STOCK TITAN

Ryerson (RYI) CEO Lehner exercises RSUs, new grant and tax withholding

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

Rhea-AI Filing Summary

Ryerson Holding Corp CEO Edward J. Lehner reported equity compensation activity centered on restricted stock units. On March 31, 2026, he exercised restricted stock units covering 38,736 shares of common stock at a stated price of $0.00 per share, converting them into common shares. He also received a new grant of 36,300 restricted stock units, each representing a contingent right to one Ryerson common share, with vesting in three annual installments as described in the award terms.

The filing shows 32,000 common shares were withheld at $22.48 per share to satisfy income tax and withholding obligations tied to these vestings, a non‑market, tax-related disposition rather than an open‑market sale. After these transactions, Lehner directly owns 645,564.4833 shares of Ryerson common stock, reflecting his ongoing equity stake in the company alongside continuing unvested restricted stock unit awards.

Positive

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Negative

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Insider Lehner Edward J.
Role CEO
Type Security Shares Price Value
Exercise Restricted Stock Units 13,258 $0.00 --
Exercise Restricted Stock Units 12,965 $0.00 --
Exercise Restricted Stock Units 12,513 $0.00 --
Grant/Award Restricted Stock Units 36,300 $0.00 --
Exercise Common Stock (par value $0.01 per share) 13,258 $0.00 --
Exercise Common Stock (par value $0.01 per share) 12,965 $0.00 --
Exercise Common Stock (par value $0.01 per share) 12,513 $0.00 --
Exercise Common Stock (par value $0.01 per share) 36,850 $0.00 --
Tax Withholding Common Stock (par value $0.01 per share) 32,000 $22.48 $719K
Holdings After Transaction: Restricted Stock Units — 0 shares (Direct); Common Stock (par value $0.01 per share) — 615,236.483 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 36,300 restricted stock units, of which 12,100 vested on the first anniversary of the grant date, 12,100 vested on the second anniversary of the grant date and 12,100 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 36,300 restricted stock units, of which 12,100 vested on the first anniversary of the grant date and 12,100 vested on the second anniversary of the grant date. All 12,100 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 36,300 restricted stock units, of which 12,100 vested on the first anniversary of the grant date. Of the remaining unvested restricted stock units, 12,100 will vest on the second anniversary of the grant date and 12,100 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 36,300 restricted stock units, of which 12,100 will vest on the first anniversary of the grant date, 12,100 will vest on the second anniversary of the grant date and 12,100 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.
RSU exercises 38,736 shares Shares underlying restricted stock units exercised on March 31, 2026
New RSU grant 36,300 units Restricted stock units granted on March 31, 2026
Tax withholding shares 32,000 shares at $22.48 Shares withheld to satisfy income tax and withholding obligations
Common shares after transactions 645,564.4833 shares Direct Ryerson common stock holdings following March 31, 2026 activity
Derivative transactions count 4 transactions Restricted stock unit-related derivative entries reported in Form 4
Tax-withholding disposition count 1 transaction Non-derivative F-code transaction for tax withholding
restricted stock units financial
"On March 31, 2026, the reporting person was granted 36,300 restricted stock units"
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
"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"
tax and withholding remittance obligations financial
"Represents shares that have been withheld by the Company to satisfy its income tax and withholding remittance obligations"
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*
Lehner Edward 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)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
CEO
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)03/31/2026M13,258A$0(1)615,236.4833D
Common Stock (par value $0.01 per share)03/31/2026M12,965A$0(1)628,201.4833D
Common Stock (par value $0.01 per share)03/31/2026M12,513A$0(1)640,714.4833D
Common Stock (par value $0.01 per share)03/31/2026M36,850A$0(2)677,564.4833D
Common Stock (par value $0.01 per share)03/31/2026F32,000(12)D$22.48645,564.4833D
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)03/31/2026M13,258 (5)(6) (5)(6)Common Stock13,258$0(4)0D
Restricted Stock Units(3)03/31/2026M12,965 (7)(8) (7)(8)Common Stock12,965$0(4)12,966.179D
Restricted Stock Units(3)03/31/2026M12,513 (9)(10) (9)(10)Common Stock12,513$0(4)25,027.517D
Restricted Stock Units(3)03/31/2026A36,300 (11) (11)Common Stock36,300$036,300D
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 36,300 restricted stock units, of which 12,100 vested on the first anniversary of the grant date, 12,100 vested on the second anniversary of the grant date and 12,100 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 36,300 restricted stock units, of which 12,100 vested on the first anniversary of the grant date and 12,100 vested on the second anniversary of the grant date. All 12,100 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 36,300 restricted stock units, of which 12,100 vested on the first anniversary of the grant date. Of the remaining unvested restricted stock units, 12,100 will vest on the second anniversary of the grant date and 12,100 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 36,300 restricted stock units, of which 12,100 will vest on the first anniversary of the grant date, 12,100 will vest on the second anniversary of the grant date and 12,100 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 Ryerson (RYI) CEO Edward Lehner report?

Edward J. Lehner reported exercising restricted stock units into 38,736 Ryerson common shares and receiving a new grant of 36,300 restricted stock units. The activity reflects routine equity compensation vesting and grants rather than open-market buying or selling of stock.

How many Ryerson (RYI) shares does CEO Edward Lehner hold after these Form 4 transactions?

Following the reported transactions, Edward J. Lehner directly holds 645,564.4833 Ryerson common shares. This figure reflects shares acquired from restricted stock unit vesting and net of shares withheld to cover related income tax and withholding remittance obligations.

Were any Ryerson (RYI) shares sold on the open market in this Form 4?

The Form 4 does not show open-market sales. Instead, 32,000 shares were withheld at $22.48 per share to satisfy income tax and withholding obligations associated with restricted stock unit vesting, which is characterized as a tax-withholding disposition rather than a discretionary sale.

What new restricted stock unit grant did Ryerson (RYI) report for its CEO?

On March 31, 2026, Edward J. Lehner received a grant of 36,300 restricted stock units, each representing a contingent right to one Ryerson common share. These units vest in three annual installments, with shares delivered within 60 days after each vesting date.

How were Ryerson (RYI) dividend equivalent rights treated in this Form 4?

Dividend equivalent rights accrued alongside restricted stock units as Ryerson declared quarterly dividends. According to the filing, these rights vested proportionately with the related restricted stock units and were settled in shares, delivered to the CEO within 60 days after the applicable vesting dates.