Sec Form 4 Filing - REECE RICHARD K @ ACUITY BRANDS INC - 2012-10-23

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
REECE RICHARD K
2. Issuer Name and Ticker or Trading Symbol
ACUITY BRANDS INC [ AYI]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
EVP/Chief Financial Officer
(Last) (First) (Middle)
C/O ACUITY BRANDS, INC., 1170 PEACHTREE STREET, NESUITE 2400
3. Date of Earliest Transaction (MM/DD/YY)
10/23/2012
(Street)
ATLANTA, GA30309
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock ( 1 ) 10/23/2012 A 10,660 A $ 0 117,571 ( 2 ) D
Common Stock 10/24/2012 M 13,500 A $ 26.44 131,071 ( 2 ) D
Common Stock 10/24/2012 S 13,500 D $ 63.9 117,571 ( 2 ) D
Common Stock ( 3 ) 10/24/2012 F 2,102 D $ 63.62 115,469 ( 4 ) D
Common Stock ( 3 ) 10/24/2012 F 1,682 D $ 63.62 113,787 ( 5 ) D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option $ 26.44 10/24/2012 M 13,500 ( 6 ) 11/30/2015 Common Stock 13,500 $ 0 20,506 D
Non-Qualified Stock Option ( 7 ) $ 62.54 10/23/2012 A 14,930 ( 8 ) 10/22/2022 Common Stock 14,930 $ 0 14,930 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
REECE RICHARD K
C/O ACUITY BRANDS, INC.
1170 PEACHTREE STREET, NESUITE 2400
ATLANTA, GA30309
EVP/Chief Financial Officer
Signatures
Richard K. Reece 10/25/2012
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The shares being reported result from the award of restricted shares pursuant to the Acuity Brands, Inc. Long-Term Incentive Plan.
( 2 )The total direct shares owned includes 57,482 time-vesting restricted shares.
( 3 )The transaction(s) being reported relate(s) to the vesting of restricted stock held by the reporting person.
( 4 )The total direct shares owned includes 52,532 time-vesting restricted shares.
( 5 )The total direct shares owned includes 48,572 time-vesting restricted shares.
( 6 )This option vested in equal annual installments over a three-year period and was fully vested on December 1, 2008.
( 7 )The shares being reported result from the award of nonqualified stock options pursuant to the Acuity Brands, Inc. Long-Term Incentive Plan.
( 8 )This option vests in equal annual installments over a three year period.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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