[Form 4] Cleveland-Cliffs Inc. Insider Trading Activity

Rhea-AI Filing Summary

Independent Bank Corp. (INDB) – SEC Form 4 filing dated 07/03/2025

Director Kenneth S. Ansin reported a series of share acquisitions on 07/01/2025 that stem from the completed merger of Enterprise Bancorp, Inc. into Independent Bank Corp. The transactions were all coded “A” (acquisition), indicating that no shares were sold.

• Direct ownership: 4,158 shares were received in exchange for approximately 6,930 Enterprise Bancorp shares, and a separate grant of 938 fully-vested restricted shares was awarded under the 2018 Non-Employee Director Stock Plan. Direct holdings now total 5,096 shares.
• Indirect ownership: Multiple family trusts and a spousal account collectively received 641,657 shares through the same stock-for-stock exchange mechanism. Key holdings include 432,481 shares in a family trust and 106,738 shares in a grandchildren’s trust.

In total, Ansin now beneficially owns roughly 646,753 INDB shares (direct + indirect). No derivative securities were reported, and no dispositions occurred. Exchange ratios were based on the last pre-merger closing prices of $39.64 for Enterprise Bancorp and $62.885 for INDB.

The filing primarily reflects mechanical share issuance resulting from the merger rather than open-market insider buying. Nonetheless, the sizable post-merger stake materially increases insider ownership, potentially aligning the director’s interests more closely with common shareholders.

Positive

• Director now controls approximately 646,753 INDB shares, significantly boosting insider ownership and aligning board interests with shareholders.
• No shares were sold; all reported transactions are acquisitions, avoiding any negative market signal.

Negative

• None.

Insights

Corporate Governance Specialist

TL;DR: Large, merger-driven share issuance lifts director’s stake; signals alignment but not an active bullish bet.

The Form 4 shows Kenneth S. Ansin converting his Enterprise Bancorp holdings into Independent Bank Corp. stock as part of the recently closed merger. Because the shares were issued via a fixed-ratio exchange, the transaction is essentially automatic and does not represent discretionary insider buying. Still, the resulting ~646k-share position places Ansin among the larger insider holders, which may improve governance by increasing board-level exposure to INDB’s market performance. No derivatives or dispositions are disclosed, and the immediate vesting of a 938-share director grant is routine under Rule 16b-3. Overall impact to external investors is modest and mostly informational.

Portfolio Manager

TL;DR: Insider ownership jumps post-merger; neutral for valuation, mildly positive for alignment.

The filing confirms that share issuance connected to the Enterprise Bancorp acquisition has settled. From a portfolio standpoint, heightened insider ownership can be viewed positively for long-term incentives, but the absence of open-market purchases tempers any strong bullish signal. The new float created by the merger was already anticipated in prior disclosures, so this Form 4 should not materially alter INDB’s risk-reward profile.

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

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^*

CRONIN JANE M.

(Last) (First) (Middle)

200 PUBLIC SQUARE

SUITE 3300

(Street)

CLEVELAND OH 44114

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
CLEVELAND-CLIFFS INC. [ CLF ]

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)
07/01/2025

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 Shares	07/01/2025		A		4,926(1)	A	$8.12	48,015	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

Explanation of Responses:

1. Reflects the number of common shares issued to the Reporting Person in payment of the Reporting Person's quarterly retainer in lieu of cash for the third quarter pursuant to the Reporting Person's election to participate in the Cleveland-Cliffs Inc. Nonemployee Director Retainer Share Election Program. The Reporting Person elected to participate in the Retainer Election Program at 100%.

Remarks:

	/s/ James D. Graham by Power of Attorney	07/03/2025
	** 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.
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FAQ

How many INDB shares did Director Kenneth Ansin acquire?

He acquired 5,096 direct shares and 641,657 indirect shares, totaling roughly 646,753 shares.

Why were the shares issued to Kenneth Ansin?

They were exchanged for his Enterprise Bancorp shares following the merger into Independent Bank Corp.

Were any shares sold in this Form 4 filing for INDB?

No. All transactions were coded "A" for acquisition; there were no dispositions.

Did the filing include any derivative securities like options or warrants?

No derivative securities were reported in Table II of the Form 4.

What was the price basis used for the share exchange?

The last pre-merger closing prices: Enterprise Bancorp at $39.64 and Independent Bank Corp. at $62.885 per share.