MANSON RICHARD A 4

What Happened

• Richard A. Manson, CFO of Olympic Steel, reported dispositions on Feb 13, 2026 totaling 65,490 shares. The transactions are listed as dispositions to the issuer (not open‑market trades) and include:
  • Common stock/issued shares: 17,785; 3,810; 1,565
  • Derivative/RSU-related disposals: 14,891; 3,000; 3,000; 4,936; 16,503
• No per‑share price is reported on the Form 4 (listed as N/A) because these were transactions pursuant to the Merger Agreement converting Olympic Steel stock and RSUs into Parent (Ryerson Holding) common stock or cash in lieu of fractional shares. Cash amounts for certain converted RSUs were determined using the closing price of Parent common stock on Feb 13, 2026.

Key Details

• Transaction date: February 13, 2026; Form 4 filed February 17, 2026 (appears timely).
• Total shares disposed: 65,490 (combination of outstanding shares and RSU-related awards).
• Price: N/A on Form 4 — cash payments (where applicable) were calculated using Parent’s Feb 13, 2026 closing price per the Merger Agreement.
• Shares owned after transaction: Not specified in the provided Form 4 summary.
• Notable footnotes (Merger-related):
  • F1: Outstanding company shares converted into Parent common stock at a 1.7105 multiplier (plus cash for fractional shares).
  • F2–F5: RSUs represent rights to company shares; various RSUs were converted into RSUs for Parent common stock (multiplied by 1.7105) and some vest on future dates (Dec 31, 2026/2027).
  • F6: Certain fully vested RSUs were converted to Parent RSUs then canceled in exchange for cash equal to underlying Parent shares × Parent closing price (payable within 30 days, less taxes).
  • F7: Some vested RSUs were cancelled and converted into a cash amount credited to the executive’s SERP account (calculated using the 1.7105 multiplier and Parent closing price).
• Filing timeliness: Filed Feb 17 for Feb 13 transactions; appears to meet typical Form 4 reporting timing.

Context

• These dispositions are merger-related conversions/cash‑outs (dispositions to the issuer) under the Merger Agreement with Ryerson Holding/Crimson MS Corp., not routine open‑market sales. That distinction means the activity reflects transaction mechanics of the deal (share conversion and cash settlement) rather than a standalone insider sale signaling sentiment.
• For retail investors: merger conversions and RSU cash‑outs are common in acquisitions and are procedural — they don’t necessarily indicate the insider is reducing a stake by selling into the market.