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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) May 21, 2021

LSI INDUSTRIES INC.

(Exact name of Registrant as Specified in its Charter)

Ohio		01-13375		31-0888951
(State or Other Jurisdiction of Incorporation)		(Commission File Number)		(IRS Employer Identification No.)

	10000 Alliance Road, Cincinnati, Ohio	45242
	(Address of Principal Executive Offices)	(Zip Code)

Registrant’s telephone number, including area code (513) 793-3200

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, no par value	LYTS	NASDAQ

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (17CFR §240.12b-2 of this chapter) Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act ☐

Item 8.01 – Other Events.

On May 25, 2021, LSI Industries Inc., an Ohio corporation (“LSI”), issued a press release announcing that on May 21, 2021, LSI granted restricted stock unit awards and performance stock unit awards to certain new employees of in connection with LSI’s acquisition of JSI Holding Corp. and its entry into employment agreements with the employees. The awards are issued as a material inducement to their acceptance of employment with LSI in accordance with NASDAQ Listing Rule 5635(c)(4) and were approved by LSI’s Compensation Committee. A copy of the press release is filed herewith as Exhibit 99.1 to this Report on Form 8-K and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d)		Exhibits.

Exhibit No.		Description

99.1		LSI Industries Inc. Press Release dated May 25, 2021

104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

		LSI INDUSTRIES INC.

		By:/s/ Thomas A. Caneris
		Thomas A. Caneris
		Senior Vice President Human Resources and General Counsel

Dated: May 25, 2021

EX-99.1 2 ex_252723.htm EXHIBIT 99.1 ex_252723.htm

Exhibit 99.1

FOR IMMEDIATE RELEASE	CONTACT:	NOEL RYAN
DATE: MAY 25, 2021		(513) 372-3012

LSI INDUSTRIES INC. REPORTS INDUCEMENTS GRANT UNDER NASDAQ LISTING RULES

Cincinnati, OH; May 25, 2021 – LSI Industries Inc. (NASDAQ: LYTS) today announced the grant of inducement awards as follows: 146,029 performance stock unit awards and 36,506 restricted stock unit awards. The awards were made to six new employees formerly of JSI Holding Corp., a company LSI announced it acquired on May 24, 2021, and are subject to the terms and conditions of LSI’s 2019 Omnibus Award Plan. The awards were granted as an inducement material to the new employees becoming employees of LSI in accordance with Nasdaq Listing Rule 5635(c)(4) and have been approved by LSI’s Compensation Committee. The PSUs vest in three years subject to the satisfaction of cumulative EBITDA and revenue performance goals. The RSUs cliff vest after three years.

About LSI Industries Inc.

Headquartered in Blue Ash, Ohio (Greater Cincinnati), LSI Industries is a leading producer of high-performance, American-made lighting solutions. The Company’s strength in outdoor lighting applications creates opportunities for it to introduce additional solutions to its valued customers. LSI’s indoor and outdoor products and services, including its digital and print graphics capabilities, are valued by architects, engineers, distributors and contractors for their quality, reliability and innovation. The Company’s products are used extensively in automotive dealerships, petroleum stations, quick service restaurants, grocery stores and pharmacies, retail establishments, sports complexes, parking lots and garages, and commercial and industrial buildings. LSI has approximately 1,100 employees at seven manufacturing plants in the United States, including its corporate headquarters. Additional information about LSI is available at www.lsicorp.com.

Forward-Looking Statements

For details on the uncertainties that may cause our actual results to be materially different than those expressed in our forward-looking statements, visit http://www.lsi-industries.com/fls as well as our Annual Reports on Form 10-K and Quarterly Reports on Form 10-Q which contain risk factors.

INVESTOR CONTACT

Noel Ryan, IRC
720.778.2415
LYTS@vallumadvisors.com

MEDIA CONTACT

Mike Wallner
Senior Manager, Communications
513.372.3417
mike.wallner@lsi-industries.com