Kesner Idalene Fay 4
4 · OLYMPIC STEEL INC · Filed Feb 17, 2026
Research Summary
AI-generated summary of this filing
Olympic Steel (ZEUS) Director Kesner Disposes 25,384 Shares in Merger
What Happened Kesner Idalene Fay (Director) reported dispositions (code D) on Feb 13, 2026: 5,231 shares of company common stock and 20,153 RSU-based shares (total 25,384 shares) were surrendered/settled in connection with the October 28, 2025 Merger Agreement. No per-share sale price is reported on the Form 4; the company common shares and RSUs were converted into parent (Ryerson Holding Corporation) common stock at the merger exchange ratio (1.7105) with cash paid in lieu of any fractional shares.
Key Details
- Transaction date: 2026-02-13; Transaction code: D (Disposition to issuer).
- Shares: 5,231 company common shares; 20,153 RSU-derived shares; total 25,384 shares disposed/settled.
- Price/Value: N/A on the Form 4 (conversion to parent stock + cash for fractional shares per Merger Agreement).
- Shares owned after transaction: not specified in the provided filing excerpt.
- Footnotes: F1 describes conversion of company common stock into parent common stock at 1.7105x plus cash for fractions; F2 explains RSUs (fully vested) were converted into parent RSUs at 1.7105x and immediately settled into parent shares upon the reporting person's separation.
- Filing timeliness: Form filed 2026-02-17 for a 2026-02-13 transaction (filed on the statutory due date; not marked late).
Context This was a merger-related disposition/settlement (not an open-market sale). Dispositions to the issuer under a merger are typically procedural—shares are converted or surrendered for merger consideration per the agreement. The RSU component reflects conversion and immediate settlement into parent company shares upon separation; no indication of a 10b5-1 plan, tax withholding action, or other special arrangement is noted in the provided details.
Insider Transaction Report
- Disposition to Issuer
Common Stock
[F1]2026-02-13−5,231→ 0 total - Disposition to Issuer
Restricted Share Units
[F2]2026-02-13−20,153→ 0 total→ Common Stock (20,153 underlying)
Footnotes (2)
- [F1]Represents shares of Olympic Steel, Inc. common stock, without par value ("Company common stock"), 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. (including restricted shares that vested in connection with the merger). At the effective time of the merger, each such share of Company common stock 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.
- [F2]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) and were immediately settled in shares of Parent common stock in connection with the Reporting Person's separation from service, which occurred at the effective time of the merger.