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Andersons (NASDAQ: ANDE) director granted stock and 1,651 RSUs as compensation

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Heppner David R reported acquisition or exercise transactions in this Form 4 filing.

Andersons, Inc. director David R. Heppner reported equity compensation awards rather than open‑market trades. On June 24, 2026, he received 194 shares of common stock at no cost, issued in lieu of all or part of his Board of Directors cash retainer.

On June 23, 2026, he was granted 1,651 restricted share units, each representing the right to receive one share of common stock upon vesting. These restricted share units were granted upon his appointment to the Board and are scheduled to vest on May 6, 2027, aligning with the company’s 2026 equity grant vesting date for directors.

Positive

  • None.

Negative

  • None.
Insider Heppner David R
Role null
Type Security Shares Price Value
Grant/Award Common Stock 194 $0.00 --
Grant/Award RESTRICTED SHARE UNIT (2027) 1,651 $0.00 --
Holdings After Transaction: Common Stock — 194 shares (Direct, null); RESTRICTED SHARE UNIT (2027) — 1,651 shares (Direct, null)
Footnotes (1)
  1. Shares issued in lieu of all or part of Board of Director's retainer. Each restricted share unit represents the right to receive, upon vesting, one share of the Issuer's common stock. Restricted share units were granted on June 23, 2026, upon his appointment to the Board of Directors. Restricted share units vest on May 6, 2027, the vesting date for the Issuer's 2026 equity grant to directors.
Common shares granted 194 shares Issued June 24, 2026 in lieu of Board retainer
RSUs granted 1,651 units Restricted share units granted June 23, 2026
RSU-to-share ratio 1 unit : 1 share Each RSU represents one share of common stock upon vesting
RSU vesting date May 6, 2027 Vesting date for 2026 equity grant to directors
Common stock held after grant 194 shares Total direct common stock holdings following retainer issuance
RSUs held after grant 1,651 units Total direct RSU holdings following grant
Restricted share unit financial
"Each restricted share unit represents the right to receive, upon vesting, one share of the Issuer's common stock."
A restricted share unit (RSU) is a promise by a company to give an employee a set number of company shares at a future date, typically after meeting time or performance conditions. For investors, RSUs matter because when they convert into actual shares they increase the number of shares outstanding (like unlocking more tickets in a game), which can dilute existing holders, and they align employee incentives with company performance, influencing behavior and long-term value.
Board of Director's retainer financial
"Shares issued in lieu of all or part of Board of Director's retainer."
equity grant financial
"the vesting date for the Issuer's 2026 equity grant to directors."
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Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Heppner David R
(Last)(First)(Middle)
1947 BRIARFIELD BLVD
(Street)
MAUMEE OHIO 43537
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
Andersons, Inc. [ ANDE ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/23/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock06/24/2026A(1)194A$0194D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
RESTRICTED SHARE UNIT (2027)(2)06/23/2026A1,651 (3) (3)Common Stock1,651(2)1,651D
Explanation of Responses:
1. Shares issued in lieu of all or part of Board of Director's retainer.
2. Each restricted share unit represents the right to receive, upon vesting, one share of the Issuer's common stock.
3. Restricted share units were granted on June 23, 2026, upon his appointment to the Board of Directors. Restricted share units vest on May 6, 2027, the vesting date for the Issuer's 2026 equity grant to directors.
Remarks:
David R. Heppner, by Melissa Trippel, Limited Power of Attorney06/25/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did Andersons, Inc. (ANDE) director David R. Heppner report?

David R. Heppner reported receiving equity compensation, not market trades. He acquired 194 shares of common stock as a Board retainer and 1,651 restricted share units granted upon his Board appointment, both at no cash cost.

How many restricted share units did David R. Heppner receive from Andersons, Inc. (ANDE)?

He received 1,651 restricted share units. Each restricted share unit represents the right to receive one share of Andersons, Inc. common stock upon vesting, providing equity-based incentive aligned with his role as a director.

When do David R. Heppner’s Andersons, Inc. restricted share units vest?

The restricted share units are scheduled to vest on May 6, 2027. This vesting date matches the vesting date for Andersons, Inc.’s 2026 equity grants to directors, aligning his long-term incentives with other board members.

Were David R. Heppner’s Andersons, Inc. Form 4 transactions open-market purchases or sales?

They were not open-market purchases or sales. The filing shows grant and award acquisitions: 194 common shares issued instead of part of his Board retainer and 1,651 restricted share units granted as director equity compensation.

How many Andersons, Inc. (ANDE) shares does David R. Heppner hold after these transactions?

After these transactions, he directly holds 194 shares of common stock from the retainer issuance and 1,651 restricted share units, each tied to one future share upon vesting, according to the reported post-transaction balances.