Andersons, Inc.·4

Feb 13, 1:51 PM ET

Simmons Mark D 4

4 · Andersons, Inc. · Filed Feb 13, 2026

Research Summary

AI-generated summary of this filing

Updated

Andersons (ANDE) EVP Mark Simmons Exercises PSUs; Shares Withheld

What Happened

  • Mark D. Simmons, Executive VP, Renewables at Andersons, reported performance-share unit (PSU) vesting and conversion on Feb 11, 2026. The filing shows conversion/award entries totaling 1,033.99 shares (730 + 270 + 33.99) acquired at $0.00. To cover tax obligations, 359 shares were withheld/disposed at $69.11 per share for a reported value of $24,810. The filing also shows 460 shares were returned/disposed to the issuer (reported as a disposition/cancellation).

Key Details

  • Transaction date: February 11, 2026. Filing date: February 13, 2026 (timely within the usual 2-business-day window).
  • Acquisitions: 730 shares (conversion of derivative); 270 shares (conversion of derivative); 33.99 shares (award/dividend equivalent) — all reported $0.00 acquisition price.
  • Dispositions: 359 shares withheld to cover taxes at $69.11/share (total ~$24,810); 460 shares disposed to issuer (reported as cancellation/disposition of derivative).
  • Shares owned after the transactions: not specified in the summary data provided.
  • Relevant footnotes: dividend equivalent received (F1); shares withheld for tax liability (F2); PSUs represent rights to common stock after a 3-year performance period and vested/converted as of Feb 11, 2026 (F3–F5); excess PSU shares were cancelled (F6).

Context

  • These were PSU vesting/conversion transactions (derivative conversions), not open-market purchases or sales. The withholding of 359 shares to satisfy tax obligations is a routine settlement step following vesting (a form of cashless tax withholding). The 460-share disposition to the issuer appears tied to excess PSU cancellation per the filing footnotes, not an independent market sale.
  • Facts only: this report documents compensation-related equity vesting and routine tax withholding/cancellations and does not by itself indicate insider sentiment about the stock.

Insider Transaction Report

Form 4
Period: 2026-02-11
Simmons Mark D
Executive VP, Renewables
Transactions
  • Exercise/Conversion

    Common Stock

    2026-02-11+73021,567.42 total
  • Exercise/Conversion

    Common Stock

    2026-02-11+27021,837.42 total
  • Award

    Common Stock

    [F1]
    2026-02-11+33.9921,871.41 total
  • Tax Payment

    Common Stock

    [F2]
    2026-02-11$69.11/sh359$24,81021,512.41 total
  • Exercise/Conversion

    PERFORMANCE SHARE UNIT (EPS) (2026)

    [F3][F4]
    2026-02-117300 total
    Common Stock (730 underlying)
  • Exercise/Conversion

    PERFORMANCE SHARE UNIT (TSR) (2026)

    [F5][F4]
    2026-02-11270460 total
    Common Stock (270 underlying)
  • Disposition to Issuer

    PERFORMANCE SHARE UNIT (TSR) (2026)

    [F5][F6]
    2026-02-114600 total
    Common Stock (460 underlying)
Footnotes (6)
  • [F1]Dividend equivalent received.
  • [F2]Shares withheld to cover tax liability.
  • [F3]Performance share units (PSUs) represent the right to receive common stock following a 3 year performance period. Number of underlying shares are determined by the three-year cumulative fully diluted EPS for the performance period.
  • [F4]Each PSU vests and converts to common stock as of February 11, 2026.
  • [F5]Performance share units (PSUs) represent the right to receive common stock following a 3 year performance period. Number of underlying shares are based upon the level of satisfaction of the total shareholder return for the performance period.
  • [F6]PSU Vesting for fewer than allocated shares. Excess shares are being cancelled.
Signature
Mark D. Simmons, by Melissa Trippel, Limited Power of Attorney|2026-02-13

Documents

2 files