[Form 4] Radius Recycling, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Lifecore Biomedical (LFCR) – CFO insider equity transaction

On 07/08/2025, Chief Financial Officer Ryan D. Lake reported the vesting of 75,000 performance-based restricted stock units (RSUs). The units converted into common shares (Form 4, code M), lifting his direct holdings to 392,429 shares.

To satisfy statutory tax withholding, the issuer automatically withheld 32,806 shares at $8.19 per share (code F). After this offset, Lake’s direct ownership stands at 359,623 shares, a net increase of roughly 42 k shares versus the pre-transaction level. He also retains 600,000 unexercised performance-based RSUs that continue to vest through 09/03/2029 once additional share-price milestones are achieved.

The filing reflects routine equity-compensation settlement rather than an open-market purchase or discretionary sale. Nonetheless, the additional shares keep the CFO’s incentives aligned with shareholder value creation.

Positive

• CFO’s direct ownership rises by 42,194 shares, enhancing alignment with shareholders.
• 600,000 performance-based RSUs remain outstanding, tying future compensation to share-price performance.

Negative

• Shares were acquired via vesting, not open-market purchase, reducing the traditional bullish signal strength.
• 32,806 shares were withheld for taxes, representing an immediate disposal rather than a long-term holding increase.

Insights

Securities Analyst

TL;DR: Vesting of 75 k RSUs; net 42 k share increase; compensation-driven, not open-market, so largely neutral for LFCR.

The Form 4 shows a standard performance-based award converting into stock. Code M indicates automatic conversion, not a cash purchase, limiting its traditional ‘bullish’ insider-buy signal. The simultaneous code F disposition is a tax-withholding mechanism, not a discretionary sale. Post-transaction, Lake still owns 359,623 shares and 600,000 unvested RSUs that hinge on future price milestones, providing continued performance alignment. From a governance standpoint, the event neither increases float materially nor signals management sentiment beyond compensation norms; therefore, it is neutral in market impact.

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
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X

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^*

Souza Brian

(Last) (First) (Middle)

222 SW COLUMBIA ST SUITE 1150

(Street)

PORTLAND OR 97201

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
RADIUS RECYCLING, INC. [ RDUS ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP and President, Operations

3. Date of Earliest Transaction (Month/Day/Year)
07/10/2025

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
Class A Common Stock	07/10/2025		D(1)		39,433(1)(2)	D	$30(1)(2)	0	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. On July 10, 2025, Radius Recycling, Inc. (the "Issuer") completed the previously announced transaction with Toyota Tsusho America, Inc. ("Parent"), and TAI Merger Corporation ("Merger Sub"), pursuant to the Agreement and Plan of Merger dated as of March 13, 2025 (the "Merger Agreement"), whereby Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer continuing as the surviving corporation in the Merger as a wholly owned subsidiary of Parent. Pursuant to the terms of the Merger Agreement, each share of Issuer Class A common stock ("Class A Common Stock") and Issuer Class B common stock ("Class B Common Stock" and together with Class A Common Stock, "Common Stock") that was issued and outstanding immediately prior to the Effective Time (as defined in the Merger Agreement) (other than certain properly dissenting shares) was converted into the right to receive $30.00 in cash (the "Merger Consideration"), without interest, and less applicable withholding taxes.

2. Includes 26,711 unvested Company RSU Awards (as defined in the Merger Agreement). Pursuant to the Merger Agreement, as of the Effective Time, each Company RSU Award that was outstanding immediately prior to the Effective Time became immediately vested and was cancelled and converted into the right to receive an amount in cash equal to the sum of (x) the product of (A) the Merger Consideration, multiplied by (B) the total number of shares of Common Stock subject to such Company RSU Award immediately prior to the Effective Time, plus (y) any accrued and unpaid dividends or dividend equivalent rights corresponding to such Company RSU Award.

	/s/ Joseph J. Bradley, Attorney-in-Fact	07/10/2025
	** 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

How many LFCR shares did CFO Ryan Lake acquire on 07/08/2025?

He received 75,000 shares upon vesting of performance-based RSUs.

What is Ryan Lake’s current direct ownership in Lifecore Biomedical?

After the transaction, he holds 359,623 common shares directly.

Why were 32,806 LFCR shares disposed of in the filing?

They were automatically withheld to cover tax obligations related to the RSU vesting.

What does the 600,000 figure in the derivative table represent?

It is the remaining unvested performance-based RSUs that can convert to shares if price milestones are met by 09/03/2029.

Does this Form 4 signal an open-market insider purchase?

No. The code M transaction was a compensation-related vesting, not an open-market buy.