Sec Form 4 Filing - Scheinkman Steven W. @ A. M. Castle & Co. - 2020-03-27

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 Scheinkman Steven W. 2. Issuer Name and Ticker or Trading Symbol A. M. Castle & Co. [ CTAM] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) 1420 KENSINGTON ROAD, SUITE 220 3. Date of Earliest Transaction (MM/DD/YY) 03/27/2020 (Street) OAK BROOK, IL60523 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 ( 1 ) 03/27/2020 A 364,849 A 971,976 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 Convertible Note ( 1 ) $ 3.77 03/27/2020 D 08/31/2017 01/01/2020 Common Stock 266,461 ( 1 ) $ 0 D Convertible Note ( 1 ) $ 0.46 03/27/2020 A 03/27/2020 03/27/2020 Common Stock 1,083,850 ( 1 ) $ 494,015 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Scheinkman Steven W. 1420 KENSINGTON ROAD SUITE 220 OAK BROOK, IL60523 X Signatures /s/ Steven W. Scheinkman, by Jeremy Steele, Attorney-in-Fact 04/01/2020 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Reflects the disposition of an aggregate principal amount (including accrued PIK interest) of $1,004,378 of the Company's 5.00%/7.00% Convertible Senior PIK Toggle Notes due 2022 (the "Old Notes") in exchange for a combination of (i) an aggregate principal amount of $494,015 of the Company's new 3.00%/5.00% Convertible Senior PIK Toggle Notes due 2024 (the "New Notes") and (ii) 364,849 shares of the Company's common stock ("New Shares"), pursuant to a public exchange offer launched by the Company on February 27, 2020 and completed on March 27, 2020. The Old Notes were restricted incentive awards issued pursuant to the Company's 2017 Management Incentive Plan (the "Plan") and vested in full on January 1, 2020. The New Notes are convertible into 1,083,850 shares of common stock as of the date of this filing.

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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