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SCHEDULE 13D/A Filed 2026-09-17 Event 2026-09-17 SEC 0000921895-26-002570 →

Beretta Holding S.A. STURM RUGER & CO INC RGR

Stake: 9.93% Shares: 1,587,000 CUSIP: 864159108 Class: Common Stock, $1.00 par value per share

Item 4 — Purpose of Transaction

Item 4 is hereby amended to add the following: As previously disclosed in Amendment No. 6 to the Schedule 13D, on May 2, 2026, the Reporting Person entered into a cooperation agreement with the Issuer (the "Agreement"). Pursuant to the Agreement, and upon the terms and subject to the conditions thereof and following the satisfaction of the Regulatory Conditions (as defined in the Agreement), on September 17, 2026, the Reporting Person commenced a tender offer (the "Tender Offer") to purchase up to 2,400,184 shares of the Issuer's issued and outstanding Common Stock, for a cash price per share of $44.80. If the Tender Offer is fully subscribed, the Reporting Person or its affiliate will purchase 2,400,184 Shares, which would represent approximately 15.02% of the outstanding Shares and would result in the Reporting Person or its affiliate beneficially owning an aggregate of approximately 3,987,184 Shares, which would represent approximately 24.95% of the outstanding Shares. The Tender Offer and withdrawal rights will expire at one minute after 11:59 p.m., New York City time, on October 15, 2026, unless the Tender Offer is extended. The Tender Offer is not subject to any financing condition and is not conditioned on any minimum number of Shares being tendered. The Tender Offer is subject to the satisfaction of certain customary conditions. The Reporting Person is seeking to acquire the Shares in the Tender Offer for investment purposes. The Tender Offer is not seeking to acquire control of the Issuer. The above summary is provided for informational purposes only and is not an offer to buy or the solicitation of an offer to sell any securities of the Issuer. The full details of the Tender Offer, including complete instructions on how to tender Shares, will be included in the offer to purchase, the letter of transmittal and other related materials which the Reporting Person will publish, send or give to stockholders of the Issuer, and file such materials with the SEC. Stockholders are urged to read carefully the offer to purchase, the letter of transmittal and other related materials, as well as the Solicitation/Recommendation Statement on Schedule 14D-9 to be filed by the Issuer, when they become available because they will contain important information, including the terms and conditions of the Tender Offer. Stockholders may obtain free copies of the offer to purchase, the letter of transmittal and other related materials, as well as the Solicitation/Recommendation Statement on Schedule 14D-9, after they are filed with the SEC at the SEC's website at www.sec.gov.

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Short Interest · settle 2026-08-31
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