Campbell Steven K. 4

What Happened

• Steven K. Campbell, a director of Andersons, converted/exercised derivative rights to acquire 3,376 shares and received 39.089 shares in lieu of a cash dividend on May 7, 2026. He was also granted 1,746 restricted share units (RSUs) as part of the annual equity grant. The reported acquisition prices show $0 for the shares received and no cash consideration was reported for the derivative conversion.

Key Details

• Transaction date: May 7, 2026 (reported on Form 4 filed May 8, 2026).
• Conversions/exercises: 3,376 shares acquired (exercise/conversion, coded M) — reported $0 price; corresponding derivative interest listed as disposed (N/A for price).
• Dividend shares: 39.089 shares acquired in lieu of cash dividend (footnote F1) — reported $0.
• Award/grant: 1,746 RSUs granted (coded A, derivative) — RSUs reported as derivative instrument (N/A price).
• Shares owned after the transaction: not disclosed in this Form 4.
• Filing timeliness: Form 4 filed one day after the transaction date (appears timely).
• Footnotes of note:
  • F1: shares received in lieu of cash dividend.
  • F2–F4: RSUs represent the right to receive one share upon vesting; prior RSUs granted 5/8/2025 vest one year from grant (F3); the RSUs granted 5/7/2026 vest one year from grant (F4).

Context

• The M-code activity is an exercise/conversion of a derivative instrument into common stock; the "disposed" derivative entry reflects cancellation/conversion of the derivative, not a market sale of shares. No immediate sale of the acquired shares is reported in this filing.
• The 1,746 RSUs are restricted and will convert to common shares only if they vest (one year from grant).
• These entries are acquisitions/awards rather than sales; purchases and awards can increase an insider’s stake but do not by themselves indicate future company performance.