Andersons (ANDE) Form 4: Director Increases Holdings via Dividend Reinvestment

Rhea-AI Filing Summary

John T. Stout Jr., a director of Andersons, Inc. (ANDE), reported a non-derivative transaction dated 07/22/2025 that the filer explains as a reinvestment of a dividend. The Form 4 shows a transaction coded J(1) recording 2.9263 shares acquired at a price of $36.36. Following the reported transaction the filing lists 45,938.2349 shares beneficially owned (direct) and an additional 4,219 shares indirectly held in trust. The form was signed by a limited power of attorney on behalf of Mr. Stout on 08/29/2025. This appears to be a routine insider dividend reinvestment rather than a voluntary open-market trade.

Positive

• Continued insider ownership via dividend reinvestment, increasing direct holdings to 45,938.2349 shares

Negative

• None.

Insights

Financial Analyst

TL;DR: Routine dividend reinvestment by a director; small incremental increase in direct holdings, limited investor impact.

The filing documents a dividend reinvestment on 07/22/2025 that acquired 2.9263 shares at $36.36, increasing reported direct beneficial ownership to 45,938.2349 shares and an indirect trust holding of 4,219 shares. From a capital-markets perspective, this is a standard shareholder action that modestly increases insider share count without signaling a material change in ownership or control. No derivative instruments or dispositions are shown beyond the reported reinvestment. Impact on valuation or governance is negligible given the small size of the transaction relative to total outstanding shares.

Corporate Governance Expert

TL;DR: Disclosure is complete for the reported event; the transaction is administrative (dividend reinvestment) and not a governance red flag.

The Form 4 correctly identifies the reporting person as a director and specifies the transaction code J(1) with an explanatory remark noting dividend reinvestment. Beneficial ownership is detailed with both direct and indirect holdings, and the form is executed under a limited power of attorney. For governance oversight, this filing shows continued insider ownership alignment with shareholders and contains no indications of unusual related-party activity or transfers that would require further scrutiny.

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

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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^*

Stout John T Jr

(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)
07/22/2025

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	07/22/2025		J(1)		2.9263	A	$36.36	45,938.2349	D
Common Stock								4,219	I	Held in Trust

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

Explanation of Responses:

1. Reinvestment of dividend.

Remarks:

	John T. Stout, by Melissa Trippel, Limited Power of Attorney	08/29/2025
	** 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 transaction did ANDE director John T. Stout Jr. report on Form 4?

The Form 4 reports a dividend reinvestment (code J(1)) on 07/22/2025 that acquired 2.9263 shares at $36.36.

How many ANDE shares does John T. Stout Jr. beneficially own after the reported transaction?

The filing lists 45,938.2349 shares beneficially owned directly and 4,219 shares indirectly (held in trust).

Was the Form 4 for ANDE signed by John T. Stout Jr. personally?

The signature on the Form 4 was executed by John T. Stout, by Melissa Trippel, Limited Power of Attorney on 08/29/2025.

Does the Form 4 show any derivative transactions for ANDE by this reporting person?

No derivative securities are reported in Table II; the filing only documents a non-derivative dividend reinvestment.

What does transaction code J(1) mean on this Form 4?

The filing includes an explanation stating 1. Reinvestment of dividend, indicating J(1) corresponds to a dividend reinvestment in this report.