Rex Anne G 4

What Happened

• Rex Anne G, Vice President, Strategy, Planning and Development at Andersons (ANDE), had performance-based restricted shares (PSUs) vest and convert into common stock on Feb 11, 2026. Two PSU conversions totaled 2,581 shares (1,884 and 697), and she received 87.72 shares as dividend equivalents.
• To satisfy withholding and settlement requirements, 889 shares were withheld to cover taxes at $69.11/share (proceeds reported as $61,439) and 1,187 shares were surrendered to the issuer (net-share settlement/cancellation). After those actions, she retained roughly 593 net shares from the conversion.
• This was not a market purchase or sell motivated by new cash proceeds — it was conversion/settlement of equity compensation (routine company vesting).

Key Details

• Transaction date: February 11, 2026; Form 4 filed Feb 13, 2026 (filed timely).
• Shares converted: 1,884 + 697 = 2,581 PSUs converted to common stock; plus 87.72 dividend-equivalent shares.
• Shares disposed/withheld: 889 shares withheld for taxes at $69.11/share = $61,439; 1,187 shares surrendered to issuer; net retained ≈ 593 shares.
• Footnotes: PSUs are performance-based (3-year EPS- or TSR-based metrics); each PSU vested/converted on Feb 11, 2026; dividend equivalents received; excess unvested/unsatisfied PSUs were cancelled per filing.
• Shares owned after the transaction: not specified in the filing.

Context

• PSUs convert to company stock when performance and time-based vesting conditions are met; conversions often result in shares being withheld or surrendered to cover tax and settlement obligations (a cashless/net settlement), which is what occurred here.
• This filing reflects routine compensation settlement rather than an open-market buy or sell; it should be interpreted as an award conversion and tax-withholding action, not necessarily a bullish or bearish personal trade.