Sec Form 4 Filing - Richardson Kevin D @ Ryerson Holding Corp - 2019-03-31

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

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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Richardson Kevin D 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, South-East Region (Last) (First) (Middle) C/O RYERSON HOLDING CORPORATION, 227 W. MONROE ST., 27TH FLOOR 3. Date of Earliest Transaction (MM/DD/YY) 03/31/2019 (Street) CHICAGO, IL60606 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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) Code V Amount (A) or (D) Price Common Stock (par value $0.01 per share) 03/31/2019 M 2,750 A $ 0 ( 1 ) 96,790 D Common Stock (par value $0.01 per share) 03/31/2019 M 2,750 A $ 0 ( 1 ) 99,540 D Common Stock (par value $0.01 per share) 03/31/2019 M 2,750 A $ 0 ( 1 ) 102,290 D Common Stock (par value $0.01 per share) 03/31/2019 M 16,750 A $ 0 ( 1 ) 119,040 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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 7. Title and Amount of Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Restricted Stock Units ( 2 ) 03/31/2019 M 2,750 ( 3 ) ( 3 ) Common Stock 2,750 $ 0 ( 4 ) 0 D Restricted Stock Units ( 2 ) 03/31/2019 M 2,750 ( 5 ) ( 5 ) Common Stock 2,750 $ 0 ( 4 ) 2,750 D Restricted Stock Units ( 2 ) 03/31/2019 M 2,750 ( 6 ) ( 6 ) Common Stock 2,750 $ 0 ( 4 ) 5,500 D Restricted Stock Units ( 2 ) 03/31/2019 M 16,750 ( 7 ) ( 7 ) Common Stock 16,750 $ 0 ( 4 ) 0 D Restricted Stock Units ( 2 ) 03/31/2019 A 8,250 ( 8 ) ( 8 ) Common Stock 8,250 $ 0 8,250 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Richardson Kevin D C/O RYERSON HOLDING CORPORATION 227 W. MONROE ST., 27TH FLOOR CHICAGO, IL60606 President, South-East Region Signatures /s/ Camilla Rykke Merrick, attorney-in-fact 04/02/2019 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Shares received upon the vesting of restricted stock units. ( 2 )Each restricted stock unit represents a contingent right to receive one share of common stock of Ryerson Holding Corporation. ( 3 )On March 31, 2016, the reporting person was granted 8,250 restricted stock units, of which 2,750 vested on March 31, 2017, 2,750 vested on March 31, 2018 and 2,750 vested on March 31, 2019. Vested shares will be delivered to the reporting person not later than 60 days following such vesting dates. ( 4 )The restricted stock units reported as disposed herein were settled for shares of common stock of Ryerson Holding Corporation. ( 5 )On March 31, 2017, the reporting person was granted 8,250 restricted stock units, of which 2,750 vested on March 31, 2018 and 2,750 vested on March 31, 2019. The remaining 2,750 unvested restricted stock units will vest on March 31, 2020. Vested shares will be delivered to the reporting person not later than 60 days following such vesting dates. ( 6 )On March 31, 2018, the reporting person was granted 8,250 restricted stock units, of which 2,750 vested on March 31, 2019. Of the remaining unvested restricted stock units, 2,750 will vest on March 31, 2020 and 2,750 will vest on March 31, 2021. Vested shares will be delivered to the reporting person not later than 60 days following such vesting dates. ( 7 )Represents shares received or that will be received in respect of performance-based restricted stock units granted on March 31, 2016. Each performance-based restricted stock unit became vested on March 31, 2019, 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 March 20, 2019. Vested shares will be delivered to the reporting person not later than 60 days following the vesting date. ( 8 )On March 31, 2019, the reporting person was granted 8,250 restricted stock units, of which 2,750 will vest on March 31, 2020, 2,750 will vest on March 31, 2021 and 2,750 will vest on March 31, 2022. Vested shares will be delivered to the reporting person not later than 60 days following such vesting dates.

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