SEC Form 4 filed by EVP, CLO, CHRO, & Corp Sec Namenye Andrew J
$LCII
Auto Parts:O.E.M.
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
LCI INDUSTRIES [ LCII ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 04/16/2025 | ||||||||||||||||||||||||||
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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 Stock | 26,229 | 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 | ||||||||
| Restricted Stock Unit | (1) | (2) | 03/01/2026 | Common Stock | 1,421 | 1,421(3) | D | ||||||||
| Restricted Stock Unit | (1) | (4) | 03/01/2027 | Common Stock | 2,615 | 2,615(5) | D | ||||||||
| Restricted Stock Unit | (1) | (6) | 03/01/2028 | Common Stock | 4,285 | 4,285(7) | D | ||||||||
| Restricted Stock Unit | (1) | 04/16/2025 | A | 611 | (8) | 03/01/2028 | Common Stock | 611 | $0 | 611 | D | ||||
| Performance Stock Unit | (1) | 03/01/2026 | 03/01/2026 | Common Stock | 7,108 | 7,108(9) | D | ||||||||
| Performance Stock Unit | (1) | 03/01/2027 | 03/01/2027 | Common Stock | 5,881 | 5,881(10) | D | ||||||||
| Performance Stock Unit | (1) | 03/01/2028 | 03/01/2028 | Common Stock | 6,428 | 6,428(11) | D | ||||||||
| Performance Stock Unit | (1) | 04/16/2025 | A | 917(12) | 03/01/2028 | 03/01/2028 | Common Stock | 917 | $0 | 917 | 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. Includes 18 stock unit(s) received as a result of regular cash dividends paid on reported payment date(s) March 21, 2025 to holders of registrant's common stock on the related reported record date(s). In accordance with the registrant's 2018 Omnibus Incentive Plan for underlying units granted under that plan, holders of stock units on the reported dividend record date(s) received additional dividend equivalent stock unit(s) subject to the same terms and conditions as the underlying stock units held on the reported record date(s). |
| 4. These restricted stock units vest ratably each year on the first through third anniversaries of the grant date, which was March 1, 2024. |
| 5. Includes 34 stock unit(s) received as a result of regular cash dividends paid on reported payment date(s) March 21, 2025 to holders of registrant's common stock on the related reported record date(s). In accordance with the registrant's 2018 Omnibus Incentive Plan for underlying units granted under that plan, holders of stock units on the reported dividend record date(s) received additional dividend equivalent stock unit(s) subject to the same terms and conditions as the underlying stock units held on the reported record date(s). |
| 6. These restricted stock units vest ratably each year on the first through third anniversaries of the grant date, which was March 1, 2025. |
| 7. Includes 55 stock unit(s) received as a result of regular cash dividends paid on reported payment date(s) March 21, 2025 to holders of registrant's common stock on the related reported record date(s). In accordance with the registrant's 2018 Omnibus Incentive Plan for underlying units granted under that plan, holders of stock units on the reported dividend record date(s) received additional dividend equivalent stock unit(s) subject to the same terms and conditions as the underlying stock units held on the reported record date(s). |
| 8. These Restricted Stock Units ("RSUs") were granted in connection with the reporting person's assumption of additional duties and role as Chief Human Resources Officer. These RSUs vest ratably each year in thirds on the first through third anniversaries of March 1, 2025. |
| 9. Includes 92 stock unit(s) received as a result of regular cash dividends paid on reported payment date(s) March 21, 2025 to holders of registrant's common stock on the related reported record date(s). In accordance with the registrant's 2018 Omnibus Incentive Plan for underlying units granted under that plan, holders of stock units on the reported dividend record date(s) received additional dividend equivalent stock unit(s) subject to the same terms and conditions as the underlying stock units held on the reported record date(s). |
| 10. Includes 76 stock unit(s) received as a result of regular cash dividends paid on reported payment date(s) March 21, 2025 to holders of registrant's common stock on the related reported record date(s). In accordance with the registrant's 2018 Omnibus Incentive Plan for underlying units granted under that plan, holders of stock units on the reported dividend record date(s) received additional dividend equivalent stock unit(s) subject to the same terms and conditions as the underlying stock units held on the reported record date(s). |
| 11. Includes 83 stock unit(s) received as a result of regular cash dividends paid on reported payment date(s) March 21, 2025 to holders of registrant's common stock on the related reported record date(s). In accordance with the registrant's 2018 Omnibus Incentive Plan for underlying units granted under that plan, holders of stock units on the reported dividend record date(s) received additional dividend equivalent stock unit(s) subject to the same terms and conditions as the underlying stock units held on the reported record date(s). |
| 12. These Performance Stock Units ("PSUs") were granted in connection with the reporting person's assumption of additional duties and role as Chief Human Resources Officer. These 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 2027. Earned PSUs, if any, will vest on March 1, 2028. |
| Remarks: |
| /s/ Andrew J. Namenye | 04/18/2025 | |
| ** 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). | ||
| 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. | ||