LSI Industries (LYTS) Form 4 Details: Executive Vesting Activity and Options

Rhea-AI Filing Summary

James E. Galeese, Executive Vice President and Chief Financial Officer of LSI Industries Inc. (LYTS), reported changes in his beneficial ownership on 08/20/2025. The filing shows vested and held equity in several forms: 74,333 common shares held in LSI's Non-Qualified Deferred Compensation Plan, 11,192 restricted stock units granted under the 2019 Omnibus Award Plan and FY26 Long Term Incentive Plan (RSUs vesting in equal annual installments over three years), and 45,653 shares acquired upon vesting of performance share units granted in August 2022. After the reported transactions, the filing lists 145,980 and 191,633 common shares in positions shown on the Form. Galeese also holds multiple outstanding stock options with exercise prices of $9.15, $5.92, $4.94, $3.83 and $6.80, covering a total of the underlying common shares indicated on the form, with various vesting schedules and expiration dates through 2030.

Positive

• Increased insider ownership through vesting of RSUs and performance share units, aligning executive and shareholder interests
• Transparent disclosure of option grants, exercise prices, vesting schedules, and deferred compensation holdings

Negative

• None.

Insights

Financial Analyst

Insider holdings increased through vesting; no open-market purchases or sales were reported.

The filing documents equity compensation events rather than open-market trades: RSU awards and vesting of performance share units increased the reporting persons beneficial ownership. These are standard compensation-driven ownership changes that align managements interests with shareholders. The Form also lists multiple outstanding options across several grant vintages with staggered vesting and expirations through 2030, which may dilute shares over time if exercised. The filing does not report cash purchases or sales, nor any derivative dispositions that would signal immediate liquidity events.

Corporate Governance Expert

Changes reflect routine executive compensation vesting and disclosure compliance.

The report identifies equity granted under omnibus and long-term incentive plans and vesting of performance share units from a 2022 grant. Such disclosures are consistent with standard corporate governance and compensation practices. The presence of shares in a deferred compensation plan and multiple option grants with multi-year vesting schedules suggests retention-focused incentives. The filing is procedural and provides transparency on the executives current equity stake and incentive structure; it contains no indications of related-party transactions or policy exceptions.

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

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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^*

Galeese James E

(Last) (First) (Middle)

LSI INDUSTRIES INC.

10000 ALLIANCE RD

(Street)

CINCINNATI OH 45242

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
LSI INDUSTRIES INC [ LYTS ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Executive VP; CFO

3. Date of Earliest Transaction (Month/Day/Year)
08/20/2025

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 Shares(1)								74,333	D
Common Shares(2)	08/20/2025		A		11,192	A	$0	145,980	D
Common Shares(3)	08/20/2025		A		45,653	A	$0	191,633	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
Option to Buy(4)	$9.15							(5)	06/12/2027	Common Shares	60,000		34,996	D
Option to Buy(4)	$5.92							(6)	08/17/2027	Common Shares	38,000		38,000	D
Option to Buy(4)	$4.94							(6)	08/16/2028	Common Shares	43,898		38,386	D
Option to Buy(4)	$3.83							(6)	08/21/2029	Common Shares	75,606		75,606	D
Option to Buy(4)	$6.8							(6)	08/19/2030	Common Shares	22,586		22,586	D

Explanation of Responses:

1. Common Shares held in the LSI Industries Inc. Non-Qualified Deferred Compensation Plan.

2. Award of restricted stock units (RSUs) pursuant to 2019 Omnibus Award Plan and FY26 Long Term Incentive Plan. The RSUs vest in equal annual installments over three years.

3. Acquired shares pursuant to vesting of performance share units granted in August 2022.

4. These holdings have previously been reported on Form 4.

5. The options vest at a rate of 25% per year beginning on the first anniversary of the grant date.

6. The options vest ratably over a three year time period.

	/s/ F. Mark Reuter as Attorney-in-Fact for James E. Galeese	08/22/2025
	** 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).
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FAQ

What transactions did James E. Galeese report on Form 4 for LYTS?

The Form 4 reports vesting-related transactions on 08/20/2025: 11,192 RSUs (award) and 45,653 shares acquired upon vesting of performance share units, plus shares held in the deferred compensation plan.

How many common shares does the filing show as beneficially owned after the transactions?

The filing lists positions showing 145,980 and 191,633 common shares in the reported holdings following the transactions.

What types of equity compensation does Galeese hold according to the Form 4?

He holds common shares in a Non-Qualified Deferred Compensation Plan, restricted stock units (RSUs), vested performance share units, and multiple stock options with exercise prices and varying vesting schedules.

What are the exercise prices and expirations for the reported options?

The Form lists options with exercise prices of $9.15, $5.92, $4.94, $3.83 and $6.80, with exercisable/expiration dates extending through 2030 (specific dates are shown on the form).

Did the Form 4 report any open-market purchases or sales by Galeese?

No open-market cash purchases or public sales are reported; the transactions shown are awards and vesting events represented as acquisitions or position holdings.