Andersons, Inc. — Director's Dealing 2015

Mar 23, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Andersons, Inc. (ANDE)
CIK: 0000821026
Period of Report: 2015-03-23

Reporting Person: Sparks Tamara Sue (VP,Corp.Relations/BusinessAnal)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-03-20	COMMON STOCK	M	1275	$21.83	Acquired	11233.55	Direct
2015-03-20	COMMON STOCK	F	659.59	$42.20	Disposed	10573.96	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2015-03-20	SOSAR	$21.83	M	1275	Disposed	2015-04-01	COMMON STOCK (1275)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
COMMON STOCK	1088.344	Indirect
PERFORMANCE SHARE UNIT (2016)	285	Indirect
PERFORMANCE SHARE UNIT (2016)	645	Direct
PERFORMANCE SHARE UNIT (2017)	780	Direct
PERFORMANCE SHARE UNIT (2017)	250	Indirect
PERFORMANCE SHARE UNIT (2018)	996	Direct
PERFORMANCE SHARE UNIT (2018)	320	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
SOSAR	$21.83	2015-04-01	COMMON STOCK (577.5)	578	Indirect

Footnotes

F1: Stock performance unit granted pursuant to The Andersons, Inc. plan. Units vest 100% in 27 months contingent on cumulative EPS from 10/01/2013 to 12/31/2015. Number of underlying shares are determined by the twenty-seven months cumulative fully diluted EPS for the performance period.

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.