931, 3,722, and 4,069 restricted stock units at $133.20 each, receiving the same number of common shares.

To cover taxes, 5,194 common shares were disposed of through share withholding. Smith also received new awards of 8,368 restricted stock units and 12,552 performance stock units that may convert into common shares if return on invested capital and free cash flow goals are met by the end of 2028 and would vest on March 1, 2029.

In addition, 23,575 performance stock units granted on March 1, 2023 were forfeited after the company determined none would vest based on performance over the applicable period. RSU grants vest in equal installments over three years from their respective grant dates.

Positive

  • None.

Negative

  • None.
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
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
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*
SMITH RYAN RICHARD

(Last) (First) (Middle)
C/O LCI INDUSTRIES
3501 COUNTY ROAD 6 EAST

(Street)
ELKHART IN 46514-7663

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
LCI INDUSTRIES [ LCII ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Group President - N.A.
3. Date of Earliest Transaction (Month/Day/Year)
03/01/2026
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
Common Stock 03/01/2026 M 3,931 A $133.2 14,023 D
Common Stock 03/01/2026 M 3,722 A $133.2 17,745 D
Common Stock 03/01/2026 M 4,069 A $133.2 21,814 D
Common Stock 03/01/2026 F 5,194 D $0 16,620 D
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
Restricted Stock Unit (1) 03/01/2026 M 3,931 (2) 03/01/2026 Common Stock 3,931 $133.2 0 D
Restricted Stock Unit (1) 03/01/2026 M 3,722 (3) 03/01/2027 Common Stock 3,722 $133.2 3,726 D
Restricted Stock Unit (1) 03/01/2026 M 4,069 (4) 03/01/2028 Common Stock 4,069 $133.2 8,141 D
Restricted Stock Unit (1) 03/01/2026 A 8,368 (5) 03/01/2029 Common Stock 8,368 $0 8,368 D
Performance Stock Unit (1) 03/01/2027 03/01/2027 Common Stock 16,755 16,755 D
Performance Stock Unit (1) 03/01/2028 03/01/2028 Common Stock 18,314 18,314 D
Performance Stock Unit (1) 03/01/2026 A 12,552(6) 03/01/2029 03/01/2029 Common Stock 12,552 $0 12,552 D
Performance Stock Unit (1) 03/01/2026 D 23,575(7) 03/01/2026 03/01/2026 Common Stock 23,575 $0 0 D
Explanation of Responses:
1. Each Stock Unit represents a contingent right to receive one share of LCII Common Stock.
2. These restricted stock units vest ratably each year on the first through third anniversaries of the grant date, which was March 1, 2023.
3. These restricted stock units vest ratably each year on the first through third anniversaries of the grant date, which was March 1, 2024.
4. These restricted stock units vest ratably each year on the first through third anniversaries of the grant date, which was March 1, 2025.
5. These restricted stock units vest ratably each year on the first through third anniversaries of the grant date, which was March 1, 2026.
6. These Performance Stock Units ("PSUs") represent the contingent right to receive shares of LCII Common Stock, if and to the extent certain Return on Invested Capital and Free Cash Flow performance goals are achieved by the end of 2028. Earned PSUs, if any, will vest on March 1, 2029.
7. Represents the forfeiture of PSUs granted to the reporting person on March 1, 2023 that were eligible to vest based on certain financial performance objectives. Upon grant, the target vesting amount was reported in Table II of Form 4. On March 1, 2026, the Company determined that, based on the Company's performance over the applicable performance period, all PSUs under this grant would be forfeited.
Remarks:
/s/ Lillian D. Etzkorn on behalf of Ryan R. Smith 03/03/2026
** 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 equity transactions did LCII executive Ryan Richard Smith report?

Ryan Richard Smith reported exercises of restricted stock units into common shares, a tax-withholding share disposition, new restricted and performance stock unit grants, and the forfeiture of an earlier performance stock unit grant based on the company’s assessed financial performance outcomes.

How many LCII restricted stock units did Smith exercise into common stock?

Smith exercised 3,931, 3,722, and 4,069 restricted stock units at $133.20 each, receiving an equal number of common shares. These conversions reflect previously granted equity awards moving from contingent units into directly held LCII common stock.

What new stock-based awards did LCII grant to Ryan Richard Smith?

Smith received 8,368 new restricted stock units and 12,552 performance stock units. The restricted units vest in three equal annual installments, while the performance units may convert into shares only if specified return on invested capital and free cash flow targets are achieved by the end of 2028.

Why were some of Ryan Richard Smith’s LCII performance stock units forfeited?

A total of 23,575 performance stock units from a March 1, 2023 grant were forfeited. The company determined that, based on its performance over the applicable measurement period, none of those units satisfied the financial objectives required for vesting, so they were canceled.

How are Ryan Richard Smith’s new LCII performance stock units structured?

The 12,552 performance stock units give a contingent right to LCII common shares if return on invested capital and free cash flow goals are met by the end of 2028. Any earned performance units would vest on March 1, 2029, after the performance period concludes.

How do the new LCII restricted stock units for Smith vest over time?

Smith’s restricted stock units vest ratably over three years from their respective grant dates. Each year, one-third of the units from a given grant converts into common stock, assuming he continues to satisfy the award’s service-based vesting conditions.
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3.28B
22.98M
Recreational Vehicles
Motor Vehicle Parts & Accessories
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United States
ELKHART