Were the share disposals in Nucor (NUE) Vice President Keller’s Form 4 open-market sales?

No, the disposals were not open-market sales. The Form 4 shows three F-code transactions where a total of 827 shares were withheld by Nucor at $250.00 per share to pay tax liabilities from vesting restricted stock units previously reported on earlier Forms 4.

Nucor (NYSE: NUE) VP receives 717-share stock award as 827 shares withheld

Filing Impact

(Moderate)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Nucor Corp vice president and corporate controller Michael D. Keller reported routine equity compensation activity involving company common stock. On June 1, 2026, he acquired 717 shares at $0.00 per share as a stock award tied to restricted stock units.

The footnotes explain that the 717 shares are issuable upon vesting of restricted stock units that will vest in three annual installments starting on June 1, 2027, with potential acceleration upon death, disability, retirement, or a change in control. On the same date, a total of 827 shares at $250.00 per share were withheld by Nucor to cover tax liabilities from prior restricted stock unit vestings, which is recorded as three separate tax-withholding dispositions rather than open-market sales.

Insider Trade Summary

4 transactions reported

Mixed 4 txns

Insider Keller Michael D

Role Vice Pres. and Corp. Contro

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	312	$250.00	$78K
Tax Withholding	Common Stock	268	$250.00	$67K
Tax Withholding	Common Stock	247	$250.00	$62K
Grant/Award	Common Stock	717	$0.00	--

Holdings After Transaction: Common Stock — 16,521.71 shares (Direct, null)

Footnotes (1)

Represents shares withheld by the Issuer for payment of the tax liability incurred upon the vesting of previously awarded restricted stock units as reported on Form 4 dated 6/5/23. Represents shares withheld by the Issuer for payment of the tax liability incurred upon the vesting of previously awarded restricted stock units as reported on Form 4 dated 6/4/24. Represents shares withheld by the Issuer for payment of the tax liability incurred upon the vesting of previously awarded restricted stock units as reported on Form 4 dated 6/3/25. The shares of common stock reported are issuable to the reporting person upon vesting of restricted stock units that represent the right to receive one share of common stock. The restricted stock units vest in three annual installments commencing on June 1, 2027, subject to acceleration upon the date of termination of the reporting person's employment with the company by reason of death, disability or retirement, or upon a change in control of the company. The company will issue the shares of common stock represented by the units to the reporting person or, if applicable, his or her estate, as soon as administratively practicable after the units become vested.

Key Figures

Stock award: 717 shares at $0.00 per share Tax-withheld shares total: 827 shares at $250.00 per share Single withholding lot: 312 shares at $250.00 per share +2 more

5 metrics

Stock award 717 shares at $0.00 per share Common stock award to Michael D. Keller on June 1, 2026

Tax-withheld shares total 827 shares at $250.00 per share Shares withheld by Nucor to cover RSU tax liabilities

Single withholding lot 312 shares at $250.00 per share One of three F-code tax-withholding transactions on June 1, 2026

Another withholding lot 268 shares at $250.00 per share F-code tax-withholding transaction related to prior RSU vesting

Additional withholding lot 247 shares at $250.00 per share F-code tax-withholding transaction linked to earlier RSU grant

Key Terms

restricted stock units, tax liability, change in control, vesting

4 terms

restricted stock units financial

"represents shares withheld by the Issuer for payment of the tax liability incurred upon the vesting of previously awarded restricted stock units"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

tax liability financial

"shares withheld by the Issuer for payment of the tax liability incurred upon the vesting"

change in control financial

"subject to acceleration upon the date of termination ... or upon a change in control of the company"

A "change in control" occurs when the ownership or management of a company shifts significantly, such as through a merger, acquisition, or sale of a large part of its assets. This change can impact how the company is run and may influence its future direction. For investors, it matters because it can affect the company's stability, strategy, and value, often signaling potential changes in investment risk or opportunity.

vesting financial

"restricted stock units vest in three annual installments commencing on June 1, 2027"

Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.

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Form 4 Insider Transactions: What Each Field Means →

06/03/2026 - 02:30 PM

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Keller Michael D

(Last)

(First)

(Middle)

1915 REXFORD ROAD

(Street)

CHARLOTTE

NORTH CAROLINA

28211

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
NUCOR CORP [ NUE ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Vice Pres. and Corp. Contro

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/01/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	06/01/2026		F		312⁽¹⁾	D	$250	16,521.71	D
Common Stock	06/01/2026		F		268⁽²⁾	D	$250	16,253.71	D
Common Stock	06/01/2026		F		247⁽³⁾	D	$250	16,006.71	D
Common Stock	06/01/2026		A		717⁽⁴⁾	A	$0	16,723.71	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Represents shares withheld by the Issuer for payment of the tax liability incurred upon the vesting of previously awarded restricted stock units as reported on Form 4 dated 6/5/23.

2. Represents shares withheld by the Issuer for payment of the tax liability incurred upon the vesting of previously awarded restricted stock units as reported on Form 4 dated 6/4/24.

3. Represents shares withheld by the Issuer for payment of the tax liability incurred upon the vesting of previously awarded restricted stock units as reported on Form 4 dated 6/3/25.

4. The shares of common stock reported are issuable to the reporting person upon vesting of restricted stock units that represent the right to receive one share of common stock. The restricted stock units vest in three annual installments commencing on June 1, 2027, subject to acceleration upon the date of termination of the reporting person's employment with the company by reason of death, disability or retirement, or upon a change in control of the company. The company will issue the shares of common stock represented by the units to the reporting person or, if applicable, his or her estate, as soon as administratively practicable after the units become vested.

	/s/Caitlin A. Kelly, attorney-in-fact for Mr. Keller	06/03/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did Michael D. Keller report for Nucor (NUE)?

Michael D. Keller reported receiving 717 shares of Nucor common stock as a stock award on June 1, 2026. He also reported three separate tax-withholding dispositions totaling 827 shares, used to satisfy tax liabilities from earlier restricted stock unit vestings.

How do Michael D. Keller’s restricted stock units in Nucor (NUE) vest?

The restricted stock units underlying the 717-share award vest in three annual installments starting June 1, 2027. Vesting can accelerate if Keller’s employment ends due to death, disability, or retirement, or if a change in control of Nucor occurs, according to the footnote description.

What happens when Nucor (NUE) restricted stock units held by Keller vest?

When the restricted stock units vest, Nucor will issue one share of common stock for each unit. The shares are delivered to Michael D. Keller, or his estate if applicable, as soon as administratively practicable after vesting, consistent with the plan terms described in the filing footnotes.

Why did Nucor (NUE) withhold 827 shares from Michael D. Keller?

Nucor withheld 827 shares to pay federal and state tax liabilities arising from the vesting of previously awarded restricted stock units. The footnotes link these withholdings to RSU vestings reported on Forms 4 dated June 5, 2023, June 4, 2024, and June 3, 2025.