01—Abstract
Summary
Summary of the 8-K/A filed February 27, 2026. Cited figures are marked; the original filing is the authoritative source.
Nucor Corporation's Amendment No. 1 to its Current Report on Form 8-K, filed February 27, 2026, amends the Original 8-K filed February 20, 2026, which reported the election of John L.
"Jack" Sullivan as Chief Financial Officer, Treasurer and Executive Vice President, effective March 1, 2026. The disclosure in the Original 8-K otherwise remains unchanged. The amendment adds the details of Mr. Sullivan's Executive Employment Agreement, dated February 26, 2026 and effective March 1, 2026, which supersedes his prior agreement dated December 20, 2024.
The agreement raises Mr. Sullivan's annual base salary to $680,000,a effective March 1, 2026. It provides a non-compete benefit equal to one month of base salary for each year of service, with a minimum of six months, paid in 24 equal monthly installments after termination. If he is under age 55 at termination, the benefit will not be less than the value of his forfeitable common stock units deferred and restricted stock awarded under the long-term incentive plan.
Following a change in control, if he is involuntarily terminated or resigns for Good Reason within 24 months, the non-compete benefit is instead a lump-sum cash payment equal to 2.5 times a defined base amount, plus the value of restricted stock units that would have been granted in the year of termination. Medical, dental and prescription drug coverage would also continue for 30 months in that scenario. The filing is administrative in nature and discloses compensation and severance-related terms for the new CFO, filed as Exhibit 10.1 along with the Inline XBRL cover page (Exhibit 104).
02—Key points
Key Highlights
- Amendment No. 1 amends the Original 8-K filed February 20, 2026, which reported John L. "Jack" Sullivan's election as CFO, Treasurer and Executive Vice President effective March 1, 2026.
- Executive Employment Agreement entered into February 26, 2026, effective March 1, 2026, superseding his December 20, 2024 Executive Agreement.
- Annual base salary increases to $680,000, effective March 1, 2026.
- Non-compete benefit equals one month of base salary per year of service (minimum six months), paid in 24 monthly installments after termination.
- Upon involuntary termination or Good Reason resignation within 24 months of a change in control, a lump-sum non-compete benefit equal to 2.5 times a defined base amount applies, plus 30 months of health coverage continuation.
- The full agreement is filed as Exhibit 10.1 and is a management contract or compensatory arrangement.
03—Questions
Frequently Asked Questions
Who is the new CFO and when does the appointment take effect?
John L. "Jack" Sullivan was elected Chief Financial Officer, Treasurer and Executive Vice President of Nucor Corporation, effective March 1, 2026.
What is Mr. Sullivan's new base salary?
His annual base salary will increase to $680,000, effective March 1, 2026.
How is the non-compete benefit calculated?
It equals one month of base salary for each year of service, subject to a minimum of six months of base salary, paid in 24 equal monthly installments following termination. If he is under age 55 at termination, the benefit will not be less than the value of his forfeitable deferred common stock units and restricted stock awarded under the long-term incentive plan. No non-compete benefit is payable if he dies while employed.
What protections apply if there is a change in control?
If his employment is involuntarily terminated or he resigns for Good Reason within 24 months of a change in control, he would receive a lump-sum cash non-compete benefit equal to 2.5 times a base amount, plus the value of restricted stock units that would have been granted in the year of termination. Medical, dental and prescription drug coverage would continue for 30 months.
04—Continue