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Form 4 Andersons, Inc. For: Jul 22 Filed by: Waggoner Thomas Lowell

August 13, 2015 3:48 PM EDT
FORM 4 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
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person *
Waggoner Thomas Lowell

(Last) (First) (Middle)
P O BOX 119

(Street)
MAUMEE OH 43537

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Andersons, Inc. [ ANDE ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
VP, Corp Marketing & Operation
3. Date of Earliest Transaction (Month/Day/Year)
07/22/2015
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 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 07/22/2015   J (1)   56.8314 A $ 36.24 23,540.3929 D  
PERFORMANCE SHARE UNIT (2016)               2,475 (2) D  
PERFORMANCE SHARE UNIT (2017)               2,570 (3) D  
PERFORMANCE SHARE UNIT (2018)               3,212 (3) 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 (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 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 (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (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: 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
Explanation of Responses:
1. Reinvestment of dividend
2. Stock performance unit granted pursuant to The Andersons, Inc. plan. Units vest 100% in 27 months contingent on cumulative EPS from 10/01/2013 to 12/31/2015. Number of underlying shares are determined by the twenty-seven months cumulative fully diluted EPS for the performance period.
3. Stock performance unit granted pursuant to The Andersons, Inc. Plan. Units vest 100% in 3 years contingent on cumulative EPS. Number of underlying shares are determined by the three-year cumulative fully diluted EPS for the performance period.
Thomas Waggoner, by: Mary Schroeder, Limited Power of Attorney 08/13/2015
** Signature of Reporting Person Date
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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
LIMITED POWER OF ATTORNEY

KNOW ALL MEN BY THESE PRESENTS, that I,  THOMAS WAGGONER the undersigned, of
25188 ROCKY HARBOR (address), City of PERRYSBURG, County of WOOD, State of OHIO,
hereby make, constitute and appoint each of Mary J. Schroeder, James C.
Burmeister, and Russell J. Mitchell each of The Andersons, Inc., 480 W. Dussel
Drive, Maumee, Ohio 43537,  my true and lawful limited attorney-in-fact for me
and in my name, place and stead,  giving severally unto said Mary J. Schroeder,
James C. Burmeister, and Russell J. Mitchell  full power individually to (i)
execute and to file with the Securities and Exchange Commission ("SEC") as my
limited attorney-in-fact, any and all SEC Forms 3, 4, 5 or 144 required to be
filed under the Securities Act of 1933 or the Securities Exchange Act of 1934,
each as amended,  and (ii) execute and deliver any and all exercise orders,
certificates, commitments and other agreements necessary or appropriate in
connection with any exercise of my stock options for shares in The Andersons,
Inc., do any and all other acts to effectuate the foregoing, and execute and
submit all SEC filings necessary or appropriate in connection therewith, in
connection with my beneficial ownership of equity securities of The Andersons,
Inc., or  options for such equity securities.  
	The undersigned hereby grants to such attorney-in-fact full power and authority
to do and perform any and every act and thing whatsoever requisite, necessary,
or proper to be done in the exercise of any of the rights and powers herein
granted, as fully to all intents and purposes as the undersigned might or could
do if personally present, with full power of substitution or revocation, hereby
ratifying and confirming all that such attorney-in-fact, or such
attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be
done by virtue of this power of attorney and the rights and powers herein
granted. 
	This Power of Attorney shall at all time be binding with respect to all actions
taken by the attorney-in-fact in accordance with the terms of the Power of
Attorney. The Power of Attorney shall begin on the date of execution noted below
and shall lapse and cease to have any effect on the date of the undersigned's
termination of employment or separation from service as member of the Board, or
upon any earlier written revocation of the Power of Attorney by the undersigned.

IN WITNESS WHEREOF, the undersigned has executed this Limited Power of Attorney
as of this 27TH day of January, 2015.

						THOMAS WAGGONER
State of OHIO)
			    )  ss
County of LUCAS)

	On this 27TH  day of January, 2015, before me a notary public in and for said
state, personally appeared THOMAS WAGGONER , to me personally known, who being
duly sworn, acknowledged that he/she had executed the foregoing instrument for
purposes therein mentioned and set forth.
                       Ashley P. Brooks
               NOTARY PUBLIC

My Commission Expires:
10/23/2016



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