SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Burbach Michael

(Last)

(First)

(Middle)

C/O RYERSON HOLDING CORPORATION

227 W. MONROE ST., 27TH FLOOR

(Street)

CHICAGO

60606

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Ryerson Holding Corp [ RYI ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	President, North-West Region

3. Date of Earliest Transaction (Month/Day/Year)
08/16/2018

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock (par value $0.01 per share)	08/17/2018		M		2,200	A	$0⁽¹⁾	69,700	D
Common Stock (par value $0.01 per share)	08/17/2018		A		11,390	A	$0⁽¹⁾	81,090	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Units	⁽³⁾	08/16/2018		A		11,390		⁽²⁾	⁽²⁾	Common Stock	11,390	$0	11,390	D
Restricted Stock Units	⁽³⁾	08/17/2018		M			2,200	⁽⁴⁾	⁽⁴⁾	Common Stock	2,200	$0⁽⁵⁾	0	D
Restricted Stock Units	⁽³⁾	08/17/2018		M			11,390	⁽²⁾	⁽²⁾	Common Stock	11,390	$0⁽⁵⁾	0	D

Explanation of Responses:

1. Shares received upon the vesting of restricted stock units.

2. Represents shares received or that will be received in respect of performance-based restricted stock units granted on August 17, 2015. Each performance-based restricted stock unit became vested on August 17, 2018, which was the later of (i) the third anniversary of the grant date, and (ii) the date the compensation committee certified the achievement of the applicable performance objectives in accordance with the underlying award agreement. The compensation committee certified the achievement of the applicable performance objectives on August 16, 2018. Vested shares will be delivered to the reporting person not later than 60 days following the vesting date.

3. Each restricted stock unit represents a contingent right to receive one share of common stock of Ryerson Holding Corporation.

4. On August 17, 2015, the reporting person was granted 11,600 restricted stock units, of which 5,000 vested on August 31, 2015, 2,200 vested on August 17, 2016, 2,200 vested on August 17, 2017, and 2,200 vested on August 17, 2018. Vested shares will be delivered to the reporting person not later than 60 days following such vesting dates.

5. The restricted stock units reported as disposed herein were settled for shares of common stock of Ryerson Holding Corporation.

	/s/ Camilla Rykke Merrick, attorney-in-fact	08/20/2018
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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