Krueger William E. 4

What Happened

• William E. Krueger, President and CEO of Andersons, had performance-based awards/derivatives vest and convert into common stock on Feb 11, 2026. He acquired a total of 39,235.59 shares from conversions/exercises (27,698; 10,248; and 1,289.59 shares). To satisfy tax obligations, 15,283 shares were withheld by the company at an indicated value of $69.11 per share for proceeds of about $1,056,208. An additional 17,450 shares were disposed to the issuer (reported as a cancellation/issuer disposition).

Key Details

• Transaction date: February 11, 2026; Form filed February 13, 2026 (timely filing).
• Acquired: 27,698 + 10,248 + 1,289.59 shares via derivative exercise/conversion (codes M and A).
• Disposed/withheld: 15,283 shares withheld for taxes at $69.11 each = $1,056,208 (code F); 17,450 shares disposition to issuer (code D) (N/A price for cancellations).
• Net shares retained from the conversion (approx.): 6,502.59 shares (39,235.59 acquired − 15,283 withheld − 17,450 cancelled).
• Footnotes: vesting/conversion were of performance share units (PSUs) tied to multi-year metrics; PSUs vested and converted as of Feb 11, 2026. Some excess PSU shares were cancelled per the filing; shares were withheld to cover tax liability.
• Filing status: appears timely (filed two days after the transaction date).

Context

• These transactions reflect compensation-related vesting/conversion of PSUs/options rather than open-market purchases or voluntary sales. The $1.06M shown is the value of shares withheld to cover taxes, not an open-market sale that would indicate a change in sentiment.
• For retail investors: routine tax withholding and PSU cancellations are common when long-term awards vest; such filings document dilution and insider holdings but do not by themselves signal a buy or sell view by management.