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Companies LSI Industries Inc

LSI Industries (LYTS): executive pay, fiscal 2026

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CEO total pay$3,395,505CEO James Clark · source
Say-on-pay support95.13%Latest vote · source
CEO vs. named peers40th pct.Of 15 peer CEOs
CEO pay ratio70:1To the median employee · source

CEO pay, last three years

  • $3,077,598FY2024
  • $3,376,388FY2025
  • $3,395,505FY2026

CEO total pay was $3,395,505 in fiscal 2026, up from $3,376,388 in fiscal 2025.

FY2026: salary $765,342 · bonus $0 · stock awards $1,500,000 · option awards $0

Executives and directors

Frequently asked questions

Who was the highest-paid executive at LSI Industries Inc in fiscal 2026?
As disclosed, James Clark (Chief Executive Officer) was the highest-paid executive at LSI Industries Inc in fiscal 2026, with total compensation of $3,395,505.
How does LSI Industries Inc's chief executive pay compare to its disclosed peer group?
As disclosed, James Clark's total compensation ranked at the 40th percentile of LSI Industries Inc's disclosed peer group.
What is LSI Industries Inc's CEO-to-median employee pay ratio?
As disclosed, LSI Industries Inc's CEO-to-median employee pay ratio was 70:1.
How did shareholders vote on LSI Industries Inc's executive compensation?
As disclosed, 95.13% of shareholders supported LSI Industries Inc's executive compensation in the latest say-on-pay vote.
How much does LSI Industries Inc spend in total on board compensation for fiscal 2026?
As disclosed, LSI Industries Inc reported total board compensation of $894,000 for fiscal 2026.

Answers are drawn only from the figures disclosed in this brief and cited to their location in the source filing. Where a figure required for an answer is not disclosed, that is stated rather than estimated.

Full detail

Every table from the filing. Open any section.

Summary compensation table
Named executive officerSalaryBonusStock awardsOption awardsNon-equity incentivePension / NQDCAll otherTotal
James Clark$765,342$0$1,500,000$0$964,345$0$165,818$3,395,505
Chief Executive Officer
James Galeese446,5650540,0000347,139064,3381,398,042
EVP, Chief Financial Officer
Thomas Caneris427,1040440,0000332,001087,4211,286,536
EVP, HR & General Counsel

A dash means the company reported no figure in that column; 0 means it reported zero. Figures are as printed in the filing, without adjustment.

Three-year trend — total compensation per named executive

Named executive officerFY2026 totalFY2025 totalFY2024 totalΔ FY2025→2026
James Clark$3,395,505$3,376,388$3,077,598↑ +19,117
James Galeese1,398,0421,386,7101,268,190↑ +11,332
Thomas Caneris1,286,536996,715913,992↑ +289,821

Prior-year totals as disclosed in the corresponding proxy; deltas are computed values with the derivation shown in the register.

Incentive-plan design — the Compensation Discussion & Analysis

In general, the Company seeks to provide target compensation opportunities that are competitive with its peer group companies and other compensation data sources, as provided by FW Cook. There may be instances which indicate the need to pay above target level compensation and the Company is prepared to do so within reasonable limits.

CEO STI target (% of salary)80%
CEO LTI target (% of salary)—
Independent consultantFW Cook
Clawback policyTrue
Anti-hedgingTrue
Anti-pledgingTrue
Equity grants and outstanding awards

Grants of plan-based awards — fiscal year 2026

ExecutiveAwardGrant dateThresholdTargetGrantedMaximumGrant-date fair value
James GaleeseOPTION2025-08-20378,000540,00011,192864,000$540,000
James ClarkOPTION2025-08-201,050,0001,500,00031,0882,400,0001,500,000
Thomas CanerisOPTION2025-08-20308,000440,0009,119704,000440,000

Vehicle mix — grant-date fair value by award type

Named executive officerTime-vested (RSU)Performance-vested (PSU)Options / SARs% performance-vested
James Galeese$0$0$540,0000.0%
James Clark001,500,0000.0%
Thomas Caneris00440,0000.0%

% performance-vested = PSU grant-date fair value ÷ (RSU + PSU + Options), a computed value with the derivation shown in the register.

Outstanding equity awards at fiscal year-end 2026

ExecutiveAwardShares unvestedExercise priceMarket value unvested
Thomas CanerisRSU3,518—$93,508
James GaleeseRSU5,756—152,994
Thomas CanerisRSU5,928—157,566
Thomas CanerisRSU9,119—242,383
James GaleeseRSU9,700—257,826
James GaleeseRSU11,192—297,483
Thomas CanerisPSU13,271—352,743
Thomas CanerisPSU13,679—363,588
Thomas CanerisPSU15,517—412,442
James ClarkRSU15,988—424,961
James GaleesePSU16,788—446,225
James GaleesePSU21,716—577,211
James GaleesePSU25,392—674,919
James ClarkRSU26,944—716,172
James ClarkRSU31,088—826,319
James ClarkPSU46,632—1,239,479
James ClarkPSU60,322—1,603,359
James ClarkPSU70,533—1,874,767
Director compensation
DirectorCash feesStock awardsOption awardsNon-equity incentiveAll otherTotal
Wilfred T. O'GaraIndependent · Board Chair · Executive (Chair) · Nominating and Corporate Governance$135,000$45,000——$0$225,000
Amy L. HansonIndependent · Audit (Chair) · Nominating and Corporate Governance90,00045,000——0180,000
Ronald D. BrownIndependent · Executive · Compensation (Chair)85,50090,000——0175,500
Robert P. BeechIndependent · Audit · Nominating and Corporate Governance (Chair)83,50090,000——0173,500
Chantel E. LenardIndependent · Audit · Compensation70,00045,000——0160,000
Ernest W. Marshall JrIndependent · Compensation70,00045,000——0160,000
James A. ClarkEmployee director · Executive—————0

Board fee structure and ownership guideline

Annual cash retainer$70,000
Annual equity retainer$90,000
Per board meeting fee—
Committee chair fees (audit / comp / nom-gov)17,500 / 15,500 / 13,500
Stock ownership guideline$5

Total cost of the board

ComponentFY2026
Cash retainers and fees$534,000
Equity awards (grant-date value)$360,000
All other compensation$0
Total cost of the board$894,000

Computed as the sum of the director compensation table rows above; inputs and formula shown in the register.

Peer group, and who names LSI Industries as a peer

Companies that benchmark against LYTS

5 companies name LYTS as a compensation peer

Each company listed discloses LYTS in its own benchmarking peer group, as disclosed in each company's most recent proxy statement within the last two proxy seasons. Two companies are therefore absent by design: one that named LYTS in an earlier year and no longer does, and one whose own most recent disclosure is older than the last two seasons.

Disclosed peer group — fiscal year 2026

The compensation peer group as the company disclosed it in its own proxy — the reference set behind the percentile above.

Peer reciprocity

The companies LSI Industries Inc names as compensation peers that name it back in their own disclosed peer groups.

Chief executive pay against the peer group

Most recent fiscal-year chief executive compensation at each disclosed peer, taken from that company’s own proxy statement.

RankCompanyFYChief executiveSalaryStock awardsOption awardsNon-equity incentiveTotal
1Methode Electronics Inc.2026Jonathan DeGaynor$1,018,269$4,456,045$0$2,562,500$8,090,755
2Hayward Holdings2025Kevin Holleran975,9624,113,20401,325,0006,736,782
3Trex Company Inc.2025Bryan Fairbanks950,0003,836,050676,9501,074,1466,582,168
4Standex International Corp.2026David Dunbar936,4364,135,8190560,4576,407,973
5Apogee Enterprises, Inc.2026Ty Silberhorn627,3082,283,41901,208,5006,075,286
6CTS Corp.2025Kieran O'Sullivan856,3202,900,0490975,7804,758,899
7Gibraltar Industries2025William Bosway908,2693,202,4400274,5004,731,001
8Janus International Group2025Ramey Jackson895,0002,490,9850805,5004,198,985
9Allient Inc.2025Richard Warzala740,0001,110,03501,615,2323,530,820
10LSI Industries Inc2026James Clark765,3421,500,0000964,3453,395,505
11Ameresco, Inc.2025George Sakellaris1,500,000155,1001,385,99903,339,804
12Ceco Environmental Corp.2024Todd Gleason717,3831,627,505289,575382,6563,051,771
13L.B. Foster Company2025John Kasel790,4171,319,3570654,4002,920,512
14Gorman-Rupp Company2025Scott King717,500750,000002,187,652
15Orion Group Holdings Inc.2025Paul McDowell584,000659,9060746,9362,080,319
16Daktronics, Inc.2026Ramesh Jayaraman188,462544,3750128,3311,098,324

Each peer’s compensation is from its most recently filed proxy; fiscal years differ by company. Each peer’s figures come from its own filings; the subject company is highlighted. Peers whose chief executive compensation is outside our coverage universe are stated as such, never left blank.

Incentive design against the same peers

CompanyAnnual incentive payoutLong-term vehicle mixPSU measures include TSRCompensation consultant
LSI Industries Inc154.6%PSU 60 · RSU 40NoFW Cook
Allient Inc.not disclosednot disclosedNoBurke Capital Group
Ameresco, Inc.95%not disclosedNoFW Cook
Apogee Enterprises, Inc.not disclosedRSU 50 · PSU 50NoMeridian Compensation Partners, LLC (current); Willis Towers Watson (through September 2025)
Ceco Environmental Corp.40%PSU 75 · Options 25NoMeridian Compensation Partners LLC
CTS Corp.112.8%not disclosedYes — Relative Total Shareholder Return (RTSR) ModifierExequity, LLP
Daktronics, Inc.102%RSU 75 · PSU 25NoKorn Ferry
Gibraltar Industries25%PSU 64 · RSU 36NoWTW
Gorman-Rupp Companynot disclosednot disclosednot disclosedSemler Brossy Consulting Group
Hayward Holdingsnot disclosednot disclosednot disclosedPearl Meyer
Janus International Groupnot disclosedPSU 50 · RSU 50not disclosedMercer
L.B. Foster Companynot disclosedPSU 60 · Restricted Stock 40not disclosedPay Governance
Methode Electronics Inc.200%RSU 50 · PSU 50Yes — Total Shareholder Return (TSR)Frederic W. Cook & Co., Inc.
Orion Group Holdings Inc.not disclosedPSU 60 · RSU 40Yes — absolute TSR performanceFerguson Partners Consulting L.P.
Standex International Corp.not disclosedRSU 50 · PSU 50Yes — Relative TSRMeridian
Trex Company Inc.not disclosednot disclosednot disclosedKorn/Ferry International

Read from each company’s Compensation Discussion and Analysis: annual incentive payout as a percentage of target, the disclosed long-term vehicle mix, whether performance-share measures include a total shareholder return component, and the retained compensation consultant. “Not disclosed” appears only where the company’s filing does not state the item.

Say-on-pay history and pay ratio
Meeting yearMeeting dateForAgainstAbstainSupportOutcome
20252025-11-0421,175,7731,085,03335,83795.13%Passed
20242024-11-0522,192,193530,80447,12597.66%Passed
20242024-11-0522,192,193530,80447,12597.66%Passed
20232023-11-0121,734,663167,28365,67699.24%Passed
20222022-11-0118,802,928238,584100,58198.75%Passed
20212021-11-0217,884,682290,419286,70598.4%Passed

Rows are labeled by annual-meeting year, with the meeting date beside each; the vote held in a given year acts on the prior fiscal year’s compensation.

Say-on-pay — history, company’s computation

Meeting yearMeeting dateApproval — company’s computation
20252025-11-0495.13%a
20242024-11-0597.66%b
20242024-11-0597.66%c

a. Voting standard not stated in the filing.

b. Approved under the standard stated in the filing — “Abstentions and shares otherwise not voted for any reason, including broker non-votes, will be considered as present at the meeting for the purpose of determining the presence of a quorum and have no effect on the outcome of any vote taken at the Annual Meeting, except as otherwise described herein.”.

c. Approved under the standard stated in the filing — “Abstentions and shares otherwise not voted for any reason, including broker non-votes, will be considered as present at the meeting for the purpose of determining the presence of a quorum and have no effect on the outcome of any vote taken at the Annual Meeting, except as otherwise described herein.”.

Approval percentages are the company’s own reported computations under its own stated standard, not recomputed by Velarion. Where a company does not state a standard, none is assumed.

CEO pay ratio

Ratio (CEO : median employee)70 : 1
CEO total compensation$3,395,505
Median employee compensation$48,500
Insider trades since the proxy

No insider equity transactions reported since the proxy statement.

Sources (39 citations)

Each figure is listed with the filing it comes from, where it appears in that filing, and the value as printed. Any figure can be independently confirmed against the source.

  • Section 01, James Clark. DEF 14A, filed 2026-10-09. Section “Executive Compensation” · page 30. As printed: 3,395,505. View filing ↗
  • Section 01, James Galeese. DEF 14A, filed 2026-10-09. Section “Executive Compensation”. As printed: 1,398,042. View filing ↗
  • Section 01, Thomas Caneris. DEF 14A, filed 2026-10-09. Section “Executive Compensation”. As printed: 1,286,536. View filing ↗
  • Section 03, James Galeese OPTION. DEF 14A, filed 2026-10-09. Section “Executive Compensation” · grants of plan-based awards table. View filing ↗
  • Section 03, James Clark OPTION. DEF 14A, filed 2026-10-09. Section “Executive Compensation” · grants of plan-based awards table. View filing ↗
  • Section 03, Thomas Caneris OPTION. DEF 14A, filed 2026-10-09. Section “Executive Compensation” · grants of plan-based awards table. View filing ↗
  • Section 07, pay ratio. DEF 14A, filed 2026-10-09. Section “CEO Pay Ratio”. As printed: 70 : 1. View filing ↗
  • Section 08, Wilfred T. O'Gara. DEF 14A. Section “Director Compensation”. As printed: 225,000.
  • Section 08, Amy L. Hanson. DEF 14A. Section “Director Compensation”. As printed: 180,000.
  • Section 08, Ronald D. Brown. DEF 14A. Section “Director Compensation”. As printed: 175,500.
  • Section 08, Robert P. Beech. DEF 14A. Section “Director Compensation”. As printed: 173,500.
  • Section 08, Chantel E. Lenard. DEF 14A. Section “Director Compensation”. As printed: 160,000.
  • Section 08, Ernest W. Marshall Jr. DEF 14A. Section “Director Compensation”. As printed: 160,000.
  • Section 08, James A. Clark. DEF 14A. Section “Director Compensation”. As printed: 0.
  • Section 06, 2025 vote. Form 8-K, filed 2025-11-10. Item 5.07 · say-on-pay result. As reported: 95.13% (votes for as printed: 21,175,773). View filing ↗
  • Section 06, 2024 vote. Form 8-K, filed 2024-11-05. Item 5.07 · say-on-pay result. As reported: 97.66% (votes for as printed: 22,192,193). View filing ↗
  • Section 06, 2024 vote. Form 8-K, filed 2024-11-05. Item 5.07 · say-on-pay result. As reported: 97.66% (votes for as printed: 22,192,193). View filing ↗
  • Section 01 trend, Δ column (computed). Computed. Δ = current-FY total − prior-FY total per named officer.
  • Section 03b vehicle mix (computed). Computed. RSU / PSU / Options grant-date fair values summed per officer from the grants table; % performance-vested = PSU ÷ (RSU+PSU+Options).
  • Section 09b board cost (computed). Computed. Cash 534,000 + equity 360,000 + all other 0 = 894,000, summed across the director compensation table rows.
  • Methode Electronics Inc., Section 10b CEO total. DEF 14A, filed 2026-07-31. CEO total compensation as printed in Methode Electronics Inc.'s own proxy. As printed: 8,090,755. View filing ↗
  • Hayward Holdings, Section 10b CEO total. DEF 14A, filed 2026-04-02. CEO total compensation as printed in Hayward Holdings's own proxy. As printed: 6,736,782. View filing ↗
  • Trex Company Inc., Section 10b CEO total. DEF 14A, filed 2026-03-16. CEO total compensation as printed in Trex Company Inc.'s own proxy. As printed: 6,582,168. View filing ↗
  • Standex International Corp., Section 10b CEO total. DEF 14A, filed 2026-09-04. CEO total compensation as printed in Standex International Corp.'s own proxy. As printed: 6,407,973. View filing ↗
  • Apogee Enterprises, Inc., Section 10b CEO total. DEF 14A, filed 2026-05-12. CEO total compensation as printed in Apogee Enterprises, Inc.'s own proxy. As printed: 6,075,286. View filing ↗
  • CTS Corp., Section 10b CEO total. DEF 14A, filed 2026-04-02. CEO total compensation as printed in CTS Corp.'s own proxy. As printed: 4,758,899. View filing ↗
  • Gibraltar Industries, Section 10b CEO total. DEF 14A, filed 2026-04-06. CEO total compensation as printed in Gibraltar Industries's own proxy. As printed: 4,731,001. View filing ↗
  • Janus International Group, Section 10b CEO total. DEF 14A, filed 2026-04-24. CEO total compensation as printed in Janus International Group's own proxy. As printed: 4,198,985. View filing ↗
  • Allient Inc., Section 10b CEO total. DEF 14A, filed 2026-03-26. CEO total compensation as printed in Allient Inc.'s own proxy. As printed: 3,530,820. View filing ↗
  • LSI Industries Inc (subject), Section 10b CEO total. DEF 14A, filed 2026-10-09. CEO total compensation as printed in LSI Industries Inc's own proxy. As printed: 3,395,505. View filing ↗
  • Ameresco, Inc., Section 10b CEO total. DEF 14A, filed 2026-04-23. CEO total compensation as printed in Ameresco, Inc.'s own proxy. As printed: 3,339,804. View filing ↗
  • Ceco Environmental Corp., Section 10b CEO total. DEF 14A, filed 2025-04-10. CEO total compensation as printed in Ceco Environmental Corp.'s own proxy. As printed: 3,051,771. View filing ↗
  • L.B. Foster Company, Section 10b CEO total. DEF 14A, filed 2026-04-10. CEO total compensation as printed in L.B. Foster Company's own proxy. As printed: 2,920,512. View filing ↗
  • Gorman-Rupp Company, Section 10b CEO total. DEF 14A, filed 2026-03-23. CEO total compensation as printed in Gorman-Rupp Company's own proxy. As printed: 2,187,652. View filing ↗
  • Orion Group Holdings Inc., Section 10b CEO total. DEF 14A, filed 2026-03-20. CEO total compensation as printed in Orion Group Holdings Inc.'s own proxy. As printed: 2,080,319. View filing ↗
  • Daktronics, Inc., Section 10b CEO total. DEF 14A, filed 2026-07-28. CEO total compensation as printed in Daktronics, Inc.'s own proxy. As printed: 1,098,324. View filing ↗
  • Section 10a, L.B. Foster Company reciprocity. DEF 14A. L.B. Foster Company names LSI Industries Inc in its own disclosed peer group (read from its most recent proxy). View filing ↗
  • Section 10a, Allient Inc. reciprocity. DEF 14A. Allient Inc. names LSI Industries Inc in its own disclosed peer group (read from its most recent proxy). View filing ↗
  • Section 10a, Daktronics, Inc. reciprocity. DEF 14A. Daktronics, Inc. names LSI Industries Inc in its own disclosed peer group (read from its most recent proxy). View filing ↗
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