Ryerson Holding Corp 8-K

What Happened
Ryerson Holding Corporation announced that its stockholders approved the issuance of Ryerson common stock required under the Agreement and Plan of Merger with Olympic Steel, Inc. The special meeting was held on February 12, 2026 (Merger Agreement dated October 28, 2025). A quorum was present and the Ryerson issuance proposal passed by the requisite vote.

Key Details

• Record date: January 12, 2026; total shares outstanding: 32,211,943.
• Shares present at meeting (in person or by proxy): 29,296,712.52 (~90.95% of outstanding).
• Voting results on the Ryerson issuance proposal: For 29,137,754.52; Against 155,559; Abstentions 3,399.
• Because the issuance proposal passed, the previously disclosed adjournment proposal was not presented. Ryerson and Olympic also issued a joint press release on February 12, 2026 announcing vote results (Exhibit 99.1).

Why It Matters
The shareholder approval is a key corporate-governance step toward completing the planned merger that would make Olympic Steel a wholly owned subsidiary of Ryerson. For investors, this approval clears a major procedural hurdle — the companies can proceed with the transaction steps that depend on the authorized share issuance. The filing also notes a standard forward‑looking statement caution: expected synergies, timing, and benefits of the merger remain subject to closing conditions and various risks described in the companies’ SEC filings.