MARABITO RICHARD T 4
4 · Ryerson Holding Corp · Filed Feb 13, 2026
Research Summary
AI-generated summary of this filing
Ryerson (RYI) President Richard T. Marabito Receives Stock Awards
What Happened
- Richard T. Marabito, President & COO and a director of Ryerson Holding Corp (RYI), received common stock and multiple restricted stock unit (RSU) awards in connection with Ryerson’s merger with Olympic Steel and related award conversions/grants.
- He was issued 125,292 shares of Ryerson common stock in exchange for 73,249 shares of Olympic Steel common stock (Exchange Ratio = 1.7105; cash paid in lieu of any fractional shares). In addition, he received converted and new RSU awards totaling 304,521 RSUs (33,005; 88,101; 14,104; 18,815; and a 150,496 one‑time sign‑on RSU award). One award entry is reported at $0.00 on the Form 4 (derivative award). These were awards/conversions (code A) rather than open‑market purchases or sales.
Key Details
- Transaction date: February 13, 2026 (Form 4 filed same date).
- Price: Common shares reported as acquired in exchange (no cash price); the sign‑on RSU shown at $0.00; RSUs are derivative awards (contingent rights to receive shares).
- Exchange ratio: Olympic Steel shares were converted at 1.7105 Ryerson shares per Olympic share; cash paid for fractions (per merger terms).
- Vesting/delivery: Some converted RSUs are fully vested and will be delivered upon separation of service; other converted RSUs have scheduled vesting (some vest on Dec 31, 2026 and others on Dec 31, 2027 and will be delivered within 90 days after vesting). The 150,496 one‑time sign‑on RSU vests on the third anniversary of the merger closing.
- Shares owned after transaction: Not specified in the excerpt provided.
- Timeliness: Filing appears timely (period of report and filing date: 2026‑02‑13).
Context
- These transactions are merger consideration and award conversions, not open‑market buys or sales — they reflect equity received for prior Olympic Steel holdings and grant awards tied to employment/merger terms.
- RSUs are derivative awards that convert into common shares only when vested and delivered; their presence is not an immediate cash‑market purchase signal.
Insider Transaction Report
Form 4
MARABITO RICHARD T
DirectorPresident & COO
Transactions
- Award
Common Stock (par value $0.01 per share)
[F1]2026-02-13+125,292→ 125,292 total - Award
Restricted Stock Units
[F2][F4][F5][F3]2026-02-13+33,005→ 33,005 total→ Common Stock (33,005 underlying) - Award
Restricted Stock Units
[F2][F4][F6][F3]2026-02-13+88,101→ 88,101 total→ Common Stock (88,101 underlying) - Award
Restricted Stock Units
[F2][F4][F8][F7]2026-02-13+14,104→ 14,104 total→ Common Stock (14,104 underlying) - Award
Restricted Stock Units
[F2][F4][F10][F9]2026-02-13+18,815→ 18,815 total→ Common Stock (18,815 underlying) - Award
Restricted Stock Units
[F2][F11]2026-02-13+150,496→ 150,496 total→ Common Stock (150,496 underlying)
Footnotes (11)
- [F1]The Reporting Person received 125,292 shares of the Issuer's common stock in exchange for 73,249 shares of common stock, without par value, of Olympic Steel, Inc. ("Olympic Steel") in connection with the merger between Olympic Steel and the Issuer (the "Merger") pursuant to the terms of the Agreement and Plan of Merger, dated as of October 28, 2025 (the "Merger Agreement"), by and among the Issuer, Olympic Steel and Crimson MS Corp. In accordance with the Merger Agreement, each share of Olympic Steel's common stock was cancelled and converted into the right to receive 1.7105 shares (the "Exchange Ratio") of the Issuer's common stock, with cash paid in lieu of fractional shares.
- [F10]The Reporting Person received 18,815 restricted stock units of the Issuer in exchange for restricted stock units with respect to 11,000 shares of Olympic Steel's common stock.
- [F11]The Reporting Person received a one-time sign-on restricted stock unit award in connection with the Merger, which will vest on the third anniversary of the closing date of the Merger. Vested shares will be delivered to the reporting person upon vesting.
- [F2]Each restricted stock unit represents a contingent right to receive one share of common stock of the Issuer.
- [F3]The restricted stock units have fully vested. Vested shares will be delivered to the reporting person upon separation of service.
- [F4]Pursuant to the Merger Agreement, at the effective time, the reporting person's Olympic Steel restricted stock units were assumed and converted into restricted stock units with respect to a number of shares of the Issuer's common stock (rounded down to the nearest whole share) determined by multiplying (i) the number of shares of Olympic Steel common stock subject to the Olympic Steel restricted stock unit immediately prior to the effective time of the Merger by (ii) the Exchange Ratio. The converted restricted stock units will otherwise be subject to the same terms and conditions as were applicable to the Olympic Steel restricted stock units prior to the effective time of the Merger.
- [F5]The Reporting Person received 33,005 restricted stock units of the Issuer in exchange for restricted stock units with respect to 19,296 shares of Olympic Steel's common stock.
- [F6]The Reporting Person received 88,101 restricted stock units of the Issuer in exchange for restricted stock units with respect to 51,506 shares of Olympic Steel's common stock.
- [F7]The restricted stock units will vest on December 31, 2026. Vested shares will be delivered to the reporting person within 90 days following the vesting date.
- [F8]The Reporting Person received 14,104 restricted stock units of the Issuer in exchange for restricted stock units with respect to 8,246 shares of Olympic Steel's common stock.
- [F9]The restricted stock units will vest on December 31, 2027. Vested shares will be delivered to the reporting person within 90 days following the vesting date.
Signature
/s/ Camilla Rykke Merrick, attorney-in-fact|2026-02-13