Exec. VP, HR & General Counsel Caneris Thomas A exercised 4,587 shares at a strike of $16.50, covered exercise/tax liability with 2,138 shares and gifted 340 shares, increasing direct ownership by 1% to 86,302 units (SEC Form 4)
$LYTS
Building Products
Consumer Discretionary
| 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*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
LSI INDUSTRIES INC [ LYTS ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 10/07/2024 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 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) | 10/07/2024 | M | 4,587 | A | $16.5 | 89,711 | D | |||
| Common Shares(1) | 10/07/2024 | F | 2,138 | D | $16.5 | 87,573 | D | |||
| Common Shares | 10/07/2024 | G | 340 | D | $16.5 | 86,302 | D | |||
| Common Shares(2) | 145,947 | D | ||||||||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 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(3) | $4.04 | (4) | 08/05/2029 | Common Shares | 100,000 | 100,000 | D | ||||||||
| Option to Buy(3) | $3.83 | (5) | 08/21/2029 | Common Shares | 73,404 | 73,404 | D | ||||||||
| Optino to Buy(3) | $6.8 | (5) | 08/19/2030 | Common Shares | 21,928 | 21,928 | D | ||||||||
| Explanation of Responses: |
| 1. On October 8, 2021, the Reporting Person reported Issuer's grant of restricted stock units (RSUs) which vest in three equal annual installments. This Form 4 reports the annual vesting of the RSUs and withholding of shares by Issuer for the Reporting Person's tax obligations and updates end of period holdings. |
| 2. Common Shares held in the LSI Industries Inc. Non-Qualified Deferred Compensation Plan. |
| 3. These holdings have been previously reported on Form 4. |
| 4. Non-qualified stock option granted pursuant to the Employment Offer Letter dated June 13, 2019 between the Reporting Person and the Issuer as an inducement award outside the Issuer's 2012 Stock Incentive Plan in accordance with NASDAQ Listing Rule 5635(c)(4). The option vests as follows: 100,000 shares on August 5, 2022. The vesting of the option is subject to the Reporting Person's continued employment with the Issuer as Senior Vice President, Human Resources and General Counsel on August 5, 2022. |
| 5. The options vest ratably over a three year period. |
| /s/ F. Mark Reuter as Attorney-in-Fact for Thomas A. Caneris | 10/09/2024 | |
| ** 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. | ||