SEC Form 4 · accession 0001238361-26-000005
LCI INDUSTRIES · LCII
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Jason Lippert
Officer — President , CEO · Director
Period of report
Jun 3, 2026
Accepted (ET)
Jun 5, 2026 · 4:16 pm EDT
Rule 10b5-1 plan
box not checked
Issuer CIK
0000763744
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | holding | — | — | — | 348,163 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Performance Stock UnitF10,F11,F1 | — | Jun 3, 2026 | D | 38,033 | D | Mar 1, 2028 | Mar 1, 2028 | Common Stock | 38,033 | 0 | D |
| Performance Stock UnitF12,F13,F1 | — | Jun 3, 2026 | D | 26,066 | D | Mar 1, 2029 | Mar 1, 2029 | Common Stock | 26,066 | 0 | D |
| Restricted Stock UnitF3,F1,F2 | — | holding | — | — | — | — | Jun 3, 2027 | Common Stock | 7,734 | 7,734 | D |
| Restricted Stock UnitF5,F1,F4 | — | holding | — | — | — | — | Jun 3, 2027 | Common Stock | 16,906 | 16,906 | D |
| Restricted Stock UnitF7,F1,F6 | — | holding | — | — | — | — | Jun 3, 2027 | Common Stock | 17,377 | 17,377 | D |
| Performance Stock UnitF9,F1,F8 | — | holding | — | — | — | Jun 3, 2027 | Jun 3, 2027 | Common Stock | 34,795 | 34,795 | D |
Explanation of responses
- F1Each Stock Unit represents a contingent right to receive one share of LCII Common Stock.
- F10Includes 357 stock unit(s) received as a result of regular cash dividends paid on reported payment date(s) March 27, 2026 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).
- F11Represents the forfeiture and cancellation of performance stock units previously granted to the Reporting Person on March 1, 2025, in connection with the Reporting Person's resignation from the Issuer on June 3, 2026, pursuant to the terms of the Separation Agreement and General Release.
- F12Includes 245 stock unit(s) received as a result of regular cash dividends paid on reported payment date(s) March 27, 2026 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).
- F13Represents the forfeiture and cancellation of performance stock units previously granted to the Reporting Person on March 1, 2026, in connection with the Reporting Person's resignation from the Issuer on June 3, 2026, pursuant to the terms of the Separation Agreement and General Release.
- F2Following the Reporting Person's resignation from the Issuer and pursuant to the related Separation Agreement and General Release, these restricted stock units will vest on June 3, 2027. These restricted stock units were originally scheduled to vest ratably each year on the first through third anniversaries of the grant date, which was March 1, 2024.
- F3Includes 72 stock unit(s) received as a result of regular cash dividends paid on reported payment date(s) March 27, 2026 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).
- F4Following the Reporting Person's resignation from the Issuer and pursuant to the related Separation Agreement and General Release, these restricted stock units will vest on June 3, 2027. These restricted stock units were originally scheduled to vest ratably each year on the first through third anniversaries of the grant date, which was March 1, 2025.
- F5Includes 159 stock unit(s) received as a result of regular cash dividends paid on reported payment date(s) March 27, 2026 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).
- F6Following the Reporting Person's resignation from the Issuer and pursuant to the related Separation Agreement and General Release, these restricted stock units will vest on June 3, 2027. These restricted stock units were originally scheduled to vest ratably each year on the first through third anniversaries of the grant date, which was March 1, 2026.
- F7Includes 163 stock unit(s) received as a result of regular cash dividends paid on reported payment date(s) March 27, 2026 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).
- F8These Performance Stock Units ("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 2026. Earned PSUs, if any, will vest on June 3, 2027, pursuant to the Separation Agreement and General Release between the Reporting Person and the Issuer dated June 3, 2026. These PSUs were originally scheduled to vest, if earned, on March 1, 2027.
- F9Includes 327 stock unit(s) received as a result of regular cash dividends paid on reported payment date(s) March 27, 2026 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).
Remarks
Effective June 3, 2026, the Reporting Person retired and resigned from his positions as Director, Chief Executive Officer, and President of the Issuer. As such, this Form 4 serves as the Reporting Person's voluntary exit filing.