LSI Industries 8K Submission of Matters to a Vote of Security Holders

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) November 5, 2024

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 5.07 – Submission of Matters to a Vote of Security Holders.

The Annual Meeting of Shareholders of LSI Industries Inc. (“LSI” or the “Company”) was held on November 5, 2024 at which the following matters were submitted to a vote of shareholders:

(a) Votes regarding the election of seven directors.

Name	For	Withheld	Broker Non-Votes
Robert P. Beech	19,016,933	3,753,189	3,575,651
Ronald D. Brown	20,209,598	2,560,524	3,575,651
James A. Clark	21,564,962	1,205,160	3,575,651
Amy L. Hanson	21,002,344	1,767,778	3,575,651
Chantel E. Lenard	21,819,028	951,094	3,575,651
Ernest W. Marshall, Jr.	19,667,745	3,102,377	3,575,651
Wilfred T. O’Gara	20,920,117	1,850,005	3,575,651

(b) Votes regarding the ratification of the Audit Committee’s appointment of Grant Thornton LLP as LSI’s Independent Registered Public Accounting Firm for fiscal 2025.

For	Against	Abstain
24,334,990	2,000,568	10,215

For	Against	Abstain	Broker Non-Votes
22,192,193	530,804	47,125	3,575,651

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.

		/s/ Thomas A. Caneris
		Thomas A. Caneris
		Executive Vice President, Human Resources & General Counsel
November 5, 2024

LSI Industries (LYTS) 8-KSubmission of Matters to a Vote of Security Holders