SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
  
 Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
SMITH RYAN RICHARD
(Last) (First) (Middle)
C/O LCI INDUSTRIES
3501 COUNTY ROAD 6 EAST
(Street)
ELKHART IN 46514-7663
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
LCI INDUSTRIES [ LCII ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Group President - N.A.
3. Date of Earliest Transaction (Month/Day/Year)
03/01/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 03/01/2025 M 3,626 A $103.82 27,637 D
Common Stock 03/01/2025 M 3,749 A $103.82 31,386 D
Common Stock 03/01/2025 M 3,552 A $103.82 34,938 D
Common Stock 03/01/2025 F 4,846 D $0 30,092 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Unit (1) 03/01/2025 M 3,626(2) (3) 03/01/2025 Common Stock 3,626 $103.82 0 D
Restricted Stock Unit (1) 03/01/2025 M 3,749(4) (5) 03/01/2026 Common Stock 3,749 $103.82 3,752(6) D
Restricted Stock Unit (1) 03/01/2025 M 3,552(7) (8) 03/01/2027 Common Stock 3,552 $103.82 7,108(9) D
Restricted Stock Unit (1) 03/01/2025 A 11,652 (10) 03/01/2028 Common Stock 11,652 $0 11,652 D
Performance Stock Unit (1) 03/01/2026 03/01/2026 Common Stock 22,499 22,499(11) D
Performance Stock Unit (1) 03/01/2027 03/01/2027 Common Stock 15,990 15,990(12) D
Performance Stock Unit (1) 03/01/2025 A 17,478(13) 03/01/2028 03/01/2028 Common Stock 17,478 $0 17,478 D
Performance Stock Unit (1) 03/01/2025 D 11,601(14)(15) 03/01/2025 03/01/2025 Common Stock 11,601 $0 0 D
Explanation of Responses:
1. Each Stock Unit represents a contingent right to receive one share of LCII Common Stock.
2. Includes 136 stock unit(s) received as a result of regular cash dividends paid on reported payment date(s) March 22, 2024, June 14, 2024, September 13, 2024, and December 13, 2024 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).
3. These restricted stock units vest ratably each year on the first through third anniversaries of the grant date, which was March 1, 2022.
4. Includes 141 stock unit(s) received as a result of regular cash dividends paid on reported payment date(s) March 22, 2024, June 14, 2024, September 13, 2024, and December 13, 2024 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).
5. These restricted stock units vest ratably each year on the first through third anniversaries of the grant date, which was March 1, 2023.
6. Includes 140 stock unit(s) received as a result of regular cash dividends paid on reported payment date(s) March 22, 2024, June 14, 2024, September 13, 2024, and December 13, 2024 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).
7. Includes 133 stock unit(s) received as a result of regular cash dividends paid on reported payment date(s) March 22, 2024, June 14, 2024, September 13, 2024, and December 13, 2024 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).
8. These restricted stock units vest ratably each year on the first through third anniversaries of the grant date, which was March 1, 2024.
9. Includes 266 stock unit(s) received as a result of regular cash dividends paid on reported payment date(s) March 22, 2024, June 14, 2024, September 13, 2024, and December 13, 2024 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).
10. These restricted stock units vest ratably each year on the first through third anniversaries of the grant date, which was March 1, 2025
11. Includes 842 stock unit(s) received as a result of regular cash dividends paid on reported payment date(s) March 22, 2024, June 14, 2024, September 13, 2024, and December 13, 2024 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).
12. Includes 598 stock unit(s) received as a result of regular cash dividends paid on reported payment date(s) March 22, 2024, June 14, 2024, September 13, 2024, and December 13, 2024 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).
13. 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 2027. Earned PSUs, if any, will vest on March 1, 2028.
14. Includes 434 stock unit(s) received as a result of regular cash dividends paid on reported payment date(s) March 22, 2024, June 14, 2024, September 13, 2024, and December 13, 2024 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).
15. Represents the forfeiture of PSUs granted to the reporting person on March 1, 2022 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, 2025, the Company determined that, based on the Company's performance over the applicable performance period, all PSUs under this grant would be forfeited.
Remarks:
/s/ Lillian D. Etzkorn on behalf of Ryan R. Smith 03/04/2025
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
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