Ryerson Holding Corp

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of

the Securities Exchange Act of 1934 (Amendment No. )

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☐ Preliminary Proxy Statement

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☒ Definitive Proxy Statement

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Ryerson Holding Corporation

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Ryerson 2024 Proxy Statement

227 W. Monroe St., 27th Floor

Chicago, Illinois 60606

Notice of Annual Stockholders’ Meeting

Thursday, April 25, 2024, 2:00 p.m. Central Time

Virtual Meeting via a live audio-only webcast at www.proxydocs.com/RYI

March 12, 2024

To our Stockholders:

You are cordially invited to the 2024 annual meeting of stockholders of Ryerson Holding Corporation scheduled to be held on Thursday, April 25, 2024, at 2:00 p.m. Central Time via a live audio-only webcast at www.proxydocs.com/RYI. There is no physical location for the 2024 annual meeting. At the meeting, we will consider:

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The election of the three directors named in this Proxy Statement;

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The ratification of the appointment of Ernst & Young LLP as our independent registered public accounting firm for 2024;

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The adoption, on a non-binding, advisory basis, of a resolution approving the compensation of our named executive officers described under the heading Executive Compensation in our proxy statement (“say-on-pay” vote);

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The adoption of an advisory resolution that a non-binding, advisory vote to approve the compensation of our named executive officers be held EVERY YEAR (“say-when-on-pay” vote); and

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Such other business as may properly come before the meeting.

Stockholders who owned shares of our stock at the close of business on March 1, 2024 can vote on these proposals.

Our 2024 annual meeting of stockholders will be a virtual meeting. In order to attend the annual meeting, you must register in advance at www.proxydocs.com/RYI. Upon completing your registration, you will receive further instructions via email, including your unique links that will allow you access to the meeting and will also permit you to submit questions.

Your vote is important regardless of the number of shares of stock you own. Whether you plan to attend or not, please review our proxy materials and request a proxy card to sign, date and return, or submit your voting instructions by telephone or through the Internet. On or about the date of this letter, we began mailing a Notice of Internet Availability of Proxy Materials (the “Notice”). Instructions for each type of voting are included in the Notice that you received and in this proxy statement. If you plan to attend the meeting and prefer to vote at that time, you may do so. If you hold your shares through a broker, bank, or other institution, please be sure to follow the voting instructions that you receive from the holder. The holder will not be able to vote your shares on any of the proposals except the ratification of the appointment of Ernst & Young LLP unless you have provided voting instructions.

Mark S. Silver

Executive Vice President, General Counsel & Chief Human Resources Officer

IMPORTANT NOTICE REGARDING THE AVAILABILITY OF PROXY MATERIALS FOR THESTOCKHOLDER MEETING TO BE HELD ON APRIL 25, 2024: THIS PROXY STATEMENT AND THEANNUAL REPORT ARE AVAILABLE AT http://www.proxydocs.com/RYI.

RYERSON HOLDING CORPORATION

Table of Contents

RYERSON 2024 Proxy Statement| i

RYERSON 2024 Proxy Statement| ii