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Nucor (NYSE: NUE) details $254,972 monthly severance for Daniel Needham

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
8-K/A

Rhea-AI Filing Summary

Nucor Corporation filed an amended current report to detail the retirement arrangements for executive Daniel R. Needham. The company and Mr. Needham entered into a Retirement, Separation, Waiver and Release Agreement effective with his retirement on June 20, 2026.

Under the agreement and surviving provisions of his Executive Employment Agreement, Mr. Needham will receive monthly payments of $254,972.34 for 24 months in exchange for a comprehensive release of claims and strict post-employment obligations. These include non-compete, non-solicitation, confidentiality and non-disparagement covenants. He will also resign from all positions with Nucor and its subsidiaries effective June 20, 2026.

Positive

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Negative

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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance
Key personnel changes including departures, elections, or appointments of directors and executive officers.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Monthly retirement payment $254,972.34 per month 24 months following retirement under Retirement Agreement
Severance duration 24 months Period of monthly payments and key restrictive covenants
Retirement effective date June 20, 2026 Date Needham retires and resigns from all positions
Retirement agreement date June 16, 2026 Date Nucor and Needham executed Retirement Agreement
Executive Employment Agreement effective date February 1, 2021 Agreement whose surviving provisions continue to apply
Retirement, Separation, Waiver and Release Agreement financial
"the Company and Mr. Needham entered into a Retirement, Separation, Waiver and Release Agreement"
Surviving Provisions financial
"together with the Surviving Provisions (as defined in the Retirement Agreement) of the Executive Employment Agreement"
Executive Employment Agreement financial
"Executive Employment Agreement, effective as of February 1, 2021, by and between the Company and Mr. Needham"
restrictive covenants financial
"his post-employment restrictive covenants set forth in the Surviving Provisions of the Executive Employment Agreement"
Restrictive covenants are contract terms that limit what a company, its executives, or shareholders can do—like rules that prohibit selling stock, starting a rival business, or taking on certain debts. Think of them as house rules that protect one party’s interests by keeping risky or competitive actions off the table. For investors they matter because these limits affect a company’s flexibility, governance, potential future value and the ease of exiting an investment.
Inline XBRL technical
"Cover Page from this on /A, formatted in Inline XBRL (included in Exhibit 101)"
Inline XBRL is a file format for financial filings that embeds machine-readable data tags directly inside the human-readable report, so the same document can be read by people and parsed by software. For investors it makes extracting, comparing and verifying financial numbers faster and more reliable—like a grocery list where each item also has a barcode—reducing manual errors and speeding up analysis.
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NUCOR CORP true 0000073309 0000073309 2026-02-27 2026-02-27
 
 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 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): February 27, 2026

 

 

NUCOR CORPORATION

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   1-4119   13-1860817

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

1915 Rexford Road  
Charlotte, North Carolina   28211
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: (704) 366-7000

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(s)

 

Name of each exchange

on which registered

Common Stock, par value $0.40 per share   NUE   New York Stock Exchange

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 (the “Original 8-K”) Nucor Corporation (the “Company”) filed with the United States Securities and Exchange Commission (the “SEC”) on March 3, 2026, regarding, among other things, the retirement of Daniel R. Needham from his employment with the Company. The disclosure included in the Original 8-K otherwise remains unchanged.

 

Item 5.02.

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

(e) On June 16, 2026, the Company and Mr. Needham entered into a Retirement, Separation, Waiver and Release Agreement (the “Retirement Agreement”) in connection with Mr. Needham’s retirement from employment with the Company, effective June 20, 2026. The Retirement Agreement, together with the Surviving Provisions (as defined in the Retirement Agreement) of the Executive Employment Agreement (the “Executive Employment Agreement”), effective as of February 1, 2021, by and between the Company and Mr. Needham, collectively contain the entire agreement of the parties and supersede all prior agreements between the parties related to Mr. Needham’s employment with the Company.

In consideration for Mr. Needham’s comprehensive release of claims against the Company and its affiliates and his post-employment restrictive covenants set forth in the Surviving Provisions of the Executive Employment Agreement, Mr. Needham will be entitled to receive monthly payments from the Company of $254,972.34 for the 24 months immediately following his retirement. Specifically, Mr. Needham has agreed, among other things, not to (i) compete with the Company during the 24-month period following his retirement, (ii) disclose confidential and proprietary information (including trade secrets) of the Company, (iii) encourage the Company’s existing or prospective customers or suppliers to purchase steel or steel products or related services from, or to provide steel or steel products or related services to, any competitor of the Company or otherwise attempt to influence any business or business negotiations such customers or suppliers may transact or have with the Company during the 24-month period following his retirement, (iv) hire or encourage any employee of the Company to terminate his or her employment with the Company during the 24-month period following his retirement and (v) make any statements that defame, disparage or in any way criticize the personal or business reputation, practices or conduct of the Company or its affiliates. Mr. Needham has also agreed that any inventions, designs or other ideas conceived by Mr. Needham during his employment with the Company will be assigned to the Company. Pursuant to the Retirement Agreement, effective as of June 20, 2026, Mr. Needham will resign from any and all positions he holds with the Company and its direct and indirect subsidiaries and affiliates.

The foregoing description of the terms and conditions of the Retirement Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Retirement Agreement (including the Executive Employment Agreement attached as Exhibit A thereto), a copy of which is filed as Exhibit 10.1 hereto and is incorporated herein by reference.

 

Item 9.01.

Financial Statements and Exhibits.

 

(d)

Exhibits

 

10.1    Retirement, Separation, Waiver and Release Agreement, dated as of June 16, 2026, by and between Nucor Corporation and Daniel R. Needham (#)
104    Cover Page from this Current Report on Form 8-K/A, formatted in Inline XBRL (included in Exhibit 101)
 
(#)

Indicates a management contract or compensatory plan or arrangement.


SIGNATURES

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 hereunto duly authorized.

 

    NUCOR CORPORATION
Date: June 22, 2026     By:  

/s/ John L. Sullivan

      John L. Sullivan
      Chief Financial Officer, Treasurer and Executive Vice President

FAQ

What does Nucor (NUE) disclose about Daniel Needham’s retirement?

Nucor details a formal retirement agreement for executive Daniel R. Needham. It confirms his retirement effective June 20, 2026 and documents the associated severance payments, legal release of claims, and ongoing post-employment obligations that govern his relationship with the company after departure.

How much will Daniel Needham receive under Nucor’s retirement agreement?

Nucor will pay Daniel Needham monthly installments of $254,972.34 for 24 months. These payments are consideration for his release of claims against the company and his agreement to non-compete, non-solicitation, confidentiality, and non-disparagement obligations following his retirement from Nucor.

What restrictive covenants apply to Daniel Needham after leaving Nucor (NUE)?

Daniel Needham agrees not to compete with Nucor for 24 months after retirement. He also must not disclose confidential information, solicit Nucor customers or suppliers, recruit its employees, or disparage the company, forming key conditions tied to his severance benefits under the agreement.

When is Daniel Needham’s retirement from Nucor effective?

Daniel Needham’s retirement from Nucor is effective June 20, 2026. On that date, he will resign from all positions with Nucor and its direct and indirect subsidiaries and affiliates, transitioning fully into post-employment status governed by the terms of the retirement agreement.

What prior agreements does Nucor’s new retirement deal with Needham replace?

The retirement agreement and surviving provisions of the Executive Employment Agreement collectively supersede all prior agreements related to Needham’s employment. Together they form the entire understanding between Nucor and Needham, consolidating earlier arrangements into one governing framework for his separation and post-employment obligations.

Does Nucor’s filing include the full text of Daniel Needham’s retirement agreement?

Yes, Nucor includes the full Retirement, Separation, Waiver and Release Agreement as Exhibit 10.1. The filing notes that its summary is not complete and is qualified entirely by reference to the full agreement, which also attaches the Executive Employment Agreement as Exhibit A.

Filing Exhibits & Attachments

4 documents