ANDE insider reports dividend reinvestment and RSU credits

Rhea-AI Filing Summary

Andersons, Inc. (ANDE) director reported routine equity activity. On 10/21/2025, the director acquired 37.541 shares of common stock at $46.412 through a dividend reinvestment. Following this, common stock beneficial ownership was 8,972.622 shares (direct).

On 10/22/2025, the director was credited dividend-equivalent restricted share units, including 130.61 tied to a 2023 grant and 78.15 tied to a 2024 grant. Each RSU represents one share upon vesting, and distribution has been deferred until retirement, per the filing’s notes.

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

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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^*

Douglas Gary A.

(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)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
10/21/2025

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	10/21/2025		J(1)		37.541	A	$46.412	8,972.622	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 (2024)	(2)	10/22/2025		A		130.61		(3)	(3)	Common Stock	130.61	$0(2)	3,204.61	D
RESTRICTED SHARE UNIT (2025)	(2)	10/22/2025		A		78.15		(4)	(4)	Common Stock	78.15	$0(2)	2,348.15	D

Explanation of Responses:

1. Reinvestment of dividend.

2. Each restricted share unit represents the right to receive, upon vesting, one share of the Issuer's common stock. These additional restricted share units represent dividends earned on the awards from vesting date through October 2025.

3. Restricted share units were granted on May 5, 2023 as part of the Issuer's annual equity grant. Restricted share units vested one year from the date of grant. Mr. Douglas has deferred distribution of these RSUs until his retirement date.

4. Restricted share units were granted on May 9, 2024 as part of the Issuer's annual equity grant. Restricted share units vested one year from the date of grant. Mr. Douglas has deferred distribution of these RSUs until his retirement date.

Remarks:

	Gary A. Douglas, by Melissa Trippel, Limited Power of Attorney	10/23/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider activity did ANDE report?

A director acquired 37.541 common shares at $46.412 on 10/21/2025 via dividend reinvestment and received dividend-equivalent RSUs on 10/22/2025.

How many ANDE shares does the director own after the transaction?

Common stock beneficially owned following the transaction is 8,972.622 shares (direct).

What RSU amounts were recorded for the ANDE director?

Dividend-equivalent RSUs included 130.61 (2023 grant) and 78.15 (2024 grant), each representing one share upon vesting.

What was the price for the ANDE share acquisition?

The 37.541 common shares were acquired at $46.412 per share via dividend reinvestment.

What is the director’s relationship to ANDE?

The reporting person is a Director of Andersons, Inc.

Are the RSUs immediately delivered as shares?

No. The filing notes distribution of these RSUs has been deferred until the director’s retirement.

Were these transactions under a Rule 10b5-1 plan?

The form includes an option to indicate 10b5-1 plan usage; the summary details do not specify selection beyond the transactions shown.