[Form 4] Richardson Electronics Ltd Insider Trading Activity

Rhea-AI Filing Summary

Form 4 filing – Richardson Electronics (RELL) reports that EVP, Power & Microwave Technologies, Gregory J. Peloquin received an option grant for 10,000 common shares on 21-Jul-2025 under the 2011 Amended & Restated Long-Term Incentive Plan.

The option carries an exercise price of $9.73 (grant-date market price), expires 21-Jul-2035, and vests 20 % annually over five years beginning 21-Jul-2026. No open-market purchases or sales of common shares were disclosed. After the transaction, Peloquin holds 10,000 derivative securities and no change in direct share ownership was reported.

The award is a routine equity incentive; immediate dilution is zero, while full exercise would add roughly 10,000 shares (≈0.1 % of RELL’s 12.2 m shares outstanding). The filing signals continued management retention efforts and modest potential dilution in future years.

Positive

• Executive-shareholder alignment: Five-year, at-the-money option incentivizes long-term value creation.

Negative

• Potential dilution: Full exercise would add ~0.1 % to share count; dilution could accumulate with future grants.

Insights

Securities Analyst

TL;DR: Routine at-the-money option grant; negligible near-term impact, modest future dilution.

The 10k-share option equals ~0.1 % of outstanding shares, vests over five years, and is priced at market. With no stock sale or purchase, cash flow, EPS, and float remain unchanged. The grant aligns executive incentives with shareholder returns but does not materially alter valuation metrics. Impact is neutral unless cumulative awards become sizable.

Corporate Governance Expert

TL;DR: Standard LTIP award supports retention; governance risk low.

The grant follows the 2011 A&R LTIP and uses a long vesting schedule, discouraging short-term behavior. Size appears reasonable versus peer norms. Shareholders should monitor aggregate dilution but, given the small percentage, governance concerns are minimal.

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).

1. Name and Address of Reporting Person^*

PELOQUIN GREGORY 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)
	EVP PMT

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

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
Employee Stock Option (Right to Buy)	$9.73	07/21/2025		A		10,000		07/21/2026(1)	07/21/2035	Common Stock	10,000	$0	10,000	D

Explanation of Responses:

1. The stock option was granted on July 21, 2025 pursuant to the Richardson Electronics, Ltd. 2011 Amended and Restated Long-Term Incentive Plan. The option vests over 5 years with 1/5 of the total number of shares subject to the option vesting on each anniversary date of grant, until fully vested.

	/s/ Robert J. Ben attorney-in-fact for Gregory J. Peloquin	07/23/2025
	** 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.
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FAQ

What did Gregory J. Peloquin receive according to the RELL Form 4?

He received an employee stock option for 10,000 shares at an exercise price of $9.73.

When does the new RELL option grant start vesting?

Vesting begins on 21-Jul-2026 and continues annually over five years.

What is the expiration date of the RELL EVP's stock option?

The option expires 21-Jul-2035 if not exercised earlier.

How much dilution could occur if the option is fully exercised?

Exercise would add 10,000 shares, roughly 0.1 % of RELL’s current 12.2 m shares outstanding.

Does the Form 4 report any open-market stock sales or purchases by the EVP?

No. The filing only reports the option grant; no common stock transactions were disclosed.