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LCI Industries Files Merger Proxy; Shareholders Vote Nov. 18 on Patrick Deal

LCI Industries filed a definitive joint proxy statement for its merger with Patrick Industries, under which each LCI share converts into 1.2440 Patrick shares, valued at about $84.64 per share as of Oct. 16.

What happened

LCI Industries (NYSE: LCII) filed a definitive joint proxy statement/prospectus with the SEC on Oct. 19, 2026, for its previously announced merger with Patrick Industries (Nasdaq: PATK). The merger agreement is dated June 30, 2026.

Under the terms, each outstanding LCI share will convert into the right to receive 1.2440 shares of Patrick common stock, plus cash for any fractional shares. The filing states that based on Patrick's closing price on Oct. 16, 2026, the last practicable date before the proxy, the per-share merger consideration was worth approximately $84.64.

LCI shares closed at $81.92 on the reporting date, down 2.35% from the prior close of $83.89, according to the price data. The filing does not explain the day's price move.

LCI stockholders will vote on the merger at a virtual special meeting, and Patrick shareholders will vote on related proposals at their own virtual special meeting on Nov. 18, 2026. Both boards unanimously recommend that shareholders vote in favor.

The two companies and the combined ownership

LCI Industries is classified in the motor vehicle parts and accessories sector and, according to the filing, serves the outdoor recreation, housing and transportation markets. Patrick Industries is also a component supplier in those markets; the filing describes the combined company as "a premier component solutions provider" for those markets.

The exchange ratio is fixed and will not be adjusted for changes in either company's stock price between signing and closing, so the dollar value LCI holders receive will move with Patrick's shares. Based on estimated share counts, Patrick shareholders would own about 52% and LCI stockholders about 48% of the combined company after closing.

The combined company's shares would continue to trade on Nasdaq under "PATK." If Patrick shareholders approve an amendment to Patrick's articles of incorporation, the company's name would change to "Patrick LCI, Inc."

What this means

A DEFM14A is a definitive proxy statement filed under Schedule 14A of the Securities Exchange Act of 1934. It is the final version of the document a company sends shareholders before a vote, and it is filed once the SEC has finished reviewing the preliminary version. Because this deal pays LCI holders in Patrick stock, the document is also a prospectus: it registers the new Patrick shares that will be issued, which is why it is called a joint proxy statement/prospectus.

The merger is structured in two steps: a first merger in which a Patrick subsidiary merges into LCI, and a second merger in which the surviving entity merges into another Patrick subsidiary. The LCI stockholder vote covers the merger agreement itself, an advisory (non-binding) vote on merger-related executive compensation, and a possible adjournment to gather more votes. Patrick shareholders vote on issuing the shares, increasing authorized shares, amending and restating the charter, and adjournment.

The deal cannot close without approval of both the LCI merger proposal and Patrick's share issuance and authorized-share-increase proposals. The filing does not state why the two companies agreed to combine; the strategic rationale is not described in the excerpt provided.

For readers new to merger terms: an exchange ratio of 1.2440 means that for every LCI share held, an investor receives 1.2440 Patrick shares. Multiplying that ratio by Patrick's price produces the stated $84.64 value, which is an estimate rather than a guaranteed amount, because the ratio is fixed but Patrick's stock price is not. Fractional shares are paid in cash rather than issued.

Sources

Information summarized by AI from the sources listed above. May contain errors — informational only, not investment advice.