Sturm Ruger: Beretta reports approximately 25% stake

The offer was oversubscribed: 6,094,325 shares were tendered, with an approximately 39.4% proration factor.

Rhea-AI Filing Summary

Sturm Ruger & Co Inc (RGR) reports that Beretta Holding S.A., the reporting person, accepted 2,400,184 shares for purchase in its tender offer on October 19, 2026, at $44.80 per share. Payment of approximately $107,528,243 will be made promptly using Beretta’s working capital.

The offer was oversubscribed: 6,094,325 shares were tendered, and accepted shares were allocated pro rata at an approximately 39.4% proration factor. The accepted shares represented 15.02% of RGR’s issued and outstanding shares as of September 17, 2026. After the offer, Beretta beneficially owns 3,987,184 shares, approximately 25.0% of RGR’s shares outstanding as of that date.

Key Figures

Shares accepted for purchase: 2,400,184 shares Price per share: $44.80 per share Aggregate purchase price: Approximately $107,528,243 +5 more

8 metrics

Shares accepted for purchase 2,400,184 shares Accepted on October 19, 2026

Price per share $44.80 per share Tender offer price

Aggregate purchase price Approximately $107,528,243 For shares accepted for purchase

Shares tendered 6,094,325 shares Validly tendered and not validly withdrawn

Proration factor Approximately 39.4% Shares validly tendered and not validly withdrawn

Shares beneficially owned after tender offer 3,987,184 shares Beretta Holding S.A.

Beneficial ownership after tender offer Approximately 25.0% RGR shares outstanding as of September 17, 2026

Accepted shares as a portion of issued and outstanding shares 15.02% As of September 17, 2026

Key Terms

Tender Offer, proration factor, working capital, beneficially owned

4 terms

Tender Offer financial

"commenced the Tender Offer to acquire 2,400,184 Shares"

A tender offer is a proposal made by a person or company to buy shares from existing shareholders at a set price, usually higher than the current market value, within a specific time frame. It matters to investors because it can lead to a change in ownership or control of a company, and shareholders must decide whether to sell their shares at the offered price.

proration factor financial

"The proration factor ... is approximately 39.4%"

A proration factor is the percentage used to scale back how many shares or rights each investor receives when demand exceeds the available supply, such as in an oversubscribed offering or dividend distribution. It matters because it determines the actual number of shares an investor will get and the effective price or value per share they end up with — like cutting a limited number of pizza slices among more people than there are slices, so everyone gets a proportional piece.

working capital financial

"to be paid with working capital of the Reporting Person"

Working capital is the money a business has available to cover its daily expenses, like paying bills and buying supplies. It’s like the cash in your wallet that helps you handle everyday costs; having enough ensures the business can operate smoothly without running into money shortages.

beneficially owned financial

"aggregate number of shares ... beneficially owned by the Reporting Person"

Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many RGR shares did Beretta acquire in the tender offer?

Beretta accepted 2,400,184 shares for purchase at $44.80 per share, for an aggregate purchase price of approximately $107,528,243. Payment will be made promptly using Beretta Holding S.A.’s working capital.

When did the RGR tender offer expire?

The tender offer expired on October 15, 2026, at one minute after 11:59 p.m., New York City time.

AI-generated analysis. How Rhea-AI works. Not financial advice.

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google Not now

Available on EDGAR 10/20/2026 - 05:02 PM EDT Accepted by SEC EDGAR 10/20/2026 - 05:01 PM EDT Learn about SEC filing dates

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 8)

STURM RUGER & CO INC

(Name of Issuer)

Common Stock, $1.00 par value per share

(Title of Class of Securities)

864159108

(CUSIP Number)

Robert Eckert
Beretta Holding S.A., 9 rue Sainte Zithe,
Luxembourg, N4, L-2763
352 691 325 028

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

10/19/2026

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

schemaVersion:

SCHEDULE 13D

CUSIP Number(s): 864159108

1

Name of reporting person

Beretta Holding S.A.

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

LUXEMBOURG

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 3,987,184.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 3,987,184.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

3,987,184.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

25.0 %

14

Type of Reporting Person (See Instructions)

HC

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Common Stock, $1.00 par value per share
(b)	Name of Issuer: STURM RUGER & CO INC
(c)	Address of Issuer's Principal Executive Offices: 700 S AYERSVILLE ROAD, MAYODAN, NORTH CAROLINA , 27027.
Item 1 Comment: This Amendment No. 8 to the Schedule 13D ("Amendment No. 8") is being filed on behalf of the undersigned, Beretta Holding S.A. (the "Reporting Person"), to amend the Schedule 13D filed by the Reporting Person with the SEC on September 22, 2025, the first amendment to the Schedule 13D filed by the Reporting Person with the SEC on October 2, 2025, the second amendment to the Schedule 13D filed by the Reporting Person with the SEC on December 1, 2025, the third amendment to the Schedule 13D filed by the Reporting Person with the SEC on February 26, 2026, the fourth amendment to the Schedule 13D filed by the Reporting Person with the SEC on March 25, 2026, the fifth amendment to the Schedule 13D filed by the Reporting Person with the SEC on March 31, 2026, the sixth amendment to the Schedule 13D filed by the Reporting Person with the SEC on May 4, 2026 and the seventh amendment to the Schedule 13D filed by the Reporting Person with the SEC on September 17, 2026 (collectively, as amended, the "Schedule 13D"). Except as specifically amended and supplemented by this Amendment No. 8, the information previously reported in the Schedule 13D remains unchanged. All capitalized terms contained herein but not otherwise defined shall have the meaning ascribed to such terms in the Schedule 13D.
Item 3.	Source and Amount of Funds or Other Consideration
	Item 3 is hereby amended to add the following: On October 19, 2026, the Reporting Person accepted for purchase in accordance with the terms of the Tender Offer (as defined in Amendment No. 7 to the Schedule 13D) 2,400,184 Shares that were validly tendered and not validly withdrawn prior to the expiration of the Tender Offer at one minute after 11:59 p.m., New York City time, on October 15, 2026 (the "Expiration Time"). Payment for such Shares will be made promptly, in accordance with the terms of the Tender Offer, for an aggregate purchase price of approximately $107,528,243, to be paid with working capital of the Reporting Person.
Item 4.	Purpose of Transaction
	Item 4 is hereby amended to add the following: As previously disclosed in Amendment No. 7 to the Schedule 13D, on September 17, 2026, the Reporting Person commenced the Tender Offer to acquire 2,400,184 Shares at a price per Share of $44.80. At the Expiration Time, 6,094,325 Shares were validly tendered and not validly withdrawn pursuant to the Tender Offer. Because the Tender Offer was oversubscribed, the Reporting Person has accepted for purchase, on a pro rata basis, in accordance with the terms of the Tender Offer, 2,400,184 Shares that were validly tendered and not validly withdrawn prior to the Expiration Time, representing 15.02% of the issued and outstanding Shares as of September 17, 2026. Payment for such Shares will be made promptly, in accordance with the terms of the Tender Offer. The proration factor, based on information reported by Computershare Trust Company, N.A., which is acting as the depositary, is approximately 39.4% of the Shares validly tendered and not validly withdrawn pursuant to the Tender Offer. After giving effect to the Tender Offer, the Reporting Person beneficially owns approximately 25.0% of the issued and outstanding Shares as of September 17, 2026.
Item 5.	Interest in Securities of the Issuer
(a)	Item 5(a) is hereby amended and restated to read as follows: The percentages used in this Schedule 13D are based upon 15,978,256 shares of Common Stock outstanding as of September 17, 2026, as reported in the Issuer's Schedule 14D-9 filed with the SEC on September 28, 2026. See rows (11) and (13) of the cover pages to this Schedule 13D for the aggregate number of shares of Common Stock and percentage of the Common Stock beneficially owned by the Reporting Person.
(b)	Item 5(b) is hereby amended and restated to read as follows: See rows (7) through (10) of the cover pages to this Schedule 13D for the number of shares of Common Stock as to which the Reporting Person has the sole or shared power to vote or direct the vote and sole or shared power to dispose or to direct the disposition.
(c)	Item 5(c) is hereby amended and restated to read as follows: Since the filing of Amendment No. 7, the Reporting Person acquired 2,400,184 Shares pursuant to the Tender Offer (as described in Item 4).

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Beretta Holding S.A.

Signature:	/s/ Robert Eckert
Name/Title:	Robert Eckert, General Manager of Beretta Holding S.A.
Date:	10/20/2026