Pay Versus Performance

The Company is providing the following information about the relationship of the “compensation actually paid” to its Chief Executive Officer and the “average compensation actually paid” to its other Named Executive Officers (“Other NEOs”), as calculated under the pay versus performance proxy rules adopted by the SEC under the Dodd-Frank Act, for fiscal 2023, fiscal 2022, and fiscal 2021 to certain financial performance measures. This information is being provided for the purposes of compliance with the pay versus performance disclosure requirement. Neither the Human Resources and Compensation Committee nor management of the Company used the pay ratio measure in making compensation decisions. For information regarding the decisions made by the Human Resources and Compensation Committee regarding Named Executive Officers’ compensation and for additional details on how the Company aligns pay with performance, see the “Compensation Discussion and Analysis” and “Executive Compensation” sections in this Proxy Statement.

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The “compensation actually paid” amounts are calculated by making

SEC-required

adjustments to the “Total” compensation amounts for the Named Executive Officers presented in the Summary Compensation Table. The dollar amounts for “compensation actually paid” in the table below do not reflect the actual amount of compensation earned, realized, or received by the Chief Executive Officer or any individual Named Executive Officer during the applicable fiscal years. A significant portion of the value reflected in the table remains subject to forfeiture if underlying vesting conditions for equity awards are not achieved.

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The financial performance measures presented are Company total shareholder return (“Company TSR”), peer group total shareholder return (“Peer Group Index TSR”), net earnings, and ROIC. The peer group shown for the purposes of this pay versus performance disclosure is the S&P 600 Construction Machinery & Heavy Trucks Index, a peer group index that is presented in the Company Stock Performance graph in the Company’s Annual Report on

Form 10-K

for the fiscal year ended December 31, 2023.

PAY VERSUS PERFORMANCE TABLE – FISCAL 2023


Year (1)(2)	Summary Compensation Table Total for PEO (Wood)		Compensation Actually Paid (3) to PEO (Wood)		Summary Compensation Table Total for PEO (Hassinger)		Compensation Actually Paid (3) to PEO (Hassinger)		Average Summary Compensation Table Total for Other NEOs		Average Compensation Actually Paid (3) to Other NEOs		Value of Initial Fixed $100 Investment Based on:				Net Earnings ($M)		ROIC (6) (%)
Year (1)(2)	Summary Compensation Table Total for PEO (Wood)		Compensation Actually Paid (3) to PEO (Wood)		Summary Compensation Table Total for PEO (Hassinger)		Compensation Actually Paid (3) to PEO (Hassinger)		Average Summary Compensation Table Total for Other NEOs		Average Compensation Actually Paid (3) to Other NEOs		Company TSR (4)		Peer Group Index TSR (5)		Net Earnings ($M)		ROIC (6) (%)

2023		3,859,697		1,520,230		—		—		1,131,911		425,907		127.70		168.07		72.4		13.4

2022		3,567,631		3,810,758		—		—		964,640		1,089,884		163.38		122.66		65.5		14.8

2021		2,203,151		4,245,023		4,820,110		12,926,718		878,122		1,876,659		166.30		127.44		42.6		10.4

(1)	Mr. Wood succeeded Timothy L. Hassinger as PEO on January 1, 2021; each was a PEO for part of fiscal 2021. Mr. Wood was PEO for the entirety of fiscal 2022 and fiscal 2023.

(2)	Other NEOs were Messrs. Ketcham, Oberto, and Marion for fiscal 2021, fiscal 2022, and fiscal 2023.

(3)	See following table for additional details about the calculation of the “compensation actually paid” value.


	SCT Total Compensation		Less Equity Amounts Reported in SCT						Plus Fair Value of Equity Awards Granted During the Fiscal Year		Change in Fair Value From Prior Fiscal Year of Unvested and Outstanding Awards			Change in Fair Value From Prior Fiscal Year for Awards Vesting in the Fiscal Year			Fair Value of Awards as of the Prior Fiscal Year that Failed to Meet Vesting Conditions During the Year		Compensation Actually Paid
($ in thousands)	SCT Total Compensation		Stock Awards			Options													Compensation Actually Paid

PEO (Wood)

FY23		3,859,697		(1,536,658	)		(481,223	)		1,776,897		(1,370,685	)		(727,799	)		—		1,520,230

FY22		3,567,631		(1,311,505	)		(436,696	)		1,735,808		371,558			(116,038	)		—		3,810,758

FY21		2,203,151		(826,466	)		(264,114	)		1,870,315		603,291			658,846			—		4,245,023

PEO (Hassinger)

FY21		4,820,110		(1,720,411	)		(549,891	)		6,758,957		3,465,209			152,744			—		12,926,718

Average of Non-PEO NEOs

FY23		1,131,911		(305,863	)		(95,826	)		353,726		(353,397	)		(304,644	)		—		425,907

FY22		964,640		(209,376	)		(68,674	)		289,147		170,698			(56,551	)		—		1,089,884

FY21		878,122		(212,218	)		(66,245	)		561,400		377,848			337,754			—		1,876,659

(4)

Company TSR assumes an initial $100 investment in Lindsay Corporation stock beginning on August 31, 2020. Company TSR is cumulative, with the value determined at the end of each applicable fiscal year, calculated in accordance with Item 201(e) of Regulation

S-K,

as modified by the pay versus performance proxy rules adopted by the SEC under the Dodd-Frank Act.

(5)

The peer group for the purposes of this pay versus performance disclosure is the S&P 600 Construction Machinery & Heavy Trucks Index, which is used by the Company for purposes of compliance with Item 201(e) of Regulation

S-K.

Peer Group Index TSR is calculated in accordance with Item 201(e) of Regulation

S-K,

as modified by the pay versus performance proxy rules adopted by the SEC under the Dodd-Frank Act.

(6)	The SEC requires disclosure of a Company-selected measure. The Company-selected measure for fiscal 2023 is ROIC, which is calculated in the following manner for each fiscal year:

Named Executive Officers, Footnote

(1)	Mr. Wood succeeded Timothy L. Hassinger as PEO on January 1, 2021; each was a PEO for part of fiscal 2021. Mr. Wood was PEO for the entirety of fiscal 2022 and fiscal 2023.

(2)	Other NEOs were Messrs. Ketcham, Oberto, and Marion for fiscal 2021, fiscal 2022, and fiscal 2023.

Adjustment To PEO Compensation, Footnote


	SCT Total Compensation		Less Equity Amounts Reported in SCT						Plus Fair Value of Equity Awards Granted During the Fiscal Year		Change in Fair Value From Prior Fiscal Year of Unvested and Outstanding Awards			Change in Fair Value From Prior Fiscal Year for Awards Vesting in the Fiscal Year			Fair Value of Awards as of the Prior Fiscal Year that Failed to Meet Vesting Conditions During the Year		Compensation Actually Paid
($ in thousands)	SCT Total Compensation		Stock Awards			Options													Compensation Actually Paid

PEO (Wood)

FY23		3,859,697		(1,536,658	)		(481,223	)		1,776,897		(1,370,685	)		(727,799	)		—		1,520,230

FY22		3,567,631		(1,311,505	)		(436,696	)		1,735,808		371,558			(116,038	)		—		3,810,758

FY21		2,203,151		(826,466	)		(264,114	)		1,870,315		603,291			658,846			—		4,245,023

PEO (Hassinger)

FY21		4,820,110		(1,720,411	)		(549,891	)		6,758,957		3,465,209			152,744			—		12,926,718

Average of Non-PEO NEOs

FY23		1,131,911		(305,863	)		(95,826	)		353,726		(353,397	)		(304,644	)		—		425,907

FY22		964,640		(209,376	)		(68,674	)		289,147		170,698			(56,551	)		—		1,089,884

FY21		878,122		(212,218	)		(66,245	)		561,400		377,848			337,754			—		1,876,659

Non-PEO NEO Average Compensation Actually Paid Amount

$ 425,907,000

1,089,884,000

1,876,659,000

Compensation Actually Paid vs. Total Shareholder Return

Compensation Actually Paid vs. Company Selected Measure

Tabular List, Table

In accordance with the pay versus performance rules adopted by the SEC under the Dodd-Frank Act, the Company sets forth below the most important financial measures it used to link pay to performance for fiscal 2023.

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ROIC

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Revenue

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Operating margin

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Free cash flow