Item 5. Other Information
ITEM 5. OTHER INFORMATION
The Board of Directors has determined to hold the 2026 annual meeting of shareholders (the “2026 Annual Meeting”) on December 8, 2026. The time, location and details of the 2026 Annual Meeting will be specified in our 2026 proxy statement. Because the date of the 2026 Annual Meeting has been changed by more than 30 days since the first anniversary of our 2025 Annual Meeting held on November 4, 2025, the Board has set a new deadline for the receipt of any shareholder proposals submitted for the 2026 Annual Meeting.
If a shareholder desires to present a proposal for inclusion in our proxy statement for the 2026 Annual Meeting, the proposal must be submitted in writing to us for receipt not later than June 29, 2026. Additionally, to be included in our proxy materials, proposals must comply with the proxy rules relating to shareholder proposals, in particular Rule 14a - 8 under the Exchange Act. Shareholders who wish to raise a proposal for consideration at the 2026 Annual Meeting, but who do not wish to submit a proposal for inclusion in our proxy materials pursuant to Rule 14a - 8, should comply with our bylaws and deliver to us a copy of their proposal no later than August 10, 2026. If a shareholder fails to provide such notice, the respective proposal need not be addressed in our proxy materials and the proxies may exercise their discretionary voting authority if the proposal is raised at the 2026 Annual Meeting. In addition to satisfying the requirements of the advance notice provisions of our bylaws, shareholders who intend to solicit proxies in support of director nominees other than our nominees must provide us with the information required by Rule 14a - 19 (b) under the Exchange Act. In any case, proposals should be sent to LSI Industries Inc., 10000 Alliance Road, Cincinnati, Ohio 45242, Attention: Corporate Secretary.
ITEM 6. EXHIBITS
Exhibits:
2.1
Agreement and Plan of Merger dated February 20, 2026 by and among LSI Industries Inc., SRR Holdings, Inc. and Rhino Acquisition Company, Inc. (incorporated by reference from LSI’s Form 8-K filed on February 25, 2026)
10.1
Credit Agreement by and among LSI Industries Inc., the guarantors party thereto, the lenders party thereto, PNC Bank, National Association, and PNC Capital Markets LLC dated March 24, 2026 (incorporated by reference from LSI ’ s Form 8-K filed on March 24, 2026)
31.1
Certification of Principal Executive Officer required by Rule 13a-14(a)
31.2
Certification of Principal Financial Officer required by Rule 13a-14(a)
32.1
Section 1350 Certification of Principal Executive Officer
32.2
Section 1350 Certification of Principal Financial Officer
101.INS
Inline XBRL Instance Document
101.SCH
Inline XBRL Taxonomy Extension Schema Document
101.CAL
Inline XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF
Inline XBRL Taxonomy Extension Definition Linkbase Document
101.LAB
Inline XBRL Taxonomy Extension Label Linkbase Document
101.PRE
Inline XBRL Taxonomy Extension Presentation Linkbase Document
104
Cover Page Interactive Data File (formatted as Inline XBRL with applicable taxonomy extension information contained in Exhibits 101)
* Schedules and exhibits have been omitted pursuant to Item 601(b)(2) of Regulation S-K. The Company hereby undertakes to furnish supplemental copies of any of the omitted schedules and exhibits to the SEC upon its request.
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Table of Contents
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, thereunto duly authorized.
LSI Industries Inc.
By:
/s/ James A. Clark
James A. Clark
Chief Executive Officer and President
(Principal Executive Officer)
By:
/s/ James E. Galeese
James E. Galeese
Executive Vice President and Chief Financial Officer
(Principal Financial and Accounting Officer)
May 8, 2026
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Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.