Richardson Electronics (RELL) EVP surrenders stock to cover tax on vesting

Rhea-AI Filing Summary

RICHARDSON ELECTRONICS, LTD. executive Kathleen McNally, EVP Global Supply Chain, surrendered 550 shares of common stock on July 17, 2026 at $17.18 per share. The shares were returned to the issuer to cover income tax withholding on vested restricted shares and do not represent a market sale. Following this tax-withholding disposition, she directly holds 45,169 shares of common stock.

Insider Trade Summary

Net Seller: 550 shares

Net Sell 1 txn

Insider MCNALLY KATHLEEN

Role EVP Global Supply Chain

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock F1	550	$17.18	$9K

Holdings After Transaction: Common Stock — 45,169 shares (Direct)

Footnotes (1)

1. F1. Represents shares surrendered to Issuer in connection with the vesting of a previously reported grant of restricted shares to satisfy the income tax withholding and remittance obligations of the reporting person at a net settlement price equal to closing price on the NASDAQ Global Select Market on July 17, 2026 of $ 17.18 and does not represent a sale of the reporting person.

Key Figures

Shares surrendered for tax withholding: 550 shares of Common Stock Net settlement price: $17.18 per share Shares held after transaction: 45,169 shares of Common Stock

3 metrics

Shares surrendered for tax withholding 550 shares of Common Stock Surrendered on July 17, 2026 to satisfy income tax withholding on vested restricted shares

Net settlement price $17.18 per share Equal to closing price on NASDAQ Global Select Market on July 17, 2026

Shares held after transaction 45,169 shares of Common Stock Directly owned by Kathleen McNally following the tax-withholding disposition

Key Terms

restricted shares, net settlement price, income tax withholding, NASDAQ Global Select Market

4 terms

restricted shares financial

"vesting of a previously reported grant of restricted shares to satisfy"

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.

net settlement price financial

"to satisfy the income tax withholding ... at a net settlement price equal"

income tax withholding financial

"to satisfy the income tax withholding and remittance obligations"

NASDAQ Global Select Market market

"equal to closing price on the NASDAQ Global Select Market on July 17, 2026"

A Nasdaq Global Select Market listing is the highest tier of stocks on the Nasdaq exchange, reserved for companies that meet the strictest financial, reporting and governance standards. For investors, it acts like a premium quality label—signaling larger, more transparent and better-governed companies that tend to offer greater liquidity and lower perceived risk compared with lower-tier listings, making it easier to buy, sell and evaluate shares.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 07/21/2026 - 02:54 PM Accepted by SEC EDGAR 07/21/2026 - 02:54 PM Learn about SEC filing dates

FAQ

What insider transaction did RELL executive Kathleen McNally report?

Kathleen McNally reported a tax-withholding disposition of Richardson Electronics common stock. She surrendered 550 shares to the issuer to satisfy income tax obligations arising from the vesting of previously granted restricted shares, rather than selling them on the open market.

How many Richardson Electronics (RELL) shares were surrendered for taxes?

McNally surrendered 550 shares of Richardson Electronics common stock. These shares were delivered back to the issuer at a price of $17.18 per share to cover income tax withholding associated with the vesting of a prior restricted share grant.

At what price were the RELL shares valued in McNally’s tax-withholding transaction?

The surrendered shares were valued at $17.18 per share. This amount equals the closing price on the NASDAQ Global Select Market on July 17, 2026, used as the net settlement price for satisfying McNally’s income tax withholding obligations on vested restricted shares.

How many Richardson Electronics (RELL) shares does Kathleen McNally hold after the transaction?

After the tax-withholding disposition, McNally directly holds 45,169 shares of Richardson Electronics common stock. This figure reflects her position following surrender of 550 shares to the issuer to meet income tax withholding tied to restricted-share vesting.

Did Kathleen McNally sell Richardson Electronics (RELL) shares on the open market?

No, McNally did not sell shares on the open market. The 550 shares were surrendered directly to Richardson Electronics to satisfy income tax withholding on vested restricted shares, which the disclosure states “does not represent a sale” by the reporting person.

What was the purpose of the RELL share surrender by Kathleen McNally?

The share surrender was to cover income tax withholding and remittance obligations. When previously granted restricted shares vested, McNally delivered 550 shares back to Richardson Electronics at $17.18 per share instead of paying the tax liability in cash.

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^*

MCNALLY KATHLEEN

(Last) (First) (Middle)

40W267 KESLINGER ROAD PO BOX 393

(Street)

LAFOX ILLINOIS 60147

(City) (State) (Zip)

UNITED STATES

(Country)

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)
	EVP Global Supply Chain

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
07/17/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	07/17/2026		F		550(1)	D	$17.18	45,169	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. Represents shares surrendered to Issuer in connection with the vesting of a previously reported grant of restricted shares to satisfy the income tax withholding and remittance obligations of the reporting person at a net settlement price equal to closing price on the NASDAQ Global Select Market on July 17, 2026 of $ 17.18 and does not represent a sale of the reporting person.

	/s/ Robert J. Ben attorney-in-fact for Kathleen McNally	07/21/2026
	** 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.
* Form 4: SEC 1474 (03-26)