Richardson Electronics (RELL): Director/COO disposes 500 shares as gift

Rhea-AI Filing Summary

Wendy Diddell, Richardson Electronics (RELL) director and COO, reported a non‑derivative disposition of 500 common shares on 08/13/2025 recorded as a bona fide gift. The transaction was coded as a gift with a $0 price, reducing her direct beneficial ownership to 127,294 shares. The filing notes she disclaims all beneficial and pecuniary interests in the gifted shares and the Form 4 was signed by an attorney‑in‑fact. No derivative instruments, options, grants, or purchases were reported in this filing.

Insights

Corporate Governance Expert

TL;DR: A small insider gift from a senior executive and director; not obviously material to ownership control.

The reported disposition of 500 shares as a bona fide gift is a routine insider transfer rather than a sale. At a remaining stake of 127,294 shares, the transaction does not appear to materially alter control or voting dynamics. The filing explicitly disclaims beneficial and pecuniary interest in the gifted shares, and no related derivative activity is disclosed. For governance review, this is a minor personal transfer but should be logged for disclosure completeness.

Securities Analyst

TL;DR: Transaction is a small, non‑cash disposition; unlikely to have material market or valuation impact.

The 500‑share gift recorded at $0 reduces direct beneficial ownership modestly to 127,294 shares. There are no purchases, option exercises, or other transactions that would indicate compensation realization or hedging. Given the small size relative to typical institutional holdings, this Form 4 is informational and unlikely to affect short‑term trading activity or the company’s capital structure.

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

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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).

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^*

Diddell Wendy

(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)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	COO

3. Date of Earliest Transaction (Month/Day/Year)
08/13/2025

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	08/13/2025		G		500(1)	D	$0	127,294	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. This represents a bona fide gift. Mrs. Diddell disclaims all beneficial and pecuniary interests.

	/s/ Robert J. Ben, attorney-in-fact for Wendy Diddell	08/15/2025
	** 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 transaction did Wendy Diddell report on Form 4 for RELL?

She reported a non‑derivative disposition of 500 common shares on 08/13/2025, recorded as a bona fide gift at a price of $0.

What is Wendy Diddell's ownership in RELL after the reported transaction?

Following the reported disposition, her direct beneficial ownership is 127,294 shares.

Was the disposition a sale or a gift according to the filing?

The filing states the disposition was a bona fide gift and that Mrs. Diddell disclaims beneficial and pecuniary interests in the gifted shares.

Did the Form 4 report any derivative transactions, options, or purchases?

No. The filing shows only a non‑derivative disposition and explicitly contains no derivative securities reported.

Who signed the Form 4 on behalf of Wendy Diddell?

The Form 4 was executed by an attorney‑in‑fact on behalf of Wendy Diddell, as indicated in the filing.