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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 22, 2025
_____________________________________________
ACUITY BRANDS, INC.
(Exact name of registrant as specified in its charter)
_____________________________________________
Delaware001-1658358-2632672
(State or other jurisdiction of
incorporation or organization)		(Commission File Number)(IRS. Employer
Identification Number)

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 classTrading Symbol(s)Name of each exchange on which registered
Common stock, $0.01 par value per shareAYINew 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 22, 2025, Acuity Brands, 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 ForVotes AgainstVotes AbstainedBroker Non-Votes
Neil M. Ashe25,780,884 1,196,264 31,987 1,838,128 
Marcia J. Avedon, Ph.D.26,019,361 960,070 29,704 1,838,128 
W. Patrick Battle25,885,249 1,094,249 29,637 1,838,128 
Michael J. Bender26,143,606 835,589 29,940 1,838,128 
G. Douglas Dillard, Jr.26,136,271 842,930 29,934 1,838,128 
James H. Hance, Jr.23,710,517 3,264,727 33,891 1,838,128 
Maya Leibman25,895,699 1,083,572 29,864 1,838,128 
Laura G. O'Shaughnessy26,144,612 834,973 29,550 1,838,128 
Mark J. Sachleben26,081,086 897,406 30,643 1,838,128 

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 2025 were as follows:
Votes ForVotes AgainstVotes Abstained
27,411,885 1,409,980 25,398 
PROPOSAL 3 - Votes cast on the advisory vote to approve named executive officer compensation were as follows:
Votes ForVotes AgainstVotes AbstainedBroker Non-Votes
26,076,502 843,461 89,172 1,838,128 

PROPOSAL 4 - Votes cast on the stockholder proposal regarding a director election resignation bylaw were as follows:

Votes ForVotes AgainstVotes AbstainedBroker Non-Votes
5,823,694 21,077,225 108,216 1,838,128 
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 2026 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 2025; (iii) approved the Company's named executive officer compensation on an advisory basis; and (iv) did not approve the stockholder proposal regarding a director election resignation bylaw.





2


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 24, 2025
ACUITY BRANDS, INC.
By: /s/ Karen J. Holcom
 Karen J. Holcom
 Senior Vice President and Chief Financial Officer


3
v3.24.4
Cover Page
Jan. 22, 2025
Cover [Abstract]  
Document Type 8-K
Document Period End Date Jan. 22, 2025
Entity File Number 001-16583
Entity Registrant Name ACUITY BRANDS, INC.
Entity Incorporation, State or Country Code DE
Entity Tax Identification Number 58-2632672
Entity Address, Address Line One 1170 Peachtree Street, N.E.
Entity Address, Address Line Two Suite 1200
Entity Address, City or Town Atlanta
Entity Address, State or Province GA
Entity Address, Postal Zip Code 30309
City Area Code 404
Local Phone Number 853-1400
Title of 12(b) Security Common stock, $0.01 par value per share
Trading Symbol AYI
Security Exchange Name NYSE
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Entity Emerging Growth Company false
Entity Central Index Key 0001144215
Amendment Flag false
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