SDI - Steel Dynamics Inc.

08/18/2026 | Press release | Distributed by Public on 08/18/2026 14:52

Amendment to Current Report (Form 8-K/A)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 8-K/A

Amendment No.1

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (date of earliest event reported) August 3, 2026

STEEL DYNAMICS, INC.

(Exact name of registrant as specified in its charter)

Indiana 0-21719 35-1929476
(State or other jurisdiction
of incorporation)
(Commission File Number) (IRS Employer
Identification No.)

7575 West Jefferson Blvd, Fort Wayne, Indiana 46804

(Address of principal executive offices) (Zip Code)

Registrant's telephone number, including area code: 260-969-3500

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading Symbol Name of each exchange on which registered
Common Stock voting, $0.0025 par value STLD NASDAQ Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ¨

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

EXPLANATORY NOTE

This Amendment No. 1 amends the Current Report on Form 8-K of Steel Dynamics, Inc. (the "Company") filed with the U.S. Securities and Exchange Commission on August 4, 2026, regarding, among other things, Mark D. Millett's planned retirement as Chief Executive Officer effective January 1, 2027, and related leadership transitions.

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

At a meeting held on August 12, 2026, the Compensation Committee of the Board of Directors of the Company approved one-time transition awards. Barry Schneider and Christopher Graham will each be granted restricted stock units on December 15, 2026 in the amount of $2,000,000, with half of such restricted stock units vesting on December 15, 2028 and the remaining half vesting on December 15, 2029, in each case subject to such person being currently employed by the Company.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Report to be signed on its behalf by the undersigned hereto duly authorized.

STEEL DYNAMICS, INC.
/s/ Theresa E. Wagler
Date: August 18, 2026 By: Theresa E. Wagler
Title: Executive Vice President and
Chief Financial Officer
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