A maker of lighting fixtures and retail displays, founded in 1976 in the Cincinnati area as Lighting Systems Inc. when founder Bob Ready noticed poorly lit gas stations during the shift to self-service refueling. Today it builds indoor and outdoor lighting for convenience stores, restaurants and parking lots, plus signage, digital menu boards, refrigerated displays and custom millwork for multi-site retail programs across the U.S.
LSI Industries adopts FY2027 LTIP and STIP, grants CEO $2.5M LTIP target and $3M retention RSUs, raises salary to $900K
On August 19, 2026, the Compensation Committee adopted the FY2027 Long Term Incentive Plan (LTIP) and Short Term Incentive Plan (STIP) for named executive officers and other employees.
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LTIP grants: CEO James Clark received a $2.5M target (41,563 RSUs, 62,344 PSUs); EVP & CFO James Galeese $540K target (8,978 RSUs, 13,466 PSUs); EVP HR & GC Thomas Caneris $440K target (7,316 RSUs, 10,972 PSUs).
PSUs vest based on three-year cumulative Adjusted EBITDA (50% weight) and RONA (50% weight) for fiscal years 2026-2029, with payout from 0% to 200% of target.
CEO James Clark received a $3,000,000 retention RSU award that cliff vests on the third anniversary, with accelerated one-third vesting if a five-year strategic plan is approved within one year.
CEO's annual base salary increased to $900,000 effective September 1, 2026; STIP bonus targets are 100% of base salary for CEO, 80% for CFO, and 60% for EVP HR & GC.
STIP awards are cash-based, with 80% weight on Adjusted EBITDA and 20% on Net Sales for fiscal year ending June 30, 2027.
5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements
LSI Industries CFO James E. Galeese to retire on August 31, 2027; successor search underway
James E. Galeese, Executive Vice President and Chief Financial Officer, notified LSI Industries' Board on August 19, 2026, of his planned retirement effective August 31, 2027.
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Galeese will remain in his current role for approximately one year to allow an orderly transition and successor search.
The retirement is not due to any disagreement with the Company on operations, policies, or practices.
LSI has initiated a formal search for a successor, led by the Executive Committee with a global executive search firm, considering internal and external candidates, with a successor expected to be named in the first half of calendar year 2027.
Galeese, CFO since 2017, intends to support LSI on an advisory basis after his tenure ends.
5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements · 9.01 Financial Statements and Exhibits
LSI Industries reports fiscal Q3 2026 net sales of $150.5M, up 14% y/y
Net sales for the quarter ended March 31, 2026 were $150.5 million, a 14% increase year-over-year, including six days of Royston Group contribution; excluding Royston, sales rose 9%.
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Net income was $2.1 million, or $0.06 per diluted share; adjusted net income was $9.6 million, or $0.28 per diluted share, up 52% year-over-year.
Adjusted EBITDA was $15.0 million, up 34% year-over-year, with adjusted EBITDA margin improving 150 basis points to 10.0%.
The company completed the acquisition of Royston Group on March 24, 2026, issuing approximately 5.5 million shares in March 2026 to help finance the transaction.
A quarterly cash dividend of $0.05 per share was declared, payable May 12, 2026, to shareholders of record on May 4, 2026.
2.02 Results of Operations and Financial Condition · 7.01 Regulation FD Disclosure · 9.01 Financial Statements and Exhibits
LSI Industries completes $325M acquisition of Royston Group
LSI Industries completed its acquisition of Royston Group on March 24, 2026, for $325 million, consisting of $320 million in cash and $5 million in LSI common stock.
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The acquisition was funded through a new $350 million senior secured credit facility with PNC and proceeds from a public offering of common stock completed on March 2, 2026.
Royston, a provider of retail store fixtures, signage, and display cases, generated approximately $272 million in revenue and $38 million in adjusted EBITDA for the twelve months ended September 30, 2025.
Royston's results will be included in LSI's Display Solutions segment starting in fiscal 2026 Q3, with about six days of contribution in that quarter.
LSI expects the acquisition to create a leading integrated retail branding solutions platform across lighting, fixtures, signage, and display cases.
1.01 Entry into a Material Definitive Agreement · 2.01 Completion of Acquisition or Disposition of Assets · 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement · 7.01 Regulation FD Disclosure · 9.01 Financial Statements and Exhibits
LSI Industries prices $90M common stock offering at $19.75/share
LSI Industries entered an underwriting agreement with Oppenheimer & Co. for a public offering of 4,600,000 shares at $19.75 per share, with gross proceeds of about $90 million.
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The underwriters exercised their option to purchase an additional 690,000 shares, bringing total shares sold to 5,290,000.
Net proceeds are expected to be approximately $98.1 million, to be used for the proposed acquisition of SRR Holdings (Royston), repayment of credit facility borrowings, and general corporate purposes.
The offering is expected to close on March 2, 2026, subject to customary conditions.
The Royston acquisition is expected to close in the third quarter of fiscal year 2026.
1.01 Entry into a Material Definitive Agreement · 8.01 Other Events · 9.01 Financial Statements and Exhibits