LCI INDUSTRIES·4

Mar 3, 4:39 PM ET

Etzkorn Lillian 4

4 · LCI INDUSTRIES · Filed Mar 3, 2026

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LCI Industries CFO Lillian Etzkorn Exercises Options, Sells Shares

What Happened

  • Lillian Etzkorn, EVP and CFO of LCI Industries (LCII), exercised 2,975 derivative shares (options) on March 1, 2026 at an exercise price of $133.20 per share (exercise cost ≈ $396,270). The filing shows the same 2,975 shares were disposed (reported as derivative dispositions), and 903 shares were surrendered/used to satisfy tax withholding. Separately, the filing reports a disposition of 4,265 shares back to the issuer.
  • Etzkorn also received two grants/awards totaling 8,405 stock units (3,342 and 5,063 units) on the same date. Several footnotes clarify these are contingent/restricted stock units or performance stock units (PSUs) with standard vesting and dividend-equivalent adjustments; one prior PSU grant (April 17, 2023) was forfeited based on performance.

Key Details

  • Transaction date: March 1, 2026; Form 4 filed March 3, 2026 (timely filing).
  • Exercise price and reported amounts: $133.20 per share; 1,351 and 1,624 share exercises (total 2,975) with reported amounts $179,953 and $216,317 respectively (combined ≈ $396,270).
  • Dispositions reported: same 1,351 and 1,624 shares disposed at $133.20 (derivative), 903 shares disposed for tax withholding (code F), and a disposition to the issuer of 4,265 shares (code D).
  • Grants: 3,342 and 5,063 stock units awarded (total 8,405 units). Footnotes note stock units equal contingent rights to receive shares and include dividend-equivalent stock units from prior dividends.
  • Notable footnotes: F1 defines a stock unit; F12 describes PSUs that vest based on performance through 2028; F13 reports forfeiture of the April 17, 2023 PSU grant. Several F# notes indicate dividend-equivalent unit credits.
  • Shares owned after transaction: not specified in the provided excerpt.
  • Transaction codes: M = exercise/conversion of derivative, F = tax withholding, A = grant/award, D = disposition to issuer.

Context

  • This appears to be a typical option exercise with immediate net settlement/surrender of shares to cover exercise considerations and tax withholding (common practice). The simultaneous awards of stock units are part of executive compensation (RSUs/PSUs) intended for longer-term retention. The PSU forfeiture noted relates to an earlier grant and reflects performance results, not a separate open-market sale.

Insider Transaction Report

Form 4
Period: 2026-03-01
Transactions
  • Exercise/Conversion

    Common Stock

    2026-03-01$133.20/sh+1,351$179,9533,769 total
  • Exercise/Conversion

    Common Stock

    2026-03-01$133.20/sh+1,624$216,3175,393 total
  • Tax Payment

    Common Stock

    2026-03-019034,490 total
  • Exercise/Conversion

    Restricted Stock Unit

    [F1][F4][F5]
    2026-03-01$133.20/sh1,351$179,9531,353 total
    Exp: 2027-03-01Common Stock (1,351 underlying)
  • Exercise/Conversion

    Restricted Stock Unit

    [F1][F6][F7][F8]
    2026-03-01$133.20/sh1,624$216,3173,253 total
    Exp: 2028-03-01Common Stock (1,624 underlying)
  • Award

    Restricted Stock Unit

    [F1][F9]
    2026-03-01+3,3423,342 total
    Exp: 2029-03-01Common Stock (3,342 underlying)
  • Award

    Performance Stock Unit

    [F1][F12]
    2026-03-01+5,0635,063 total
    From: 2029-03-01Exp: 2029-03-01Common Stock (5,063 underlying)
  • Disposition to Issuer

    Performance Stock Unit

    [F1][F13][F14]
    2026-03-014,2650 total
    From: 2026-03-01Exp: 2026-03-01Common Stock (4,265 underlying)
Holdings
  • Restricted Stock Unit

    [F1][F2][F3]
    Exp: 2026-04-17Common Stock (1,121 underlying)
    1,121
  • Performance Stock Unit

    [F1][F10]
    From: 2027-03-01Exp: 2027-03-01Common Stock (6,083 underlying)
    6,083
  • Performance Stock Unit

    [F1][F11]
    From: 2028-03-01Exp: 2028-03-01Common Stock (7,388 underlying)
    7,388
Footnotes (14)
  • [F1]Each Stock Unit represents a contingent right to receive one share of LCII Common Stock.
  • [F10]Includes 202 stock unit(s) received as a result of regular cash dividends paid on reported payment date(s) June 13, 2025, September 12, 2025, and December 12, 2025 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).
  • [F11]Includes 245 stock unit(s) received as a result of regular cash dividends paid on reported payment date(s) June 13, 2025, September 12, 2025, and December 12, 2025 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).
  • [F12]These 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 2028. Earned PSUs, if any, will vest on March 1, 2029.
  • [F13]Represents the forfeiture of PSUs granted to the reporting person on April 17, 2023 that were eligible to vest based on certain financial performance objectives. Upon grant, the target vesting amount was reported in Table II of Form 4. On March 1, 2026, the Company determined that, based on the Company's performance over the applicable performance period, all PSUs under this grant would be forfeited.
  • [F14]Includes 142 stock unit(s) received as a result of regular cash dividends paid on reported payment date(s) June 13, 2025, September 12, 2025, and December 12, 2025 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).
  • [F2]These restricted stock units vest ratably each year on the first through third anniversaries of the grant date, which was April 17, 2023.
  • [F3]Includes 37 stock unit(s) received as a result of regular cash dividends paid on reported payment date(s) June 13, 2025, September 12, 2025, and December 12, 2025 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).
  • [F4]Includes 45 stock unit(s) received as a result of regular cash dividends paid on reported payment date(s) June 13, 2025, September 12, 2025, and December 12, 2025 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).
  • [F5]These restricted stock units vest ratably each year on the first through third anniversaries of the grant date, which was March 1, 2024.
  • [F6]Includes 54 stock unit(s) received as a result of regular cash dividends paid on reported payment date(s) June 13, 2025, September 12, 2025, and December 12, 2025 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).
  • [F7]These restricted stock units vest ratably each year on the first through third anniversaries fo the grant date, which was March 1, 2025
  • [F8]Includes 108 stock unit(s) received as a result of regular cash dividends paid on reported payment date(s) June 13, 2025, September 12, 2025, and December 12, 2025 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).
  • [F9]These restricted stock units vest ratably each year on the first through third anniversaries of the grant date, which was March 1, 2026.
Signature
/s/ Lillian Etzkorn|2026-03-03

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