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  4. [Form 4] CLEVELAND-CLIFFS INC. Insider Trading Activity

CLEVELAND-CLIFFS (CLF) CFO sells 214,308 shares, keeps 184,541

Filing Impact
(Very High)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

CLEVELAND-CLIFFS INC. Executive Vice President and CFO Celso L. Goncalves Jr. reported an open-market sale of 214,308 common shares of the company. The shares were sold at a weighted average price of $13.4136 per share, in multiple trades between $13.355 and $13.48. Following this transaction, he directly holds 184,541.613 common shares.

Positive

  • None.

Negative

  • None.

Insights

CFO executes a sizable open-market share sale while retaining a large remaining stake.

The EVP and CFO of CLEVELAND-CLIFFS INC., Celso L. Goncalves Jr., completed an open-market sale of 214,308 common shares at a weighted average price of $13.4136. Trades occurred within a range of $13.355 to $13.48 per share.

After the sale, the CFO directly holds 184,541.613 common shares, indicating he maintains substantial equity exposure. The filing shows no related derivative exercises or tax-withholding entries, so this appears as a straightforward discretionary sale rather than part of an option exercise or automatic tax event.

Insider Goncalves Celso L Jr
Role EVP, CFO
Sold 214,308 shs ($2.87M)
Type Security Shares Price Value
Sale Common Shares 214,308 $13.4136 $2.87M
Holdings After Transaction: Common Shares — 184,541.613 shares (Direct)
Footnotes (1)
  1. F1. The price reported in column four is a weighted average price. These shares were sold in multiple transactions at prices ranging from $13.355 to $13.48, inclusive. The Reporting Person undertakes to provide the Issuer, any security holder of the Issuer or the Staff of the Securities and Exchange Commission, upon request, with full information regarding the number of shares sold at each separate price within this range.
Shares sold 214,308 shares Common shares sold in open-market transaction
Weighted average sale price $13.4136 per share Average price across multiple sale transactions
Post-transaction holdings 184,541.613 shares Direct common shares held after the sale
Low sale price range $13.355 per share Lowest price in reported sale range
High sale price range $13.48 per share Highest price in reported sale range
Net shares sold 214,308 shares Net buy/sell direction is net-sell
open-market sale financial
"The transaction is described as an open-market sale of common shares."
An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.
weighted average price financial
"The price reported in column four is a weighted average price."
Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.
transaction code "S" financial
"Transaction code "S" indicates a sale in open market or private transaction."
non-derivative financial
"The filing lists one non-derivative transaction in common shares."
direct ownership financial
"After the sale, the CFO directly holds 184,541.613 common shares."

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FAQ

How many CLEVELAND-CLIFFS (CLF) shares did the CFO sell?
The EVP and CFO, Celso L. Goncalves Jr., sold 214,308 common shares of CLEVELAND-CLIFFS. This was an open-market sale reported on Form 4, reflecting a sizable reduction from his prior direct holdings.

At what price did the CLEVELAND-CLIFFS (CLF) CFO sell his shares?
The CFO sold shares at a weighted average price of $13.4136 per share. Individual trades occurred in multiple transactions, with prices ranging from $13.355 to $13.48, according to the Form 4 footnote disclosure.

How many CLEVELAND-CLIFFS (CLF) shares does the CFO hold after this sale?
After the reported transaction, the CFO directly holds 184,541.613 common shares of CLEVELAND-CLIFFS. This remaining stake shows he retains significant direct ownership even after selling over two hundred thousand shares.

Was the CLEVELAND-CLIFFS (CLF) CFO trade an open-market sale?
Yes. The Form 4 describes the transaction as an open-market sale of common shares. The sale used transaction code “S,” which covers sales in open-market or private transactions, and reports a weighted average sale price.

Did the CLEVELAND-CLIFFS (CLF) CFO exercise options or derivatives in this Form 4?
No derivative exercises are shown in this Form 4. The filing lists one non-derivative transaction, an open-market sale of common shares, and the derivative summary section contains no remaining option or similar derivative positions.
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*
Goncalves Celso L Jr
(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)
Director10% Owner
XOfficer (give title below)Other (specify below)
EVP, CFO
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/05/2026		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 Shares06/05/2026S214,308D$13.4136(1)184,541.613D
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. The price reported in column four is a weighted average price. These shares were sold in multiple transactions at prices ranging from $13.355 to $13.48, inclusive. The Reporting Person undertakes to provide the Issuer, any security holder of the Issuer or the Staff of the Securities and Exchange Commission, upon request, with full information regarding the number of shares sold at each separate price within this range.
Remarks:
/s/ James D. Graham by Power of Attorney06/05/2026
** 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