RELL Insider Filing: Wendy Diddell Reports 250-Share Gift, Holds 127,044 Shares

Rhea-AI Filing Summary

Wendy Diddell, who is listed as both a director and the Chief Operating Officer of Richardson Electronics, Ltd. (RELL), reported a transaction dated 08/15/2025. The Form 4 shows a disposition of 250 shares of the issuer's common stock recorded as a gift with a reported price of $0. After the transaction she is reported to beneficially own 127,044 shares. The filing includes an explanatory statement that the transfer "represents a bona fide gift" and that Mrs. Diddell disclaims all beneficial and pecuniary interests. The form was signed by an attorney-in-fact on 08/19/2025.

Positive

• Timely and complete disclosure of the insider transaction under Section 16
• Clear explanation that the 250-share transfer was a bona fide gift, clarifying intent

Negative

• None.

Insights

Corporate Governance Expert

TL;DR: Small, disclosed gift by an insider; reflects personal estate or family transfer rather than an operational change.

The Form 4 shows a routine, transparent disclosure of a 250-share gift by a director/officer who retains 127,044 shares post-transaction. The statement that the transfer "represents a bona fide gift" and the disclaimer of beneficial interest are standard disclosures used to clarify intent and reduce ambiguity about insider motivations. Compliance with Section 16 reporting is evidenced by timely filing and attorney-in-fact signature, supporting good disclosure controls. There is no indication of governance or control changes.

Securities Analyst

TL;DR: Transaction is immaterial to shareholder value given size; disclosed properly under Form 4 rules.

Disposing of 250 shares at $0 as a gift is immaterial relative to the reported 127,044-share stake and is unlikely to affect market valuation or signal operational developments. The explicit gift explanation removes ambiguity around a sale for liquidity. The filing date and attorney-in-fact signature indicate procedural compliance; no derivatives or additional transactions were reported on this Form 4.

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)
08/15/2025

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	08/15/2025		G		250(1)	D	$0	127,044	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	08/19/2025
	** 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

Who filed the Form 4 for RELL and what is their role?

The Form 4 was filed for Wendy Diddell, who is identified as a Director and the company's COO.

What transaction did Wendy Diddell report for RELL on 08/15/2025?

She reported a disposition of 250 shares of common stock on 08/15/2025, recorded as a gift with a price of $0.

How many RELL shares does Wendy Diddell beneficially own after the reported transaction?

The Form 4 reports that she beneficially owns 127,044 shares following the transaction.

Does the filing indicate any sale for cash or derivative transactions?

No; the filing reports a gift (not a sale) and includes no derivative transactions on this Form 4.

When was the Form 4 signed and by whom?

The Form 4 was signed on 08/19/2025 by Robert J. Ben, acting as attorney-in-fact for Wendy Diddell.