Kesner Idalene Fay 4

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.