RELIANCE, INC. Stock Compensation Disclosure

NOTE 13. STOCK-BASED COMPENSATION PLANS

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We make annual grants of long-term equity incentive awards to officers and key employees under our Second Amended and Restated 2015 Incentive Award Plan in the forms of service-based restricted stock units (“RSUs”) and performance-based restricted stock units (“PSUs”) that each have approximately 3-year vesting periods. We also grant the non-management members of our Board of Directors fully vested stock awards under our Directors Equity Plan. The fair values of the RSUs, PSUs and stock awards are determined based on the closing stock price of our common stock on the grant date.

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As of December 31, 2025, an aggregate of 1,249 thousand shares was authorized for future grant under our various stock-based compensation plans. Awards that expire or are canceled without delivery of shares of our common stock and shares withheld related to net share settlements of vested restricted stock units generally become available for issuance under the plans. As RSUs and PSUs vest, we issue new shares of Reliance common stock.

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Restricted Stock Units

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We granted key employees equity awards consisting of RSUs and PSUs in aggregate amounts as follows (in thousands, except per unit amounts):

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Each RSU and PSU is subject to a service-based condition and includes a right to receive shares of common stock and dividend equivalent rights, subject to forfeiture. The RSUs provide the right to receive 100% of the number of RSUs granted in shares of our common stock and cliff vest on December 1 upon satisfaction of an approximately 3-year service-based condition. The PSUs include performance goals and the right to receive 0% to 200% of the number of PSUs granted in shares of our common stock and vest only upon the satisfaction of the service-based condition and certain performance targets for 3-year periods ending December 31.

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A summary of the status of our unvested RSUs and PSUs as of December 31, 2025 and changes during the year then ended is as follows (in thousands, except per unit amounts):

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The fair values as of the respective vesting dates of RSUs and PSUs vested during 2025, 2024 and 2023 were $67.7 million, $90.2 million and $123.8 million, respectively.

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Directors Equity Plan

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In each of 2025, 2024 and 2023, we granted a total of approximately 4 thousand fully-vested stock awards to the non-employee members of the Board of Directors. The fair values of the stock awards granted in 2025, 2024 and 2023 were $299.78 per share, $296.56 per share and $243.61 per share, respectively, determined based on the closing price of our common stock on the grant dates.

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Unrecognized Compensation Cost and Tax Benefits

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As of December 31, 2025, there was $57.7 million of total unrecognized compensation cost related to unvested RSUs and PSUs that is expected to be recognized, net of actual forfeitures and cancellations, over a weighted average period of 1.7 years.

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The tax benefit realized from our stock-based compensation plans in 2025, 2024 and 2023 was $9.3 million, $15.3 million and $7.7 million, respectively.