01—Abstract
Summary
Summary of the 8-K filed April 29, 2025. Cited figures are marked; the original filing is the authoritative source.
Steel Dynamics, Inc. held its Annual Meeting of Shareholders on April 25, 2025, with 133,287,610 of the 149,896,788 shares outstanding as of the March 6, 2025 record date present in person or by proxy, a quorum of 88.92%a of shares outstanding and entitled to vote.
Shareholders elected all nine director nominees to one-year terms, ratified Ernst & Young LLP as auditors for the year ending December 31, 2025, and approved the 2024 named executive officer compensation on an advisory basis. Shareholders did not approve a shareholder proposal for a special shareholder meeting improvement, which received 14,073,212 votes for, 109,932,100 against, and 205,129 abstentions, with 9,077,169 broker non-votes. The filing is limited to the voting results from the meeting and carries no financial results, guidance or operational disclosures.
The report was signed by Theresa E. Wagler, Executive Vice President and Chief Financial Officer, and dated April 29, 2025. For investors, the key takeaways are the board's continuity, the auditor ratification, and the shareholder rejection of the special meeting proposal.
02—Key points
Key Highlights
- Annual Meeting held April 25, 2025, with 133,287,610 shares present in person or by proxy, a quorum of 88.92% of shares outstanding and entitled to vote
- All nine director nominees elected to one-year terms, with each receiving far more votes for than against
- Ernst & Young LLP ratified as independent registered public accounting firm for the year ending December 31, 2025, with 117,985,138 votes for and 9,464,518 against
- Advisory vote approved 2024 named executive officer compensation, with 114,802,317 votes for and 9,001,071 against
- Shareholder proposal for a special shareholder meeting improvement was not approved, with 109,932,100 votes against and 14,073,212 for
- Filing contains voting results only and no financial results, guidance or operating disclosures
03—Questions
Frequently Asked Questions
How many shares were eligible to vote at the April 25, 2025 meeting?
Steel Dynamics had 149,896,788 shares of common stock issued and outstanding as of the March 6, 2025 record date. Shares present in person or by proxy totaled 133,287,610, a quorum of 88.92% of shares outstanding and entitled to vote.
Were all board nominees elected?
Yes. Shareholders elected all nine director nominees to serve one-year terms until their successors are duly elected and qualified. Each nominee received substantially more votes for than against, with Sheree L. Bargabos receiving 123,837,536 votes for and 317,741 against.
Who was appointed as the company's auditor?
Shareholders ratified the appointment of Ernst & Young LLP as the company's independent registered public accounting firm for the year ending December 31, 2025.
Did shareholders approve executive pay?
Yes. In an advisory vote, shareholders approved named executive officer compensation for 2024, with 114,802,317 votes for, 9,001,071 against, and 407,053 abstentions.
What happened to the shareholder proposal on special shareholder meetings?
The proposal was not approved. It received 14,073,212 votes for, 109,932,100 against, and 205,129 abstentions, with 9,077,169 broker non-votes.
04—Continue