STOCK TITAN

Ryerson (RYI) CFO logs RSU vesting, 13,200-unit grant and tax share withholding

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Ryerson Holding Corp Executive Vice President & CFO James J. Claussen reported multiple equity compensation transactions involving restricted stock units and common stock. On March 31, 2026, he exercised or converted a series of restricted stock units into common shares and received new equity awards.

The filing shows 13,200 restricted stock units granted on March 31, 2026, each representing a contingent right to one share of common stock. Several prior time-based and performance-based restricted stock units granted in earlier years vested, including associated dividend equivalent rights that convert into additional shares when the company pays dividends.

To cover income tax obligations from these vesting events, 10,415 common shares were withheld at a price of $22.48 per share. After these exercises, settlements, and tax-withholding dispositions, Claussen holds 88,488.3365 shares of Ryerson common stock directly, reflecting routine compensation-related activity rather than open‑market trading.

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Insights

Routine RSU vesting, new grant, and tax withholding with no open‑market trades.

The transactions for Ryerson Holding Corp Executive Vice President & CFO James J. Claussen are classic equity compensation events. Restricted stock units granted in prior years vested, including performance-based awards and related dividend equivalent rights, and were settled in common shares.

The filing also records a new grant of 13,200 restricted stock units on March 31, 2026, which will vest in three equal annual installments. To satisfy income tax obligations, the company withheld 10,415 common shares at $22.48 per share, a non‑market tax-withholding disposition.

Following these conversions and withholdings, Claussen directly owns 88,488.3365 common shares. There are no open‑market purchases or sales, and the pattern reflects ongoing compensation and vesting schedules rather than a change in discretionary investment positioning.

Insider Claussen James J
Role Executive Vice President & CFO
Type Security Shares Price Value
Exercise Restricted Stock Units 4,219 $0.00 --
Exercise Restricted Stock Units 4,125 $0.00 --
Exercise Restricted Stock Units 4,550 $0.00 --
Grant/Award Restricted Stock Units 13,200 $0.00 --
Exercise Common Stock (par value $0.01 per share) 4,219 $0.00 --
Exercise Common Stock (par value $0.01 per share) 4,125 $0.00 --
Exercise Common Stock (par value $0.01 per share) 4,550 $0.00 --
Exercise Common Stock (par value $0.01 per share) 11,725 $0.00 --
Tax Withholding Common Stock (par value $0.01 per share) 10,415 $22.48 $234K
Holdings After Transaction: Restricted Stock Units — 0 shares (Direct); Common Stock (par value $0.01 per share) — 78,503.337 shares (Direct)
Footnotes (1)
  1. Represents shares received upon the vesting of restricted stock units and shares received upon the vesting of dividend equivalent rights granted in connection with the quarterly dividends declared by Ryerson Holding Corporation (the "Company"). Dividend equivalent rights are subject to the same terms and conditions, including vesting, as the underlying restricted stock units. Represents shares received or that will be received in respect of performance-based restricted stock units granted on March 31, 2023. Each performance-based restricted stock unit became vested on March 31, 2026, which was the later of (i) the third anniversary of the grant date and (ii) the date the compensation committee certified the achievement of the applicable performance objectives in accordance with the underlying award agreement. The compensation committee certified the achievement of the applicable performance objectives on March 31, 2026. Vested shares will be delivered to the reporting person not later than 60 days following the vesting date. Each restricted stock unit represents a contingent right to receive one share of common stock of the Company. The restricted stock units reported as disposed herein were settled for shares of common stock of the Company. On March 31, 2023, the reporting person was granted 11,550 restricted stock units, of which 3,850 vested on the first anniversary of the grant date, 3,850 vested on the second anniversary of the grant date and 3,850 vested on the third anniversary of the grant date. Vested shares will be delivered to the reporting person not later than 60 days following such vesting dates. Settlement of dividend equivalent rights in connection with the vesting of underlying restricted stock units that were granted on March 31, 2023. The dividend equivalent rights accrued when and as the Company declared quarterly dividends and vested proportionately with the restricted stock unit to which they related. Vested shares will be delivered to the reporting person not later than 60 days following such vesting dates. On March 31, 2024, the reporting person was granted 11,550 restricted stock units, of which 3,850 vested on the first anniversary of the grant date and 3,850 vested on the second anniversary of the grant date. All 3,850 of the remaining unvested restricted stock units will vest on the third anniversary of the grant date. Vested shares will be delivered to the reporting person not later than 60 days following such vesting dates. Settlement of dividend equivalent rights in connection with the vesting of underlying restricted stock units that were granted on March 31, 2024. The dividend equivalent rights accrued when and as the Company declared quarterly dividends and vested proportionately with the restricted stock unit to which they related. Vested shares will be delivered to the reporting person not later than 60 days following such vesting dates. On March 31, 2025, the reporting person was granted 13,200 restricted stock units, of which 4,400 vested on the first anniversary of the grant date. Of the remaining unvested restricted stock units, 4,400 will vest on the second anniversary of the grant date and 4,400 will vest on the third anniversary of the grant date. Vested shares will be delivered to the reporting person not later than 60 days following such vesting dates. Settlement of dividend equivalent rights in connection with the vesting of underlying restricted stock units that were granted on March 31, 2025. The dividend equivalent rights accrued when and as the Company declared quarterly dividends and vested proportionately with the restricted stock unit to which they related. Vested shares will be delivered to the reporting person not later than 60 days following such vesting dates. On March 31, 2026, the reporting person was granted 13,200 restricted stock units, of which 4,400 will vest on the first anniversary of the grant date, 4,400 will vest on the second anniversary of the grant date and 4,400 will vest on the third anniversary of the grant date. Vested shares will be delivered to the reporting person not later than 60 days following such vesting dates. Represents shares that have been withheld by the Company to satisfy its income tax and withholding remittance obligations in connection with the net settlement of restricted stock units.
New RSU grant 13,200 restricted stock units Granted on March 31, 2026
Shares withheld for taxes 10,415 shares Withheld at $22.48 per share for tax obligations
Tax withholding price $22.48 per share Price used for 10,415-share tax-withholding disposition
Common shares held after transactions 88,488.3365 shares Direct Ryerson common stock ownership after March 31, 2026 events
Derivative exercises 12,894 shares Total underlying shares from derivative exercises (M code) in summary
Tax-withholding disposition count 10,415 shares TaxWithholdingShares in transaction summary
Restricted Stock Units financial
"On March 31, 2026, the reporting person was granted 13,200 restricted stock units, of which 4,400 will vest..."
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
dividend equivalent rights financial
"Settlement of dividend equivalent rights in connection with the vesting of underlying restricted stock units..."
Dividend equivalent rights are promises that mirror the cash payments shareholders get from a company’s profits, but they are paid to holders of certain awards (like stock options or restricted stock units) rather than to actual shares. Think of them as a paycheck top‑up that matches dividends while the award is not yet a real stock, and they matter to investors because they add to employee compensation costs and potential share dilution, affecting company profitability and per‑share value.
performance-based restricted stock units financial
"Represents shares received or that will be received in respect of performance-based restricted stock units granted on March 31, 2023."
Performance-based restricted stock units are a type of employee equity award that converts into company shares only if predefined financial or operational targets are met over a set period. Think of it like a bonus check that becomes stock only when specific goals are hit; it ties pay to results, aligning managers’ incentives with shareholders. Investors care because these awards affect future share count, executive incentives, and signal how management’s success will be measured and rewarded.
net settlement financial
"in connection with the net settlement of restricted stock units."
tax withholding financial
"to satisfy its income tax and withholding remittance obligations in connection with the net settlement of restricted stock units."
Tax withholding is the practice of taking a portion of a payment—such as wages, dividends, or sale proceeds—before it reaches the recipient and sending that portion to the tax authority as an advance on the recipient’s eventual tax bill. For investors it matters because withholding reduces immediate cash received and affects after‑tax returns, estimated tax payments, and whether you may owe more or receive a refund when taxes are finally calculated, like having a small automatic savings set aside for your tax bill.
SEC Form 4
FORM 4UNITED 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).
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 ILLINOIS 60606

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Ryerson Holding Corp [ RYZ ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Executive Vice President & CFO
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
03/31/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock (par value $0.01 per share)03/31/2026M4,219A$0(1)78,503.3365D
Common Stock (par value $0.01 per share)03/31/2026M4,125A$0(1)82,628.3365D
Common Stock (par value $0.01 per share)03/31/2026M4,550A$0(1)87,178.3365D
Common Stock (par value $0.01 per share)03/31/2026M11,725A$0(2)98,903.3365D
Common Stock (par value $0.01 per share)03/31/2026F10,415(12)D$22.4888,488.3365D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Units(3)03/31/2026M4,219 (5)(6) (5)(6)Common Stock4,219$0(4)0D
Restricted Stock Units(3)03/31/2026M4,125 (7)(8) (7)(8)Common Stock4,125$0(4)4,125.881D
Restricted Stock Units(3)03/31/2026M4,550 (9)(10) (9)(10)Common Stock4,550$0(4)9,101.098D
Restricted Stock Units(3)03/31/2026A13,200 (11) (11)Common Stock13,200$013,200D
Explanation of Responses:
1. Represents shares received upon the vesting of restricted stock units and shares received upon the vesting of dividend equivalent rights granted in connection with the quarterly dividends declared by Ryerson Holding Corporation (the "Company"). Dividend equivalent rights are subject to the same terms and conditions, including vesting, as the underlying restricted stock units.
2. Represents shares received or that will be received in respect of performance-based restricted stock units granted on March 31, 2023. Each performance-based restricted stock unit became vested on March 31, 2026, which was the later of (i) the third anniversary of the grant date and (ii) the date the compensation committee certified the achievement of the applicable performance objectives in accordance with the underlying award agreement. The compensation committee certified the achievement of the applicable performance objectives on March 31, 2026. Vested shares will be delivered to the reporting person not later than 60 days following the vesting date.
3. Each restricted stock unit represents a contingent right to receive one share of common stock of the Company.
4. The restricted stock units reported as disposed herein were settled for shares of common stock of the Company.
5. On March 31, 2023, the reporting person was granted 11,550 restricted stock units, of which 3,850 vested on the first anniversary of the grant date, 3,850 vested on the second anniversary of the grant date and 3,850 vested on the third anniversary of the grant date. Vested shares will be delivered to the reporting person not later than 60 days following such vesting dates.
6. Settlement of dividend equivalent rights in connection with the vesting of underlying restricted stock units that were granted on March 31, 2023. The dividend equivalent rights accrued when and as the Company declared quarterly dividends and vested proportionately with the restricted stock unit to which they related. Vested shares will be delivered to the reporting person not later than 60 days following such vesting dates.
7. On March 31, 2024, the reporting person was granted 11,550 restricted stock units, of which 3,850 vested on the first anniversary of the grant date and 3,850 vested on the second anniversary of the grant date. All 3,850 of the remaining unvested restricted stock units will vest on the third anniversary of the grant date. Vested shares will be delivered to the reporting person not later than 60 days following such vesting dates.
8. Settlement of dividend equivalent rights in connection with the vesting of underlying restricted stock units that were granted on March 31, 2024. The dividend equivalent rights accrued when and as the Company declared quarterly dividends and vested proportionately with the restricted stock unit to which they related. Vested shares will be delivered to the reporting person not later than 60 days following such vesting dates.
9. On March 31, 2025, the reporting person was granted 13,200 restricted stock units, of which 4,400 vested on the first anniversary of the grant date. Of the remaining unvested restricted stock units, 4,400 will vest on the second anniversary of the grant date and 4,400 will vest on the third anniversary of the grant date. Vested shares will be delivered to the reporting person not later than 60 days following such vesting dates.
10. Settlement of dividend equivalent rights in connection with the vesting of underlying restricted stock units that were granted on March 31, 2025. The dividend equivalent rights accrued when and as the Company declared quarterly dividends and vested proportionately with the restricted stock unit to which they related. Vested shares will be delivered to the reporting person not later than 60 days following such vesting dates.
11. On March 31, 2026, the reporting person was granted 13,200 restricted stock units, of which 4,400 will vest on the first anniversary of the grant date, 4,400 will vest on the second anniversary of the grant date and 4,400 will vest on the third anniversary of the grant date. Vested shares will be delivered to the reporting person not later than 60 days following such vesting dates.
12. Represents shares that have been withheld by the Company to satisfy its income tax and withholding remittance obligations in connection with the net settlement of restricted stock units.
/s/ Camilla Rykke Merrick, attorney-in-fact04/02/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transactions did RYI CFO James J. Claussen report on March 31, 2026?

He reported vesting and settlement of multiple restricted stock unit awards and related dividend equivalent rights into common shares, plus a new 13,200-unit RSU grant. No open‑market purchases or sales occurred; activity reflects equity compensation and associated tax withholding only.

How many restricted stock units were newly granted to the RYI CFO?

On March 31, 2026, the CFO received a grant of 13,200 restricted stock units. According to the disclosure, 4,400 units will vest on each of the first, second, and third anniversaries of the grant date, with shares delivered within 60 days after each vesting.

How many Ryerson (RYI) shares does the CFO hold after these Form 4 transactions?

After the reported exercises, settlements, and tax withholding, the CFO directly holds 88,488.3365 shares of Ryerson common stock. This figure reflects the net result of vested restricted stock units converted to shares and the shares withheld to cover income tax obligations.

What is the significance of the 10,415 Ryerson shares withheld at $22.48?

The 10,415 common shares withheld at $22.48 per share represent a tax-withholding disposition. The company retained these shares to satisfy income tax and withholding remittance obligations triggered by net settlement of vested restricted stock units, rather than an open‑market sale by the insider.

How do performance-based restricted stock units affect the RYI CFO’s equity compensation?

Performance-based restricted stock units granted on March 31, 2023 vested once performance objectives were certified on March 31, 2026. Each vested unit converts into one common share, and related dividend equivalent rights add more shares, increasing equity-based compensation tied to achieving specified company performance goals.

What are dividend equivalent rights in the Ryerson (RYI) Form 4 filing?

Dividend equivalent rights are additional units that accrue when Ryerson declares quarterly dividends on underlying restricted stock units. They vest under the same terms as the related RSUs and are settled in common shares, increasing the total number of shares delivered upon vesting events for the reporting person.