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).
1. Name and Address of Reporting Person*
Fletcher Nick C

(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)
EVP & Chief HR Officer
3. Date of Earliest Transaction (Month/Day/Year)
03/01/2021
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 03/01/2021 M 1,362 A $143.54 1,362 D
Common Stock 03/01/2021 F 424 D $0 938 D
Common Stock 03/01/2021 M 676 A $143.54 1,614 D
Common Stock 03/01/2021 F 210 D $0 1,404 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
Performance Stock Unit (1) 03/01/2021 D 113(2)(3) 03/01/2021 03/01/2021 Common Stock 113 $0 1,362 D
Performance Stock Unit (1) 03/01/2021 M 1,362(4) 03/01/2021 03/01/2021 Common Stock 1,362 $143.54 0 D
Restricted Stock Unit (1) 03/01/2021 M 676(5) (6) (7) Common Stock 676 $143.54 1,352(4) D
Restricted Stock Unit (1) 03/01/2021 A 684(8) (6) (7) Common Stock 684 $0 684 D
Performance Stock Unit (1) 03/07/2022 03/07/2022 Common Stock 1,973 1,973(9) D
Restricted Stock Unit (1) (6) (7) Common Stock 2,578 2,578(10) D
Restricted Stock Unit (1) (6) (7) Common Stock 877 877(11) D
Performance Stock Unit (1) 03/01/2023 03/01/2023 Common Stock 3,043 3,043(12) D
Explanation of Responses:
1. Each Stock Unit represents a contingent right to receive one share of LCII Common Stock.
2. Includes 1 stock unit(s) received as a result of regular cash dividends paid on reported payment date(s) September 18, 2020, and December 18, 2020 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. Represents Performance Stock Units that were forfeited due to the Company not achieving the performance target on Earnings Before Interest, Taxes, Depreciation, and Amortization performance goals in 2020.
4. Includes 17 stock unit(s) received as a result of regular cash dividends paid on reported payment date(s) September 18, 2020, and December 18, 2020 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. Includes 8 stock unit(s) received as a result of regular cash dividends paid on reported payment date(s) September 18, 2020, and December 18, 2020 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).
6. No exercisable date for this type of award.
7. No expiration date for this type of award.
8. These Stock Units vest on March 1 at the rate of one third per year for 3 years.
9. Includes 24 stock unit(s) received as a result of regular cash dividends paid on reported payment date(s) September 18, 2020, and December 18, 2020 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. Includes 32 stock unit(s) received as a result of regular cash dividends paid on reported payment date(s) September 18, 2020, and December 18, 2020 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).
11. Includes 11 stock unit(s) received as a result of regular cash dividends paid on reported payment date(s) September 18, 2020, and December 18, 2020 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 38 stock unit(s) received as a result of regular cash dividends paid on reported payment date(s) September 18, 2020, and December 18, 2020 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).
Remarks:
/s/ Brian M. Hall on behalf of Nick C. Fletcher 03/03/2021
** 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).
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