Form 4: Andersons VP Hoelter Reports Equity Transactions
Insider Transaction Report
Michael T. Hoelter, VP, Corporate Controller & IR at The Andersons, Inc., reported a series of equity transactions including the vesting and grant of restricted share units and shares withheld for tax liability.
Summary
- Michael T. Hoelter, VP, Corporate Controller & IR for The Andersons, Inc. (ANDE), reported transactions involving common stock and restricted share units (RSUs) on March 2, 2026.
- Transactions were made pursuant to a Rule 10b5-1(c) plan, indicating pre-planned equity activities.
- Acquired 364 shares of common stock, increasing beneficial ownership to 16,380.2214 shares.
- Acquired an additional 556 shares of common stock, increasing beneficial ownership to 16,936.2214 shares.
- Acquired another 482 shares of common stock, increasing beneficial ownership to 17,418.2214 shares.
- Received 33.98 shares of common stock as a dividend equivalent, bringing beneficial ownership to 17,452.2014 shares.
- Disposed of 419 shares of common stock at a price of $65.29 per share to cover tax liability, resulting in a beneficial ownership of 17,033.2014 shares.
- Received a new grant of 971 Restricted Share Units (2029) as part of the annual equity grant, with a graded vesting schedule over three years from the grant date.
- 482 Restricted Share Units (2028), granted on March 3, 2025, were disposed of (likely vested and converted to common stock).
- 364 Restricted Share Units (2027), granted on March 1, 2024, were disposed of (likely vested and converted to common stock).
- 556 Restricted Share Units (2026), granted on March 1, 2023, were disposed of (likely vested and converted to common stock), bringing the beneficial ownership of these specific units to zero.
Sentiment
Score: 5
Explanation: StockSavvy.ai views this as a neutral filing, reporting routine executive compensation transactions and not indicating any significant positive or negative operational or financial developments for The Andersons, Inc.
Positives
- Michael T. Hoelter received a new grant of 971 Restricted Share Units (2029) as part of the company's annual equity compensation program.
- Vesting of previously granted Restricted Share Units (2026, 2027, 2028) resulted in the acquisition of common stock.
- An additional 33.98 shares of common stock were received as a dividend equivalent.
Negatives
- 419 shares of common stock were disposed of to cover tax liability, a common practice for equity awards but representing a reduction in direct share holdings.
Future Outlook
The newly granted Restricted Share Units (2029) have a graded vesting schedule over a three-year period from the grant date of March 2, 2026.
Industry Context
StockSavvy.ai notes that routine Form 4 filings, such as this one, are common disclosures for executive equity compensation and do not typically reflect broader industry trends but rather individual company compensation practices.
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Delegation of Authority | A Limited Power of Attorney was executed by Michael T. Hoelter, granting Melissa Trippel and Steven McGrew the authority to execute and file SEC Forms 3, 4, 5, or 144 on his behalf, ensuring compliance with insider trading reporting requirements. | 05/24/2023 | Enhances efficiency and ensures timely compliance with SEC reporting obligations for insider transactions by delegating administrative tasks to designated attorneys-in-fact. |
Related Party Transactions
- Michael T. Hoelter, an officer of The Andersons, Inc., engaged in transactions involving the company's common stock and restricted share units, which are considered related party transactions as they involve an executive and the issuer.
Stakeholder Impact
- Shareholders gain transparency into executive compensation practices and changes in insider ownership levels.
- Michael T. Hoelter's personal equity holdings and compensation structure are directly impacted by these grants and vestings.
Next Steps
- The newly granted Restricted Share Units (2029) will vest over a three-year period from March 2, 2026, according to a graded schedule.
Key Dates
| Date | Description |
|---|---|
| 05/24/2023 | Limited Power of Attorney signed by Michael T. Hoelter, appointing Melissa Trippel and Steven McGrew as attorneys-in-fact for SEC filings. |
| 03/01/2023 | Restricted Share Units (2026) were granted as part of the Issuer's annual equity grant. |
| 03/01/2024 | Restricted Share Units (2027) were granted as part of the Issuer's annual equity grant. |
| 03/03/2025 | Restricted Share Units (2028) were granted as part of the Issuer's annual equity grant. |
| 03/02/2026 | Date of earliest transaction, including acquisition of common stock, disposition of common stock for tax, and grant/disposition of Restricted Share Units. |
| 03/04/2026 | Signature date of the reporting person for the Form 4 filing. |
Recommendation
holdThis Form 4 filing details routine executive compensation transactions, including the vesting of restricted share units and the grant of new units, along with shares withheld for tax purposes. Such disclosures are standard and do not typically provide new fundamental information that would warrant a change in investment recommendation. The transactions are largely pre-planned under a Rule 10b5-1(c) plan, indicating no discretionary trading based on new material information.
Keywords
Andersons Inc, ANDE, Form 4, Insider Transaction, Equity Grant, Restricted Share Units, Executive Compensation, Michael T. Hoelter, SEC Filing, Rule 10b5-1
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