[Form 4] Richardson Electronics Ltd Insider Trading Activity

Rhea-AI Filing Summary

Richardson Electronics (RELL) – Form 4 filing: CFO/CAO/Corporate Secretary Robert J. Ben surrendered 500 common shares on 18 Jul 2025 under transaction code F, which indicates shares withheld to cover taxes on the vesting of previously granted restricted stock. The net settlement price equaled the 18 Jul 2025 NASDAQ close of $9.58. Following the withholding, Ben’s direct beneficial ownership stands at 54,034 shares.

No derivative securities were involved, and there were no open-market sales or purchases; therefore, the transaction is generally viewed as administrative and non-economic from an investment-impact standpoint.

Insights

Securities Analyst

TL;DR: Routine tax-withholding share surrender; immaterial to valuation.

The 500-share reduction (≈0.9% of Ben’s holdings) is a standard Code F event—shares withheld by the company to pay payroll taxes on vested RSUs. No cash proceeds, no change in economic exposure, and ownership remains robust at 54,034 shares. The filing does not signal sentiment or alter the firm’s capital structure, liquidity, or earnings outlook. I classify the market impact as neutral.

Corporate Governance Expert

TL;DR: Compliance filing; no governance red flags detected.

The executive properly reported within the two-business-day window, enhancing disclosure integrity. Code F tax withholding is customary and does not imply insider selling pressure. No multiple filers or complex derivative positions appear. Governance risk unchanged.

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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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)
07/18/2025

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	07/18/2025		F		500(1)	D	$9.58	54,034	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 18, 2025 of $ 9.58 and does not represent a sale of the reporting person.

	/s/ Robert J. Ben	07/21/2025
	** 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

What did RELL's CFO report in the latest Form 4?

He surrendered 500 common shares on 18 Jul 2025 to cover taxes on vested restricted stock at $9.58 per share.

How many RELL shares does Robert J. Ben own after the transaction?

The filing lists 54,034 common shares held directly after the withholding event.

Was the Form 4 transaction an open-market sale?

No. Code F indicates shares were withheld by the issuer for tax purposes, not sold on the open market.

Did the Form 4 disclose any derivative securities activity?

No derivative securities were listed; only a non-derivative common stock transaction was reported.

Does this Form 4 impact RELL’s fundamentals or guidance?

The event is administrative and immaterial; it does not affect the company’s operations, earnings, or guidance.