Form 4: Director Maya Leibman Acquires Acuity Stock Units

Acuity Inc. Director Maya Leibman received 546 Deferred Restricted Stock Units as part of her annual director compensation, vesting in one year.

Summary

• Maya Leibman, a Director of Acuity Inc. (AYI), acquired 546 Deferred Restricted Stock Units (DSUs) on January 21, 2026.
• These DSUs were issued pursuant to the Issuer's Amended and Restated 2012 Omnibus Stock Incentive Compensation Plan.
• The DSUs represent a portion of Ms. Leibman's annual director fees, elected to be received in this form.
• The units will vest in full on January 21, 2027, or, if earlier, on the date of the next subsequent annual meeting of the Issuer's stockholders following the grant date.
• Once vested, the DSUs will be payable upon retirement in either a lump sum or five annual installments.
• The number of DSUs granted was calculated based on an average stock price of $320.59, derived from the high and low sales prices of Acuity Inc. common stock over the five trading days immediately preceding the grant date.
• Following this transaction, Ms. Leibman beneficially owns 546 Deferred Restricted Stock Units.

Sentiment

Score: 5

Explanation: The filing reports a routine insider transaction related to director compensation, which is neutral in sentiment. It does not indicate any significant positive or negative operational or financial developments for the company.

Positives

• The issuance of equity-based compensation, such as DSUs, aligns the interests of Director Maya Leibman with those of Acuity Inc.'s shareholders, encouraging long-term value creation.
• The one-year vesting schedule provides an incentive for continued service and commitment to the company's performance.

Negatives

• The compensation is deferred and not an immediate cash payment, meaning the director's realized value is subject to future stock price fluctuations.
• There is no immediate liquidity for the director from this grant until vesting and subsequent payment upon retirement.

Risks

• Market Risk: The ultimate value of the Deferred Restricted Stock Units upon vesting and payment is directly tied to the future market price of Acuity Inc.'s common stock, which can fluctuate.
• Forfeiture Risk: If the reporting person's service as a director ceases before the vesting date, the unvested DSUs may be forfeited according to the terms of the compensation plan.

Future Outlook

This filing does not contain forward-looking statements or guidance regarding the company's future performance or strategic outlook, as it is an insider transaction report.

Industry Context

This routine insider transaction reflects a common practice in corporate governance where directors receive a portion of their compensation in equity, aligning their financial interests with the long-term performance of the company. This is a standard mechanism used across various industries to incentivize board members.

Comparison to Industry Standards

• The practice of compensating directors with Deferred Restricted Stock Units (DSUs) is a widely accepted corporate governance standard, particularly among publicly traded companies in the U.S. This aligns with compensation structures seen at peers like Hubbell Inc. (HUBB) or Eaton Corporation plc (ETN), which also utilize equity-based awards for non-employee directors.
• The vesting period of one year for DSUs is typical for annual director grants, providing a balance between immediate recognition of service and long-term alignment, similar to practices observed in the broader industrial and electrical equipment sectors.

Corporate Governance

Related Party Transactions

• The grant of Deferred Restricted Stock Units to Director Maya Leibman constitutes a related party transaction, as it involves compensation provided to a member of the company's board of directors. This is a standard and disclosed form of director compensation.

Stakeholder Impact

• Shareholders: The equity compensation aligns the director's financial interests with long-term shareholder value, potentially encouraging decisions that benefit the company's stock performance.
• Director (Maya Leibman): Receives deferred compensation tied to company performance, providing a long-term incentive for her service and commitment.

Next Steps

• The Deferred Restricted Stock Units will vest on January 21, 2027, or earlier, upon the next annual meeting of stockholders.
• Upon retirement, the vested DSUs will be payable to Maya Leibman in either a lump sum or five annual installments.

Key Dates

Keywords

Acuity Inc., AYI, Insider Transaction, Deferred Restricted Stock Units, DSUs, Director Compensation, Equity Compensation, Stock Incentive Plan, Maya Leibman, Form 4