Andersons, Inc. — Director's Dealing 2012

Dec 21, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ANDERSONS INC (ANDE)
CIK: 0000821026
Period of Report: 2012-12-20

Reporting Person: SHAH RASESH H (President, Rail Group)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-12-20	COMMON STOCK	J	43099	$0.00	Disposed	22938.35	Direct
2012-12-20	COMMON STOCK	J	43099	$0.00	Acquired	43099	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
PERFORMANCE SHARE UNIT	3075	Direct
PERFORMANCE SHARE UNIT (2014)	2970	Direct
PERFORMANCE SHARE UNIT (2015)	3275	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
SOSAR	$32.75	2015-04-01	COMMON STOCK (4575)	4575	Direct
SOSAR	$46.26	2013-04-01	COMMON STOCK (6000)	6000	Direct

Footnotes

F1: Transfer of shares from direct ownership to indirect - held in Trust.

F2: Stock performance unit granted pursuant to The Andersons, Inc. Plan. Units vest 100% in 3 years contingent on cumulative EPS. Number of underlying shares are determined by the three-year cumulative fully diluted EPS for the performance period.