Form 4: MANSON RICHARD A reports disposition transactions in ZEUS
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
MANSON RICHARD A reported disposition transactions in a Form 4 filing for ZEUS. The filing lists transactions totaling 65,490 shares.
Positive
- None.
Negative
- None.
Insights
Form 4 shows CFO’s equity rolled into Ryerson stock and cash as Olympic Steel merger closes.
The filing details how Olympic Steel’s Chief Financial Officer, Richard A. Manson, disposed of common shares and restricted share units as the merger with Ryerson Holding Corporation became effective. Each Olympic Steel share was converted using a 1.7105-to-1 exchange ratio for Ryerson common stock, plus cash instead of fractional shares.
Equity awards were treated differently depending on vesting and plan status. Some fully vested RSUs converted into RSUs over Ryerson stock, while others were cancelled for cash based on Ryerson’s February 13, 2026 closing price. Additional fully vested RSUs were converted into a cash balance credited to Mr. Manson’s Supplemental Executive Retirement Plan.
This is a structural change rather than an open-market sale: the transactions are coded as dispositions to the issuer tied directly to the merger terms. The economic outcome for the executive is now linked to Ryerson equity and cash-based retirement balances, consistent with the change in corporate control.
Insider Trade Summary
8 transactions reported
Mixed
8 txns
Insider
MANSON RICHARD A
Role
Chief Financial Officer
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Disposition | Restricted Share Units | 14,891 | $0.00 | -- |
| Disposition | Restricted Share Units | 3,000 | $0.00 | -- |
| Disposition | Restricted Share Units | 3,000 | $0.00 | -- |
| Disposition | Restricted Share Units | 4,936 | $0.00 | -- |
| Disposition | Restricted Share Units | 16,503 | $0.00 | -- |
| Disposition | Common Stock | 17,785 | $0.00 | -- |
| Disposition | Common Stock | 3,810 | $0.00 | -- |
| Disposition | Common Stock | 1,565 | $0.00 | -- |
Holdings After Transaction:
Restricted Share Units — 0 shares (Direct);
Common Stock — 0 shares (Direct);
Common Stock — 0 shares (Indirect, Held by Spouse)
Footnotes (1)
- Disposed of pursuant to the Agreement and Plan of Merger ("Merger Agreement"), dated as of October 28, 2025, by and among Olympic Steel, Inc. (the "Company"), Ryerson Holding Corporation ("Parent"), and Crimson MS Corp. At the effective time of the merger, each share of the Company's common stock, without par value ("Company common stock"), that was issued and outstanding immediately prior to the effective time of the merger was converted into the right to receive a number of shares of common stock, $0.01 par value per share, of Parent ("Parent common stock"), multiplied by 1.7105 (rounded down to the nearest whole share), plus a cash payment (rounded down to the nearest cent) in lieu of any fractional shares as determined pursuant to the Merger Agreement. Each restricted share unit ("RSU") represents the contingent right to receive one share of Company common stock. These RSUs are fully vested and will generally be settled upon the Reporting Person's separation from service. Pursuant to the Merger Agreement, these RSUs were converted into RSUs with respect to Parent common stock by multiplying the number of shares of Company common stock underlying the award by 1.7105 (rounded down to the nearest whole share). These RSUs generally vest on December 31, 2026, subject to the Reporting Person's continued employment and will be settled within 90 days following the applicable vesting date. Pursuant to the Merger Agreement, these RSUs were converted into RSUs with respect to Parent common stock by multiplying the number of shares of Company common stock underlying the award by 1.7105 (rounded down to the nearest whole share). These RSUs generally vest on December 31, 2027, subject to the Reporting Person's continued employment and will be settled within 90 days following the applicable vesting date. Pursuant to the Merger Agreement, these RSUs were converted into RSUs with respect to Parent common stock by multiplying the number of shares of Company common stock underlying the award by 1.7105 (rounded down to the nearest whole share). These RSUs are fully vested. Pursuant to the Merger Agreement, these RSUs were converted into RSUs with respect to Parent common stock by multiplying the number of shares of Company common stock underlying the award by 1.7105 (rounded down to the nearest whole share) and then cancelled in exchange for a cash payment equal to the number of shares of Parent common stock underlying the award, multiplied by the closing price per share of Parent common stock on February 13, 2026 (less applicable taxes), payable within 30 days of such date. These RSUs are fully vested and were contributed to and used to fund the Reporting Person's account balance in the Supplemental Executive Retirement Plan ("SERP"). Pursuant to the Merger Agreement, these RSUs were cancelled and converted into a cash amount equal to the number of shares of Company common stock underlying the award, multiplied by 1.7105, and further multiplied by the closing price per share of Parent common stock on February 13, 2026. Such cash amount shall be credited to the Reporting Person's SERP account, and will otherwise remain subject to the payment timing requirements and other terms of the SERP.
FAQ
What insider transaction did Olympic Steel (ZEUS) disclose for its CFO?
Olympic Steel disclosed that Chief Financial Officer Richard A. Manson disposed of common stock and restricted share units on February 13, 2026. These were merger-related dispositions tied to the closing of the company’s acquisition by Ryerson Holding Corporation under an agreed share-exchange formula.
Were the Olympic Steel (ZEUS) CFO’s transactions open-market sales?
No. The transactions are coded as dispositions to the issuer and are described as being made pursuant to the merger agreement. Shares and restricted share units were exchanged or cancelled in connection with the closing of the Ryerson acquisition, rather than sold in open-market trading.
How was cash consideration for some Olympic Steel (ZEUS) RSUs determined?
For certain fully vested restricted share units, the cash payment was based on the number of Ryerson shares underlying the converted awards multiplied by Ryerson’s closing stock price on February 13, 2026. That amount, less applicable taxes, is to be paid or credited under plan terms.
How did the Olympic Steel (ZEUS) merger affect the CFO’s SERP balance?
Fully vested RSUs used to fund Richard Manson’s Supplemental Executive Retirement Plan were cancelled and converted into cash. The cash amount equaled Olympic Steel shares underlying those RSUs times 1.7105 and Ryerson’s February 13, 2026 closing price, then credited to his SERP account under existing payment timing rules.