LSI Industries Inc. filings document material-event disclosures for an operating manufacturer of commercial lighting, graphics and display solutions. Recent Form 8-K records cover quarterly operating results, Regulation FD presentation materials, GAAP and non-GAAP financial measures, and risk-factor and capital-structure disclosures tied to the company's business.
The filing record also documents material definitive agreements, including senior secured credit facilities, common stock offering activity, and financing arrangements used for working capital, general corporate purposes and growth initiatives. Governance disclosures include shareholder voting results for director elections, auditor ratification and advisory executive-compensation matters.
LSI INDUSTRIES INC (LYTS) reported that CEO and President James Anthony Clark disposed of 47,046 Common Shares over two days in late August 2026. On August 25, 2026, he disposed of 23,706 shares at $20.09 per share and on August 24, 2026, 23,340 shares at $19.78 per share. A footnote states these shares were delivered for payment of taxes upon vesting of restricted stock units and performance share units, rather than discretionary open‑market sales. Another footnote notes Common Shares held in the company’s Non-Qualified Deferred Compensation Plan.
LSI INDUSTRIES INC (LYTS) reported that an executive officer, serving as EVP, HR and General Counsel, disposed of common shares in transactions tied to equity compensation. On 2026-08-25, the officer sold 5,560 common shares at $20.09 per share, and on 2026-08-24 sold 5,474 common shares at $19.78 per share. Footnotes state these dispositions were shares withheld or sold for payment of taxes upon vesting of restricted stock units and performance share units, rather than discretionary open-market sales. A separate entry notes common shares held in the company’s Non-Qualified Deferred Compensation Plan.
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) director Ernest W. Marshall Jr. reported open-market purchases of the company’s common shares. On 2026-08-24 he purchased 1,300 shares at $19.77 per share and 700 shares at $19.65 per share, for a total of 2,000 common shares acquired in direct ownership.
LSI INDUSTRIES INC (LYTS) director Wilfred T. O'Gara reported an acquisition of 1,455 Common Shares on August 19, 2026, coded as a grant/award. These are restricted stock units that he elected to defer under the NEDDCP, with Column 5 also reflecting 8 shares from dividend reinvestment and shares held in a joint account with his spouse. Following this award, his direct holdings total 110,977 Common Shares.
LSI INDUSTRIES INC (LYTS) reported that director Ernest W. Marshall Jr. acquired equity-based compensation. On August 19, 2026, he received a grant of 1,455 common shares (reported as restricted stock units he elected to defer under the NEDDCP) at a reference price of $24.06 per share. After this award and an adjustment for 8 shares from dividend reinvestment, his directly held position increased to 26,643 shares.
LSI INDUSTRIES INC (LYTS) director Chantel E. Lenard reported acquiring 1,455 Common Shares-equivalent restricted stock units on 2026-08-19 at a reference value of $24.06 per share. These restricted stock units were elected to be deferred under the company’s NEDDCP, bringing her directly held total to 44,064 shares, with this figure adjusted to include 8 shares from dividend reinvestment. The filing indicates the transaction was an acquisition rather than a sale and was not made under a Rule 10b5-1 trading plan.
LSI INDUSTRIES INC (LYTS) reports that a director, as the reporting person, received a grant or other acquisition of 1,455 Common Shares on 2026-08-19 at $24.06 per share. These are restricted stock units the reporting person elected to defer under the NEDDCP, and the resulting direct holdings are 72,309 shares, with this amount adjusted for dividend reinvestment of 8 shares.
LSI INDUSTRIES INC (LYTS) director Ronald D. Brown reported an acquisition of 1,455 Common Shares on August 19, 2026, as a grant/award valued at $24.06 per share. The award consists of restricted stock units that vest one year from the grant date, bringing his directly held position to 79,228 shares.
LSI INDUSTRIES INC (LYTS) director Robert P. Beech reported an acquisition of equity-based compensation. On 2026-08-19, he received a grant of 1,455 Common Shares in the form of restricted stock units at a reference price of $24.06 per share. These RSUs vest one year from the grant date. Following this award, Beech’s directly held position is reported as 107,006 Common Shares.