Form 4: Olympic Steel CFO Disposes Shares Post-Merger

Olympic Steel's CFO, Richard A. Manson, disposed of common stock and restricted share units following the company's merger with Ryerson Holding Corporation.

Summary

• Richard A. Manson, Chief Financial Officer of Olympic Steel, Inc. (ZEUS), reported changes in his beneficial ownership of securities.
• The transactions occurred on February 13, 2026, pursuant to the Agreement and Plan of Merger dated October 28, 2025, between Olympic Steel, Inc. and Ryerson Holding Corporation.
• Each share of Olympic Steel common stock was converted into 1.7105 shares of Ryerson Holding Corporation (Parent) common stock, plus a cash payment for any fractional shares.
• Manson disposed of a total of 23,160 shares of Olympic Steel common stock, comprising 17,785 direct shares, 3,810 shares held by his spouse, and 1,565 shares held in his Personal IRA.
• Various Restricted Share Units (RSUs) were also affected by the merger terms.
• 14,891 fully vested RSUs were converted into RSUs with respect to Parent common stock, generally settling upon Manson's separation from service.
• 3,000 RSUs vesting on December 31, 2026, and 3,000 RSUs vesting on December 31, 2027, were converted into RSUs with respect to Parent common stock.
• 4,936 fully vested RSUs were converted into RSUs of Parent common stock and then cancelled in exchange for a cash payment, calculated based on the closing price of Parent common stock on February 13, 2026, payable within 30 days.
• 16,503 fully vested RSUs were cancelled and converted into a cash amount, calculated based on 1.7105 multiplied by the closing price of Parent common stock on February 13, 2026, and credited to Manson's Supplemental Executive Retirement Plan (SERP) account.

Sentiment

Score: 5

Explanation: StockSavvy.ai views this as a neutral event, primarily a compliance filing reporting mandatory transactions resulting from a pre-announced merger, rather than a discretionary action reflecting new sentiment or operational performance.

Positives

• The conversion of certain vested and unvested Restricted Share Units (RSUs) into Ryerson Holding Corporation (Parent) RSUs allows the reporting person to maintain an equity interest in the combined entity.
• The cash payments for some RSUs and fractional shares provide immediate liquidity to the reporting person.

Negatives

• The disposal of all Olympic Steel common stock and the cancellation of certain RSUs represent a complete divestment from the former company's equity, which is a direct consequence of the merger.

Future Outlook

Remaining unvested Restricted Share Units (now Ryerson RSUs) are scheduled to vest on December 31, 2026, and December 31, 2027, contingent on continued employment. Vested RSUs converted to Ryerson RSUs will generally settle upon the reporting person's separation from service. Cash payments for certain cancelled RSUs are expected within 30 days of February 13, 2026, and cash amounts credited to the SERP account will adhere to the SERP's payment timing and terms.

Industry Context

StockSavvy.ai notes that this Form 4 filing reflects the finalization of a significant corporate merger within the metals distribution industry. The conversion of Olympic Steel's equity into Ryerson's equity for a key executive is a standard procedural outcome following such transactions, indicating the integration process is moving forward as planned. This type of filing provides transparency into how executive compensation and ownership structures are handled post-merger.

Stakeholder Impact

• Shareholders of Olympic Steel, Inc. have had their shares converted into Ryerson Holding Corporation common stock, as detailed in the merger agreement.
• The Chief Financial Officer's equity holdings have been adjusted to reflect the new corporate structure, converting Olympic Steel shares and RSUs into Ryerson equivalents or cash.

Next Steps

• Settlement of cash payments for 4,936 cancelled RSUs within 30 days of February 13, 2026.
• Crediting of cash amount for 16,503 RSUs to the Supplemental Executive Retirement Plan (SERP) account, subject to SERP terms.
• Vesting of 3,000 Ryerson RSUs on December 31, 2026, subject to continued employment.
• Vesting of 3,000 Ryerson RSUs on December 31, 2027, subject to continued employment.
• Settlement of 14,891 vested Ryerson RSUs upon the reporting person's separation from service.

Key Dates

Keywords

Olympic Steel, Ryerson Holding Corporation, Merger, Form 4, Insider Transaction, Restricted Share Units, Common Stock, CFO, ZEUS