LSI INDUSTRIES INC 8-K

What Happened LSI Industries Inc. announced an underwritten public offering of its common stock. On Feb 26, 2026 LSI entered an underwriting agreement with Oppenheimer & Co. as lead underwriter to sell 4,600,000 shares at $19.75 per share; the underwriters exercised a 30-day option in full on Feb 27, 2026 to purchase an additional 690,000 shares, bringing the total to 5,290,000 shares. The offering is expected to close on March 2, 2026, and net proceeds are expected to be approximately $98.1 million.

Key Details

• Shares offered: 4,600,000 primary shares plus 690,000 option shares exercised = 5,290,000 total
• Price: $19.75 per share; gross proceeds ≈ $104.43M, net proceeds ≈ $98.1M after fees and expenses
• Use of proceeds: (i) pay part of the purchase price for the proposed merger to acquire SRR Holdings, Inc. (“Royston”); (ii) repay borrowings under and support an amended Credit Facility with PNC (to be increased to $425 million under a Jan 21, 2026 commitment letter) to help fund the Royston acquisition expected to close in Q3 FY2026; and/or (iii) general working capital and corporate purposes
• Underwriter: Oppenheimer & Co. Inc. (representative); offering made under the company’s effective Form S-3 registration statement

Why It Matters This equity raise provides LSI with near-term cash to fund a planned acquisition (Royston) and to reduce or refinance borrowings under its credit facility, supporting the company’s growth-and-acquisition strategy. For investors, the offering is dilutive since new shares are being issued; it also signals management is using external capital to pursue acquisitions rather than funding entirely from existing cash or debt. The company disclosed customary underwriter agreements and forward-looking statement cautions; closing and actual benefits depend on customary conditions and future events.