Andersons, Inc. — Director's Dealing 2022

Mar 10, 2022

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Andersons, Inc. (ANDE)
CIK: 0000821026
Period of Report: 2022-03-08

Reporting Person: Krueger William E. (President, ATG Comm. & Merch.)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2022-03-08	Common Stock	S	18259	$45.052	Disposed	89812.67	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	548309	Indirect
PERFORMANCE SHARE UNIT (EPS) (2022)	6452	Direct
PERFORMANCE SHARE UNIT (EPS) (2023)	10456	Direct
PERFORMANCE SHARE UNIT (EPS) (2024)	8616	Direct
PERFORMANCE SHARE UNIT (EPS) (2025)	7138	Direct
PERFORMANCE SHARE UNIT (TSR) (2022)	6252	Direct
PERFORMANCE SHARE UNIT (TSR) (2023)	10456	Direct
PERFORMANCE SHARE UNIT (TSR) (2024)	8616	Direct
PERFORMANCE SHARE UNIT (TSR) (2025)	7138	Direct
RESTRICTED SHARE UNIT (2025)	7137	Direct

Footnotes

F1: This transaction was executed in multiple trades at prices ranging from $45.00 to $45.345. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

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.

F3: Stock performance unit (TSR) granted pursuant to The Andersons, Inc. Plan. Units vest 100% in 3 years contingent on the Company's annualized total shareholder return. Number of underlying shares are based upon the level of satisfaction of the total shareholder return for the performance period.

F4: Restricted share units have a graded vesting schedule over the three-year period from date of grant.