Ryerson (RYI) Form 4: CEO accrues 604.31 RSUs; vesting through 2028

Rhea-AI Filing Summary

Ryerson Holding Corp (RYI) director and President & CEO Edward J. Lehner reported acquisitions on 09/18/2025 of dividend-equivalent rights associated with three separate restricted stock unit awards. The filings show additions of 104.412, 204.232, and 295.666 restricted stock units (RSUs) at $0 price, reflecting accrued dividend equivalents; following these transactions the filings list beneficial ownership amounts of 13,040.261, 25,507.19, and 36,926.71 common shares respectively. The RSUs vest on future dates: the 2023 grant vests March 31, 2026; the 2024 grant vests March 31, 2026 and March 31, 2027; the 2025 grant vests March 31, 2026, March 31, 2027, and March 31, 2028. The Form 4 was signed by an attorney-in-fact on 09/22/2025.

Positive

• Dividend-equivalent RSUs were credited to the CEO/director, increasing his long-term equity stake without cash outlay
• Vesting schedules remain disclosed with clear future dates (March 31, 2026; March 31, 2027; March 31, 2028), preserving alignment with shareholder interests

Negative

• None.

Insights

Corporate Governance Expert

TL;DR: Routine accrual and vesting of dividend-equivalent RSUs for CEO/director; no cash purchase or sale reported.

The Form 4 documents dividend-equivalent rights credited to existing restricted stock units for the reporting person, treated as acquisitions at $0. These are compensation-related adjustments rather than open-market purchases or sales, and vest across 2026–2028 according to original grant schedules. For governance review, this is consistent with equity-based compensation practices and does not indicate a change in role or an immediate liquidity event.

Compensation Analyst

TL;DR: Equity compensation increased by 604.31 RSUs total via dividend equivalents; vesting remains tied to original award schedules.

The filing lists three separate dividend-equivalent accruals (104.412; 204.232; 295.666 RSUs), which together total 604.31 RSUs credited on 09/18/2025. Each accrual is linked to previously granted RSUs (2023, 2024, 2025 grants) and will vest on specified future dates. This is a non-cash accrual reflecting dividend treatment and preserves the original vesting timeline and retention incentives for the executive.

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^*

Lehner Edward 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)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President & CEO

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		104.412(2)		(3)	(3)	Common Stock	104.412	$0	13,040.261	D
Restricted Stock Units	(1)	09/18/2025		A		204.232(2)		(4)	(4)	Common Stock	204.232	$0	25,507.19	D
Restricted Stock Units	(1)	09/18/2025		A		295.666(2)		(5)	(5)	Common Stock	295.666	$0	36,926.71	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 Edward J. Lehner (RYI) report on the Form 4 dated 09/18/2025?

He reported acquisition of dividend-equivalent rights on three restricted stock unit awards totaling 104.412, 204.232, and 295.666 RSUs on 09/18/2025.

Do the reported transactions involve cash purchases or open-market trades for RYI?

No. The Form 4 shows accruals of dividend-equivalent rights at a $0 price, not cash purchases or open-market sales.

When do the newly reported RSUs vest for Ryerson (RYI)?

The 2023 grant vests on March 31, 2026; the 2024 grant vests on March 31, 2026 and March 31, 2027; the 2025 grant vests on March 31, 2026, March 31, 2027, and March 31, 2028.

How many shares are reported as beneficially owned following the reported transactions?

The Form 4 lists beneficial ownership amounts following the transactions as 13,040.261, 25,507.19, and 36,926.71 common shares for the respective awards.

Who signed the Form 4 for the reporting person?

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