Form 8-K ACUITY INC. (DE) For: Jan 21

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January 23, 2026 4:17 PM UTC

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

_____________________________________________

FORM 8-K

_____________________________________________

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): January 21, 2026

_____________________________________________

ACUITY INC.

(Exact name of registrant as specified in its charter)

_____________________________________________

Delaware

001-16583

58-2632672

(State or other jurisdiction of
incorporation)

(Commission File Number)

(IRS Employer
Identification No.)

1170 Peachtree Street, N.E., Suite 1200, Atlanta, Georgia 30309

(Address of principal executive offices)

(404) 853-1400

(Registrant’s telephone number, including area code)

None

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common stock, $0.01 par value per share

AYI

New York Stock Exchange

Indicate by check mark whether the Registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the Registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.07. Submission of Matters to a Vote of Security Holders.

On January 21, 2026, Acuity Inc. (the "Company") held its annual meeting of stockholders. The stockholders considered and voted on the following proposals:

PROPOSAL 1 - Votes cast on the persons nominated to serve as directors of the Company were as follows:


	Votes For	Votes Against	Votes Abstained	Broker Non-Votes
Neil M. Ashe	24,157,972	697,115	17,039	2,048,791
Marcia J. Avedon, Ph.D.	24,457,462	394,331	20,333	2,048,791
W. Patrick Battle	24,095,484	762,991	13,651	2,048,791
Michael J. Bender	24,603,770	245,447	22,909	2,048,791
G. Douglas Dillard, Jr.	24,543,368	312,689	16,069	2,048,791
James H. Hance, Jr.	23,943,191	910,912	18,023	2,048,791
Maya Leibman	24,418,366	431,149	22,611	2,048,791
Laura G. O'Shaughnessy	24,630,425	219,111	22,590	2,048,791
Mark J. Sachleben	24,523,472	330,568	18,086	2,048,791

PROPOSAL 2 - Votes cast on the ratification of the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for fiscal 2026 were as follows:


Votes For	Votes Against	Votes Abstained
25,406,971	1,476,495	37,451

PROPOSAL 3 - Votes cast on the advisory vote to approve named executive officer compensation were as follows:


Votes For	Votes Against	Votes Abstained	Broker Non-Votes
24,398,615	405,360	68,151	2,048,791

Pursuant to the foregoing votes, the Company's stockholders: (i) elected nine directors nominated by the Board of Directors and listed above for a one-year term expiring at the annual meeting of stockholders to be held in 2027 or until a successor is elected or qualified; (ii) ratified the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for fiscal 2026; and (iii) approved the Company's named executive officer compensation on an advisory basis.

Signatures

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: January 23, 2026