X0306 4 2015-02-20 0 0001409375 ORION ENERGY SYSTEMS, INC. OESX 0001265422 KACKLEY JAMES R 2210 WOODLAND DRIVE MANITOWOC WI 54220 1 0 0 0 Common Stock 2015-02-20 4 P 0 7143 3.50 A 225834 D Common Stock 50000 I By Spouse as trustee Stock Options (right to buy) 4.49 2008-07-27 2017-07-27 Common Stock 10000 10000 D Stock Options (right to buy) 11.61 2009-05-19 2018-05-19 Common Stock 14851 14851 D Stock Options (right to buy) 3.78 2010-05-19 2019-05-19 Common Stock 10583 10583 D Stock Options (right to buy) 3.49 2019-08-03 Common Stock 35000 35000 D Stock Options (right to buy) 3.46 2011-05-18 2020-05-18 Common Stock 19912 19912 D Stock Options (right to buy) 4.19 2012-05-23 2021-05-23 Common Stock 22045 22045 D Stock Options (right to buy) 2.03 2013-06-12 2022-06-12 Common Stock 26646 26646 D Stock Options (right to buy) 2.41 2013-12-31 2023-05-28 Common Stock 36568 36568 D These shares were purchased by the Reporting Person in an underwritten public offering at the public offering price. Grant to reporting person of option to buy shares under the 2004 Stock and Incentive Awards Plan. This option, granted July 27, 2007, became fully exercisable on July 27, 2008. Grant to reporting person of option to buy shares under the 2004 Stock and Incentive Awards Plan. This option, granted May 19, 2008, vests and becomes exercisable in three equal installments on May 19, 2009, 2010 and 2011, respectively. Grant to reporting person of option to buy shares under the 2004 Stock and Incentive Awards Plan. This option, granted May 19, 2009, vests and becomes exercisable in three equal installments on May 19, 2010, 2011 and 2012, respectively. Grant to reporting person of option to buy shares under the 2004 Stock and Incentive Awards Plan. This option, granted August 3, 2009, vests and becomes exercisable upon any termination of employment other than a termination for cause. Grant to reporting person of option to buy shares under the 2004 Stock and Incentive Awards Plan. This option, granted May 18, 2010, vests and becomes exercisable in three equal installments on May 18, 2011, 2012 and 2013, respectively. Grant to reporting person of option to buy shares under the 2004 Stock and Incentive Awards Plan. This option, granted May 23, 2011, vests and becomes exercisable in three equal installments on May 23, 2012, 2013 and 2014, respectively. Grant to reporting person of option to buy shares under the 2004 Stock and Incentive Awards Plan. This option, granted June 12, 2012, vests and becomes exercisable in three equal installments on June 12, 2013, 2014 and 2015, respectively. Grant to reporting person of option to buy shares under the 2004 Stock and Incentive Awards Plan. This option, granted May 28, 2013, vests and becomes exercisable in three equal installments on December 31, 2013, 2014 and 2015, respectively. The reporting person no longer has a reportable beneficial interest in 5,000 shares held by the reporting person's grandson, because he is no longer a dependent. /s/ Steven R. Barth, Attorney-in-Fact for James R. Kackley 2015-02-24