Andersons (ANDE) Files Form 4 for 12,513 RSU Hiring Grant

Rhea-AI Filing Summary

Andersons, Inc. (ANDE) reported a Form 4 showing that Emmanuel N. Ayuk, EVP, General Counsel and Corporate Secretary, received an award of 12,513 restricted share units on October 1, 2025 in connection with his hiring. Each restricted share unit represents the right to receive one share of common stock upon vesting. The grant uses a graded vesting schedule over a three-year period from the grant date, and the reported RSUs are recorded as directly owned by Mr. Ayuk. The filing was signed under limited power of attorney and dated October 2, 2025.

Positive

• 12,513 restricted share units granted to EVP, GC & Corporate Secretary Emmanuel N. Ayuk
• Grant tied to hiring with a graded vesting schedule over three years, aligning executive incentives with shareholders
• Each RSU converts to one share upon vesting, clearly specified in the filing

Negative

• None.

Insights

Financial Analyst

TL;DR: Executive compensation grant of 12,513 RSUs tied to hiring; routine disclosure with limited immediate market impact.

The Form 4 documents a one-time equity award granted to a newly hired executive. The award size is explicitly stated as 12,513 restricted share units, each convertible to one share at vesting, with graded vesting over three years. This is a standard equity onboarding mechanism to align executive incentives with shareholder interests. The filing shows direct beneficial ownership of the RSUs and provides no additional cash compensation or dilution metrics. Based solely on the filing, this appears to be a routine, non-transactional disclosure rather than a market-moving event.

Corporate Governance Expert

TL;DR: Compensation disclosure meets Section 16 reporting requirements; grant terms are limited in detail but follow customary vesting.

The Form 4 properly reports the grant date, award type (restricted share units), quantity (12,513), vesting schedule described as graded over three years, and the reporting person's corporate role. The filing was executed via limited power of attorney, which is acceptable for timely reporting. The document does not include explicit vesting percentages or precise vesting dates per tranche, only the three-year graded schedule, so further detail would be available in the company’s proxy or equity plan documents. From a governance perspective, this is a standard hiring-related equity grant disclosure.

SEC Form 4

FORM 4

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
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Ayuk Emmanuel N

(Last) (First) (Middle)

1947 BRIARFIELD BLVD

(Street)

MAUMEE OH 43537

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Andersons, Inc. [ ANDE ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, GC & Corp Secretary

3. Date of Earliest Transaction (Month/Day/Year)
10/01/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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								0	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 (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (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: 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
RESTRICTED SHARE UNIT (2028)	(1)	10/01/2025		A		12,513		(2)	(2)	Common Stock	12,513	(1)	12,513	D

Explanation of Responses:

1. Each restricted share unit represents the right to receive, upon vesting, one share of the Issuer's common stock.

2. Restricted share units were granted on October 1, 2025 in connection with Mr. Ayuk's hiring. Restricted share units have a graded vesting schedule over the three-year period from date of grant.

Remarks:

	Emmanuel N. Ayuk, by Melissa Trippel, Limited Power of Attorney	10/02/2025
	** Signature of Reporting Person	Date
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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did Emmanuel N. Ayuk report on the ANDE Form 4?

The Form 4 reports a grant of 12,513 restricted share units to Emmanuel N. Ayuk, recorded as direct ownership, granted on October 1, 2025.

When do the restricted share units for ANDE vest?

The filing states the RSUs have a graded vesting schedule over three years from the October 1, 2025 grant date.

What is the economic conversion of each restricted share unit in this filing?

Each restricted share unit represents the right to receive one share of Andersons common stock upon vesting.

What role does the reporting person hold at Andersons (ANDE)?

The reporting person, Emmanuel N. Ayuk, is listed as EVP, General Counsel & Corporate Secretary and a director/officer on the Form 4.

When was the Form 4 signed and filed?

The Form 4 bears a signature by limited power of attorney dated October 2, 2025.