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Retirement deal for Nucor (NYSE: NUE) executive David Sumoski

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

Rhea-AI Filing Summary

Nucor Corporation filed an amended report to provide full details of a Retirement, Separation, Waiver and Release Agreement with executive David A. Sumoski. The agreement, dated May 28, 2026, governs his retirement from the company effective June 13, 2026.

In exchange for a comprehensive release of claims and strict post-employment covenants, Mr. Sumoski will receive monthly payments of $308,850.56 for 24 months after retirement. He agrees to a 24‑month non-compete, confidentiality, non-solicitation of customers and employees, and non-disparagement obligations.

The agreement confirms that all prior employment-related arrangements with Mr. Sumoski are superseded and that he will resign from all positions with Nucor and its affiliates as of June 13, 2026. The full agreement is filed as an exhibit for reference.

Positive

  • None.

Negative

  • None.
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 $308,850.56 per month Payable for 24 months following retirement
Payment duration 24 months Period immediately following June 13, 2026 retirement
Retirement agreement date May 28, 2026 Date Nucor and David A. Sumoski executed Retirement Agreement
Retirement effective date June 13, 2026 Date Mr. Sumoski retires and resigns all positions
Non-compete period 24 months Period after retirement during which Mr. Sumoski will not compete
Retirement, Separation, Waiver and Release Agreement financial
"the Company and Mr. Sumoski 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
"the Executive Employment Agreement, effective as of January 1, 2021, by and between the Company and Mr. Sumoski"
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.
non-compete financial
"not to (i) compete with the Company during the 24-month period following his retirement"
A non-compete is a contract clause that prevents an employee, executive, or seller from working for or starting a rival business for a set time and area after leaving a company. It matters to investors because it protects the value of intellectual property, customer relationships and key personnel—like putting a temporary fence around a company’s customers and know‑how—while also creating legal and operational constraints that can affect talent mobility and deal attractiveness.
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NUCOR CORP true 0000073309 0000073309 2025-12-02 2025-12-02
 
 

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): December 2, 2025

 

 

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 December 4, 2025, regarding, among other things, the retirement of David A. Sumoski 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 May 28, 2026, the Company and Mr. Sumoski entered into a Retirement, Separation, Waiver and Release Agreement (the “Retirement Agreement”) in connection with Mr. Sumoski’s retirement from employment with the Company, effective June 13, 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 January 1, 2021, by and between the Company and Mr. Sumoski, collectively contain the entire agreement of the parties and supersede all prior agreements between the parties related to Mr. Sumoski’s employment with the Company.

In consideration for Mr. Sumoski’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. Sumoski will be entitled to receive monthly payments from the Company of $308,850.56 for the 24 months immediately following his retirement. Specifically, Mr. Sumoski 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. Sumoski has also agreed that any inventions, designs or other ideas conceived by Mr. Sumoski during his employment with the Company will be assigned to the Company. Pursuant to the Retirement Agreement, effective as of June 13, 2026, Mr. Sumoski 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 May 28, 2026, by and between Nucor Corporation and David A. Sumoski (#)
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 2, 2026     By:  

/s/ John L. Sullivan

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

FAQ

What does Nucor (NUE) disclose about David Sumoski’s retirement terms?

Nucor discloses a Retirement, Separation, Waiver and Release Agreement with David A. Sumoski. It details his June 13, 2026 retirement, severance-style payments, and post-employment obligations in exchange for releasing claims against the company.

How much will David Sumoski receive under Nucor’s retirement agreement?

David A. Sumoski will receive monthly payments of $308,850.56 for 24 months following retirement. These payments compensate him for a comprehensive release of claims and for honoring non-compete, confidentiality, and non-solicitation covenants.

What post-employment restrictions apply to David Sumoski after leaving Nucor (NUE)?

For 24 months after retirement, David A. Sumoski agrees not to compete with Nucor, disclose confidential information, solicit key customers or suppliers, or hire away employees. He also agrees not to disparage Nucor or its affiliates publicly or privately.

When is David Sumoski’s retirement from Nucor effective?

David A. Sumoski’s retirement from Nucor is effective June 13, 2026. On that date, he will resign from all positions with Nucor and its direct and indirect subsidiaries and affiliates, as specified in the Retirement, Separation, Waiver and Release Agreement.

What prior agreements between Nucor and David Sumoski are superseded?

The Retirement Agreement, together with the Surviving Provisions of the Executive Employment Agreement effective January 1, 2021, collectively supersede all prior employment-related agreements between Nucor and David A. Sumoski, consolidating terms into this final retirement arrangement.

Filing Exhibits & Attachments

4 documents