[Form 4] Richardson Electronics Ltd Insider Trading Activity

Richardson Electronics (RELL) Form 4: CFO, CAO and Corporate Secretary Robert J. Ben received new equity awards on 21-Jul-2025 under the company’s 2011 Amended & Restated Long-Term Incentive Plan.

Rhea-AI Filing Summary

Richardson Electronics (RELL) Form 4: CFO, CAO and Corporate Secretary Robert J. Ben received new equity awards on 21-Jul-2025 under the company’s 2011 Amended & Restated Long-Term Incentive Plan.

• Restricted stock: 8,500 common shares granted at $0; vests ratably over three years beginning on the first anniversary of grant. Direct ownership rises to 62,534 shares.
• Stock options: 10,000 options with a $9.73 strike; first 20 % vests 21-Jul-2026, fully vested by 2029, and expire 21-Jul-2035.

No shares were sold, cash was paid, or financial guidance updated. The grant increases insider exposure and signals commitment, while adding only minor potential dilution (well under 1 % of outstanding shares).

Insights

Securities Analyst

TL;DR: Routine compensation grant adds 8.5k shares and 10k options; boosts insider alignment, negligible dilution, neutral valuation impact.

The filing documents standard annual equity awards rather than open-market buying. Ben’s direct stake climbs to 62.5k shares, indicating a meaningful—though not transformational—ownership level. The 10k options carry a $9.73 strike (≈ recent trading range), motivating performance above that threshold. Combined, the awards represent a fraction of RELL’s 12.1 m shares outstanding, so dilution risk is minimal. Because no shares were purchased for cash, the signal is weaker than an outright buy; nevertheless, additional skin-in-the-game and long-dated vesting help align management with shareholders. Overall impact on valuation or near-term cash flows is immaterial.

Insider Trade Summary

Grant/Award: 18,500 shares

Grant/Award 2 txns

Insider Ben Robert J

Role CFO, CAO, Corporate Secretary

Type	Security	Shares	Price	Value
Grant/Award	Employee Stock Option (Right to Buy)	10,000	$0.00	$0.00
Grant/Award	Common Stock	8,500	$0.00	$0.00

Holdings After Transaction: Employee Stock Option (Right to Buy) — 10,000 contracts (Direct); Common Stock — 62,534 shares (Direct)

Footnotes (2)

1. F1. Represents a restricted stock award under the Richardson Electronics, Ltd. Amended and Restated 2011 Long-Term Incentive Plan, which shall vest ratably over a three year period, beginning on the first anniversary of the date of issuance.
2. F2. The stock option was granted on July 21, 2025 pursuant to the Richardson Electronics, Ltd. 2011 Amended and Restated Long-Term Incentive Plan. The option vests over 5 years with 1/5 of the total number of shares subject to the option vesting on each anniversary date of grant, until fully vested.

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Accepted by SEC EDGAR 07/23/2025 - 09:36 AM Learn about SEC filing dates

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).

1. Name and Address of Reporting Person^*

Ben Robert J

(Last) (First) (Middle)

40W267 KESLINGER ROAD PO BOX 393

(Street)

LAFOX IL 60147

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
RICHARDSON ELECTRONICS, LTD. [ RELL ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CFO, CAO, Corporate Secretary

3. Date of Earliest Transaction (Month/Day/Year)
07/21/2025

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	07/21/2025		A		8,500(1)	A	$0	62,534	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
Employee Stock Option (Right to Buy)	$9.73	07/21/2025		A		10,000		07/21/2026(2)	07/21/2035	Common Stock	10,000	$0	10,000	D

Explanation of Responses:

1. Represents a restricted stock award under the Richardson Electronics, Ltd. Amended and Restated 2011 Long-Term Incentive Plan, which shall vest ratably over a three year period, beginning on the first anniversary of the date of issuance.

2. The stock option was granted on July 21, 2025 pursuant to the Richardson Electronics, Ltd. 2011 Amended and Restated Long-Term Incentive Plan. The option vests over 5 years with 1/5 of the total number of shares subject to the option vesting on each anniversary date of grant, until fully vested.

	/s/ Robert J. Ben	07/23/2025
	** 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.