ACUITY INC. (DE) — Director's Dealing 2022

Oct 26, 2022

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ACUITY BRANDS INC (AYI)
CIK: 0001144215
Period of Report: 2022-10-24

Reporting Person: HOLCOM KAREN J (SVP & Chief Financial Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2022-10-24	Common Stock	A	3714	—	Acquired	20244	Direct
2022-10-24	Common Stock	A	2252	—	Acquired	22496	Direct
2022-10-24	Common Stock	F	1029	$177.75	Disposed	21467	Direct
2022-10-25	Common Stock	F	545	$184.76	Disposed	20922	Direct

Footnotes

F1: The shares being reported result from the grant of a restricted stock unit award pursuant to the Amended and Restated Acuity Brands, Inc. 2012 Omnibus Stock Incentive Compensation Plan. The restricted stock units vest in equal annual installments over a three-year period and will become fully vested on October 24, 2025.

F2: Since the date of the reporting person's last ownership report, she transferred 303 shares of the Company's common stock to her ex-husband pursuant to a divorce decree.

F3: These performance stock unit (PSU) awards, granted on October 24, 2019, had a three-year performance period that started on September 1, 2019 and ended on August 31, 2022. On October 24, 2022, the Compensation and Management Development Committee certified the achievement of the performance measure (return on invested capital in excess of the weighted cost of capital) at the maximum level (200%) and authorized the subsequent issuance of common stock underlying the PSUs.

F4: The transaction(s) report(s) the withholding of stock to cover tax liability associated with the vesting of restricted stock, restricted stock units, or performance stock units held by the reporting person. Such withholding is required under the Company's standard processes for such events.

F5: The total direct shares owned includes 11,910 time-vesting restricted shares/units and 4 shares held in the employee stock purchase plan.