Ryerson (RYI) Form 4: Executive RSU Grants with Vesting Through 2028

Rhea-AI Filing Summary

James J. Claussen, Executive Vice President & Chief Financial Officer of Ryerson Holding Corp (RYI), reported the grant and accrual of restricted stock units (RSUs) and related dividend equivalent rights on 09/18/2025. Each RSU represents a contingent right to one share of common stock and the reported dividend equivalents were granted at $0 price. The filing shows cumulative beneficial ownership following the transactions of 4,149.637, 8,115.974 and 13,427.895 shares tied to RSU awards granted March 31, 2023, 2024 and 2025. The awards remain unvested with scheduled vesting dates through March 31, 2028. The form was signed by attorney-in-fact on 09/22/2025.

Positive

• Clear disclosure of RSU grants and dividend-equivalent accruals for the CFO with specific vesting dates
• Zero cash price reported for dividend equivalent rights indicating no cash outlay by the reporting person
• Vesting schedules provided through March 31, 2028, giving transparency on timing of potential share settlement

Negative

• Awarded RSUs represent contingent rights to common shares, which may increase outstanding share equivalents upon settlement
• Amounts are unvested and thus future issuance could dilute existing shareholders when settled

Insights

Financial Analyst

TL;DR: Executive received RSUs and accrued dividend equivalents totaling material share-equivalent amounts; impact appears routine and compensation-related.

The disclosure documents accrual and allocation of restricted stock units and dividend-equivalent rights to the CFO on 09/18/2025, with zero cash price and specified vesting through March 31, 2028. These awards increase the executive's contingent claim on common shares, shown as 4,149.637; 8,115.974; and 13,427.895 share-equivalents following the transactions. From a financial perspective this is a compensation expense and may lead to future share settlement but does not report cash consideration or exercised options. Impact on EPS or share count depends on settlement timing and company policy; the filing itself is a routine Section 16 disclosure.

Corporate Governance Expert

TL;DR: The Form 4 reports customary equity compensation accruals for an officer, with clear vesting schedules and no indication of accelerated or unusual terms.

The Form 4 identifies James J. Claussen as EVP & CFO and records restricted stock units and related dividend equivalent rights that vest on set future dates (March 31, 2026; 2027; 2028). The filing explicitly states each RSU converts to one common share and that dividend equivalents vest proportionately. The disclosure is consistent with standard executive compensation governance practices and provides transparent vesting timelines; no departures from typical grant documentation are shown.

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^*

Claussen James J

(Last) (First) (Middle)

C/O RYERSON HOLDING CORPORATION

227 W. MONROE ST., 27TH FLOOR

(Street)

CHICAGO IL 60606

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Ryerson Holding Corp [ RYI ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Executive Vice President & CFO

3. Date of Earliest Transaction (Month/Day/Year)
09/18/2025

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
Restricted Stock Units	(1)	09/18/2025		A		33.226(2)		(3)	(3)	Common Stock	33.226	$0	4,149.637	D
Restricted Stock Units	(1)	09/18/2025		A		64.984(2)		(4)	(4)	Common Stock	64.984	$0	8,115.974	D
Restricted Stock Units	(1)	09/18/2025		A		107.515(2)		(5)	(5)	Common Stock	107.515	$0	13,427.895	D

Explanation of Responses:

1. Each restricted stock unit represents a contingent right to receive one share of common stock of Ryerson Holding Corporation (the "Company").

2. Represents dividend equivalent rights that accrued on the underlying award of restricted stock units. Dividend equivalent rights accrue when and as dividends are paid on the common shares underlying the applicable restricted share units and vest proportionately with and are subject to settlement and expiration upon the same terms as the restricted stock units to which they relate.

3. The dividend equivalent rights accrued on restricted stock units that were granted on March 31, 2023 and outstanding as of September 18, 2025. These unvested restricted stock units, and the dividend equivalent rights related to such unvested restricted stock units, will vest on March 31, 2026.

4. The dividend equivalent rights accrued on restricted stock units that were granted on March 31, 2024 and outstanding as of September 18, 2025. These unvested restricted stock units, and the dividend equivalent rights related to such unvested restricted stock units, will vest on March 31, 2026 and March 31, 2027.

5. The dividend equivalent rights accrued on restricted stock units that were granted on March 31, 2025 and outstanding as of September 18, 2025. These unvested restricted stock units, and the dividend equivalent rights related to such unvested restricted stock units, will vest on March 31, 2026, March 31, 2027 and March 31, 2028.

	/s/ Camilla Rykke Merrick, attorney-in-fact	09/22/2025
	** Signature of Reporting Person	Date
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FAQ

What did the Ryerson Holding Corp (RYI) Form 4 filed on 09/22/2025 disclose?

The filing discloses that EVP & CFO James J. Claussen received restricted stock units and accrued dividend equivalent rights on 09/18/2025, with zero price and vesting dates through March 31, 2028.

How many share-equivalents are reported after the reported transactions for RYI insider James J. Claussen?

The Form 4 reports beneficial ownership following the transactions of 4,149.637, 8,115.974, and 13,427.895 share-equivalents tied to the RSU awards.

When do the RSUs and dividend equivalent rights vest according to the filing?

Vesting dates referenced in the filing are March 31, 2026 for 2023 grants; March 31, 2026 and March 31, 2027 for 2024 grants; and March 31, 2026, March 31, 2027 and March 31, 2028 for 2025 grants.

Does the Form 4 show any cash transactions for these awards?

No. The filing shows a price of $0 for the dividend equivalent accruals and RSU-related items disclosed.

Who signed the Form 4 for the reporting person and when?

The Form 4 was signed by attorney-in-fact Camilla Rykke Merrick on 09/22/2025.