[Form 4] Richardson Electronics Ltd Insider Trading Activity

Rhea-AI Filing Summary

On 21 Jul 2025 Aetherium Acquisition Corp. (GMFIU) appointed three new independent directors — Jeffrey Chi, Ph.D., Ling Yew Kong and Shantanu Jha — filling vacancies created by November 2024 resignations. The Board and Audit Committee confirmed that all appointees meet SEC Rule 10A-3 independence standards and have no family or related-party ties to the company.

The company executed a standard Indemnity Agreement and joinders to its December 2021 Letter Agreement and Registration Rights Agreement, extending liability protection and resale rights identical to those held by existing insiders.

Compensation consists solely of equity transfers from the Sponsor: each new director will receive 30,000 founder shares; continuing independent director Lim How Teck will receive an additional 20,000 founder shares. No cash payments were disclosed and no other related-party transactions are reportable.

The appointments restore a fully independent audit committee and broaden sector expertise ahead of any potential de-SPAC transaction, enhancing governance while causing only modest dilution.

Positive

• Audit committee independence restored, bringing the SPAC back into full SEC compliance.
• Experienced directors with venture-capital and technology backgrounds could enhance deal sourcing and due-diligence capability.

Negative

• Founder share transfers to directors create incremental insider dilution, albeit small.
• Board turnover may raise questions about governance stability until a business-combination is announced.

Insights

Corporate Governance Analyst

TL;DR — Governance strengthened; audit committee independence restored; minor dilution offsets positives.

The SPAC now complies with SEC Rule 10A-3 after adding three well-credentialed independent directors. Indemnity and registration-rights joinders are routine and do not alter economic terms for public shareholders. Founder-share transfers (110 k shares total) dilute insiders, not the public float, so economic impact is immaterial. Overall, the move lowers governance risk and should aid proxy approval for any future merger.

SPAC Specialist

TL;DR — Board upgrades improve target-screening depth; impact on valuation neutral.

Chi, Ling and Jha bring venture, private-equity and tech deal experience valuable for sourcing a business-combination target. However, without a merger announcement or financial guidance, the filing does not shift the SPAC’s timeline or cash runway. Share grants come from sponsor equity, so public-share dilution is effectively zero. Investors gain improved oversight but no immediate catalyst, keeping risk-reward 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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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^*

KLUGE ROBERT H

(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
	Officer (give title below)		Other (specify below)

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		5,139(1)	A	$0	48,345	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 a restricted stock award under the Richardson Electronics, Ltd. Amended and Restated 2011 Long-Term Incentive Plan, which shall vest immediately on the grant date.

	/s/ Robert J. Ben attorney-in-fact for Robert H. Kluge	07/23/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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FAQ

Why did Aetherium Acquisition Corp. (GMFIU) file an 8-K on 23 July 2025?

To disclose the appointment of three new independent directors and related indemnity and registration-rights agreements.

Who are the new independent directors of GMFIU?

Jeffrey Chi, Ph.D., Ling Yew Kong and Shantanu Jha joined the Board on 21 July 2025.

How many founder shares will each new director receive?

Each will receive 30,000 founder shares from the Sponsor; continuing director Lim How Teck will receive 20,000 additional shares.

Does the filing restore audit committee independence for GMFIU?

Yes. The Board confirms all three appointees satisfy SEC Rule 10A-3 independence requirements.

Were any related-party transactions disclosed for the new directors?

No. Aside from the founder-share transfers, no Item 404(a) related-party transactions were reported.

What exhibits accompany this 8-K?

Copies of the Indemnity Agreement (Ex.10.1), Letter Agreement (Ex.10.2), and Registration Rights Agreement (Ex.10.3) are incorporated by reference.