Every 8-K that LSI Industries Inc (LYTS) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 8-K covers material events a company has to report between its quarterly reports, so if you follow LYTS and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full LYTS filings page.
LSI Industries Inc. (LYTS) adopted new FY2027 incentive programs tying executive pay more tightly to performance. The Board’s Compensation Committee approved a three-year FY2027 Long Term Incentive Plan (LTIP) under the 2019 Omnibus Award Plan, granting restricted stock units (RSUs) and performance stock units (PSUs) to executives based on pre-set goals.
For FY2027, James Clark (CEO) received an LTIP target of $2,500,000 with 41,563 RSUs and 62,344 PSUs; James Galeese (EVP & CFO) $540,000 with 8,978 RSUs and 13,466 PSUs; and Thomas Caneris (EVP Human Resources & General Counsel) $440,000 with 7,316 RSUs and 10,972 PSUs. PSU payouts are based 50% on three-year cumulative Adjusted EBITDA and 50% on return on net assets (RONA) over July 1, 2026–June 30, 2029, with up to 200% of target at 110% of Adjusted EBITDA or 106% of RONA targets. RSUs vest over three years; PSUs vest based on performance, with specific acceleration and conversion features upon a change in control.
The Committee also granted Mr. Clark a $3,000,000 retention RSU award that cliff vests after three years, with partial earlier vesting tied to Board approval of a five-year strategic plan, and increased his base salary to $900,000 from September 1, 2026. Separately, a FY2027 Short Term Incentive Plan (STIP) was approved, providing performance-based annual cash bonuses for executives, weighted 80% to Adjusted EBITDA and 20% to Net Sales for the year ending June 30, 2027. CEO, CFO and General Counsel bonus targets are 100%, 80% and 60% of base salary, respectively, with payouts up to 200% of target for strong performance.
LSI Industries Inc. (LYTS) reported strong top-line growth for fiscal 2026 and its fourth quarter, driven by both organic gains and the March 24, 2026 acquisition of Royston Group. Fourth-quarter net sales were $234.6 million, up 51% year over year; excluding Royston, organic net sales rose 8%. Display Solutions net sales doubled, while Lighting segment sales declined 3% versus the prior-year quarter.
Fourth-quarter net income was $6.9 million or $0.18 diluted EPS, below last year’s $0.26, reflecting acquisition-related costs. On a non-GAAP basis, adjusted net income was $14.4 million or $0.38 per diluted share, up 37%, and adjusted EBITDA was $25.7 million, up 50%. For the full year, net sales were $689.4 million, up 20%, with Lighting up 7% and Display Solutions up 30%. Adjusted EPS increased to $1.25 from $1.07, and adjusted EBITDA rose 27% to $69.7 million with a 10.1% margin.
LSI generated free cash flow of $39.0 million in fiscal 2026 and ended June 30, 2026 with total assets of $829.9 million, shareholders’ equity of $360.7 million, and long-term debt of $245.9 million, resulting in net debt to trailing adjusted EBITDA of 2.71x. The board declared a quarterly cash dividend of $0.05 per share (annualized $0.20), payable September 8, 2026 to shareholders of record on August 31, 2026.
LSI Industries Inc. (LYTS) announced that Executive Vice President and Chief Financial Officer James E. Galeese plans to retire effective August 31, 2027, after more than a decade with the company. The company states that his retirement is not due to any disagreement regarding operations, policies, or practices.
Galeese will remain CFO for about one year following the August 19, 2026 notice, providing an extended transition period while LSI conducts a formal search for his successor, considering internal and external candidates. LSI highlights that, since becoming CFO in 2017, Galeese helped lead the deployment of more than $500 million across four strategic acquisitions. The company, which employs approximately 3,000 people at 23 manufacturing plants in the U.S. and Canada, expects Galeese to continue supporting LSI on an advisory basis after his tenure as CFO.
LSI Industries Inc. filed an amended report to add full financial details for its acquisition of SRR Holdings, Inc. (Royston). The amendment supplies Royston’s audited 2024–2025 financial statements and combined pro forma results showing how the two businesses would look together.
Royston generated $265,023 thousand in net sales and $11,377 thousand in net income in 2025, with total assets of $194,688 thousand. LSI acquired Royston for $325.0 million (plus a prefunded working capital estimate bringing total consideration to $338.2 million), funded with cash, new debt and $98.1 million of equity raised in a February 2026 stock offering.
On a pro forma basis, combined sales would have been $653,255 thousand and net income $21,706 thousand for the nine months ended March 31, 2026, with basic EPS of $0.59. For the year ended June 30, 2025, pro forma sales would have been $842,853 thousand and net income $31,547 thousand, or basic EPS of $0.89.
LSI Industries reported fiscal 2026 third-quarter results and declared a quarterly cash dividend.
Net sales were $150.5 million, up 14% from a year earlier, with 9% organic growth excluding the newly acquired Royston Group. Net income was $2.1 million, or $0.06 per diluted share, reduced by about $6.5 million of non-recurring acquisition-related items. Adjusted net income rose to $9.6 million, or $0.28 per diluted share, and adjusted EBITDA increased 34% to $15.0 million, giving a 10.0% margin.
The Display Solutions segment led growth with 23% higher sales, while Lighting grew 2%. LSI completed an underwritten equity offering, issuing about 5.5 million shares to help finance the Royston deal, ending with a net debt to adjusted EBITDA ratio of 2.7x and roughly $100 million in cash and credit availability. The board approved a $0.05 per-share dividend, payable May 12, 2026.
LSI Industries has closed its acquisition of Royston Group for an aggregate purchase price of $325 million, including $320 million in cash and $5 million in LSI common stock issued at $22.07 per share. The deal is funded by a new senior secured credit facility and a recent underwritten common stock offering.
The new Credit Agreement provides up to $350 million in senior secured financing, split between a $200 million five-year term loan and a $150 million revolving facility, expiring around March 31, 2031, with an option to increase by $75 million. On a trailing twelve-month basis ended September 30, 2025, Royston generated about $272 million in revenue and $38 million in adjusted EBITDA, and its results will be included in LSI’s Display Solutions segment starting in the fiscal 2026 third quarter.
LSI Industries Inc. has entered into an underwriting agreement for a public offering of 4,600,000 shares of its common stock at $19.75 per share, with closing expected on March 2, 2026, subject to customary conditions. The underwriters exercised in full a 30-day option to buy an additional 690,000 shares. The company expects to receive approximately $98.1 million in net proceeds after underwriting discounts and expenses. LSI plans to use the cash to support its growth and acquisition strategy, including funding a portion of the purchase price for its proposed acquisition of SRR Holdings, Inc. (Royston), repaying borrowings under a credit facility that will be increased to $425 million, and for general working capital and corporate purposes. The transaction is being conducted under an effective Form S-3 shelf registration statement and related prospectus supplement.
LSI Industries Inc. agreed to acquire Royston Group for $325 million, with $320 million in cash and $5 million in LSI common stock, subject to a working capital adjustment. Royston will merge into a wholly owned LSI subsidiary, with Royston surviving.
LSI obtained a commitment for a new $425 million senior secured credit facility from PNC, including term loans and a revolving line, to help fund the deal, and expects closing in the third quarter of its 2026 fiscal year, subject to antitrust clearance and other conditions. Royston generated about $272 million of revenue and $38 million of adjusted EBITDA in the twelve months ended September 30, 2025, implying combined pro forma revenue of roughly $864 million and adjusted EBITDA of about $95 million.
LSI Industries Inc. filed a current report to notify investors that it has issued a press release announcing operating results for the fiscal quarter ended December 31, 2025. The press release is furnished as Exhibit 99.1.
The company is also hosting an investor conference call on January 22, 2026 to discuss these quarterly results, with a related presentation available at its website and furnished as Exhibit 99.2. That presentation includes both GAAP and non-GAAP financial measures, along with reconciliations that management believes help investors compare results with prior periods.
The materials contain forward-looking statements about future events and performance, which are subject to risks and uncertainties described in the presentation and in LSI’s SEC filings. All of the information in Items 2.02 and 7.01, as well as Exhibits 99.1 and 99.2, is being furnished rather than filed and is not automatically incorporated by reference into other SEC filings.
LSI Industries (LYTS) reported final voting results from its Nov. 4, 2025 annual meeting. Shareholders cast votes for seven director nominees, with broker non-votes of 3,616,814 recorded for each nominee. Examples: James A. Clark received 21,817,206 For and 479,437 Withheld; Wilfred T. O’Gara received 20,526,666 For and 1,769,977 Withheld.
Shareholders voted on auditor ratification and executive compensation. Ratification of Grant Thornton LLP as independent auditor for fiscal 2026 received 24,780,079 For, 1,123,442 Against, and 9,936 Abstain. The advisory vote on executive compensation received 21,175,773 For, 1,085,033 Against, 35,837 Abstain, and 3,616,814 broker non-votes.
LSI Industries (LYTS) furnished an update on its business by announcing operating results for the fiscal quarter ended September 30, 2025, via press release.
The company also hosted an investor conference call and provided a related presentation. Both materials were furnished as exhibits: the press release as Exhibit 99.1 and the presentation as Exhibit 99.2. The presentation includes GAAP and non-GAAP measures with reconciliations to help compare performance across periods.
The company noted forward-looking statements subject to risks and uncertainties. The information in Items 2.02 and 7.01, and Exhibits 99.1 and 99.2, was furnished, not filed, and is not incorporated by reference except as specifically stated.
LSI Industries Inc. amended its senior secured credit agreement with PNC, increasing the revolving credit facility from $75 million to $125 million and terminating a $25 million term loan. The facility is intended for working capital and general corporate purposes and is secured by substantially all personal property and material fee‑owned real property of LSI and certain subsidiaries.
The revolving credit facility now expires in the first quarter of fiscal 2031. Pricing floats at 100–225 basis points over SOFR based on leverage; as of September 30, 2025, the borrowing rate on the revolver was 5.5%, and the increment will be 100 basis points for the second quarter of fiscal 2026. An unused commitment fee ranges from 15 to 25 basis points. The agreement includes leverage and interest coverage covenants. Under the facility, $73 million was available for borrowing. The amendment also permits certain acquisitions to be funded with cash without further lender consent.
LSI Industries Inc. adopted a Fiscal Year 2026 Long Term Incentive Plan (LTIP) and Short Term Incentive Plan (STIP) on August 20, 2025. The LTIP grants restricted stock units (RSUs) and performance stock units (PSUs) to named executive officers and select employees under the companys 2019 Omnibus Award Plan, with a three-year performance cycle from July 1, 2025 to June 30, 2028. PSU performance is measured 50% by three-year cumulative Adjusted EBITDA and 50% by RONA, with payouts interpolated to performance; RSUs vest in equal annual installments over three years. The STIP provides annual cash bonuses for FY2026 tied 80% to Adjusted EBITDA and 20% to Net Sales, with individual targets at 50%–80% of base salary. Awards require continued employment until payout and execution of a restrictive covenant; certain change-in-control provisions accelerate vesting or convert PSUs into time-based RSUs.
LSI Industries (LYTS) furnished a Form 8-K reporting a press release with operating results for the fiscal quarter and fiscal year ended June 30, 2025 and announced an investor conference call on August 21, 2025. The press release is provided as Exhibit 99.1 and the related presentation is provided as Exhibit 99.2 and is available on the company website. The presentation includes GAAP and non-GAAP financial measures with reconciliations and contains forward-looking statements subject to risks described in the materials and LSI's SEC filings.