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Director at Cleveland-Cliffs (NYSE: CLF) receives 15,334 restricted shares in 2026 award

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

Rhea-AI Filing Summary

MICHAEL RALPH S III reported acquisition or exercise transactions in this Form 4 filing.

CLEVELAND-CLIFFS INC. director Michael Ralph S III received a grant of 15,334 restricted common shares as part of his 2026 director compensation under the 2021 Nonemployee Directors' Compensation Plan. Following this award, he directly holds a total of 233,420 common shares of the company.

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Insider MICHAEL RALPH S III
Role null
Type Security Shares Price Value
Grant/Award Common Shares 15,334 $0.00 --
Holdings After Transaction: Common Shares — 233,420 shares (Direct, null)
Footnotes (1)
  1. [object Object]
Restricted share grant 15,334 shares 2026 Director Restricted Shares award
Grant price $0.00 per share Equity award, noncash compensation
Post-transaction holdings 233,420 shares Common shares held directly after grant
restricted shares financial
"Reflects the number of restricted shares granted to the Reporting Person"
Restricted shares are company stock that cannot be sold or transferred immediately because they are subject to legal or contractual limits, such as a required holding period or performance conditions. They matter to investors because these locked-up shares can affect a company’s available stock for trading, future dilution, and insider incentives—imagine a gift that can’t be cashed until certain conditions are met, which changes when and how much supply can suddenly enter the market.
2021 Nonemployee Directors' Compensation Plan financial
"pursuant to the 2021 Nonemployee Directors' Compensation Plan"
Form 4 regulatory
"INSIDER FILING DATA (Form 4):"
Form 4 is a official document that company insiders, such as executives or major shareholders, file with regulators whenever they buy or sell company shares. It provides transparency about how those with inside knowledge are trading, helping investors see if insiders are confident in the company's prospects or may be selling for personal reasons. This information can influence investor decisions by revealing insiders' perspectives on the company's value.
non-derivative financial
""transaction_type": "non-derivative""
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*
MICHAEL RALPH S III
(Last)(First)(Middle)
200 PUBLIC SQUARE
SUITE 3300
(Street)
CLEVELAND OHIO 44114
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
CLEVELAND-CLIFFS INC. [ CLF ] 		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)
04/21/2026		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 Shares04/21/2026A15,334(1)A$0233,420D
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
Explanation of Responses:
1. Reflects the number of restricted shares granted to the Reporting Person as the 2026 Director Restricted Shares pursuant to the 2021 Nonemployee Directors' Compensation Plan.
Remarks:
/s/ James D. Graham by Power of Attorney04/23/2026
** 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 did CLEVELAND-CLIFFS (CLF) director Michael Ralph S III report on this Form 4?

He reported receiving a grant of 15,334 restricted common shares of CLEVELAND-CLIFFS INC. This award was made as his 2026 Director Restricted Shares under the 2021 Nonemployee Directors' Compensation Plan, and reflects routine equity-based board compensation.

How many CLEVELAND-CLIFFS (CLF) shares does the director own after this transaction?

After the grant, Michael Ralph S III directly holds 233,420 common shares of CLEVELAND-CLIFFS INC. This total includes the newly granted 15,334 restricted shares and represents his reported direct ownership position following the April 21, 2026 award.

Was the CLEVELAND-CLIFFS (CLF) director’s share grant an open-market purchase?

No, the Form 4 shows a grant coded as “A,” meaning a grant, award, or other acquisition. The 15,334 restricted shares were awarded at a price of $0.00 per share as noncash director compensation, not bought on the open market.

What plan governs the 2026 restricted share grant to the CLEVELAND-CLIFFS (CLF) director?

The 15,334 restricted shares were granted as the 2026 Director Restricted Shares under the 2021 Nonemployee Directors' Compensation Plan. This plan provides equity-based compensation to nonemployee directors, aligning their interests with shareholders through stock awards.

Does this CLEVELAND-CLIFFS (CLF) Form 4 indicate any share sales by the director?

No, the transaction summary shows one acquisition and no disposals or sales. The single reported transaction is an award of 15,334 restricted common shares, increasing the director’s direct holdings to 233,420 shares with no sales activity disclosed.