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Steel Dynamics (NASDAQ: STLD) details 2026 shareholder votes and Q2 dividend

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(High)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Steel Dynamics, Inc. reported results from its Annual Meeting of Shareholders and announced a second quarter 2026 cash dividend. Shareholders elected all seven director nominees, ratified Ernst & Young LLP as auditor for 2026, and approved 2025 named executive officer compensation in an advisory vote.

A shareholder proposal titled “Avoid Political Spending Brand Damage” was not approved. The meeting had a strong quorum, with 130,419,078 of 144,722,225 shares represented, or 90.12% of shares outstanding as of the March 16, 2026 record date. The board declared a cash dividend of $0.53 per common share, payable to shareholders of record on June 30, 2026, with payment on or about July 10, 2026.

Positive

  • None.

Negative

  • None.
Item 5.07 Submission of Matters to a Vote of Security Holders Governance
Results of a shareholder vote on proposals at an annual or special meeting.
Item 8.01 Other Events Other
Voluntary disclosure of events the company deems important to shareholders but not covered by other items.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Q2 2026 dividend $0.53 per common share Second quarter 2026 cash dividend declared
Shares outstanding 144,722,225 shares Common stock issued and outstanding as of March 16, 2026
Shares represented 130,419,078 shares Shares present in person or by proxy at annual meeting
Quorum percentage 90.12% Portion of total shares outstanding and entitled to vote at meeting
Political spending proposal votes for 47,896,886 votes Votes for shareholder proposal “Avoid Political Spending Brand Damage”
Political spending proposal votes against 73,898,052 votes Votes against shareholder proposal “Avoid Political Spending Brand Damage”
Dividend record date June 30, 2026 Shareholders of record on this date receive Q2 2026 dividend
Dividend payment date On or about July 10, 2026 Expected payment date for Q2 2026 cash dividend
Annual Meeting of Shareholders financial
"Steel Dynamics, Inc. held its Annual Meeting of Shareholders on May 6, 2026."
A yearly gathering where a company’s owners (shareholders) vote on key items like electing the board, approving executive pay, and ratifying auditors, and receive updates on performance and strategy. Think of it as an annual town hall for owners: it matters to investors because outcomes and disclosures can affect leadership, corporate direction, dividend and governance policies, and therefore the company’s risk and potential return.
quorum financial
"130,419,078 shares were present, in person or by proxy, thus constituting a quorum of 90.12% of the total shares outstanding"
A quorum is the minimum number of members needed to officially hold a meeting or make decisions. It ensures that decisions are made with enough participation to represent the group’s interests, much like a majority must be present for a vote to be valid. For investors, understanding quorum is important because it affects when and how important company or organization decisions can be legally made.
independent registered public accounting firm financial
"ratified the appointment of Ernst & Young LLP independent registered public accounting firm as the Company’s auditors"
An independent registered public accounting firm is an outside accounting company officially registered with the government regulator to examine and report on a public company's financial records and controls. Investors treat its reports like an impartial inspector’s certificate — they add credibility to financial statements, help spot errors or misleading claims, and reduce the risk that shareholders are relying on unchecked or biased numbers.
advisory vote financial
"approved, by an advisory vote, named executive officer compensation for 2025"
An advisory vote is a shareholder poll that expresses investors’ approval or concern about a company’s policy, executive pay, board decisions or other governance matters but does not legally force the company to act. Think of it like a customer survey: it signals investor sentiment and can pressure management to change course, so investors watch the result as a guide to future governance, risk and potential shifts in strategy.
broker non-votes financial
"Votes For | Votes Against | Abstentions | Broker Non-Votes"
Broker non-votes occur when a brokerage firm is unable to vote on a shareholder’s behalf during a company election or decision because the shareholder has not given specific voting instructions, and the broker is not allowed or chooses not to vote on certain matters. They are important because they can affect the outcome of votes, especially when the results are close, by effectively reducing the total number of votes cast.
cash dividend financial
"declared a second quarter cash dividend of $0.53 per common share"
A cash dividend is a payment made by a company to its shareholders directly in money, usually on a regular schedule. It is a way for investors to receive a portion of the company's profits, similar to earning interest or a bonus for holding the company's stock. Cash dividends provide income to shareholders and can indicate the company's financial health and stability.
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

 

 

 

FORM 8-K

 

CURRENT REPORT

 

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

Date of Report (date of earliest event reported) May 6, 2026

 

STEEL DYNAMICS, INC.

(Exact name of registrant as specified in its charter)

 

Indiana   0-21719   35-1929476
(State or other jurisdiction
of incorporation)
  (Commission File Number)   (IRS Employer
Identification No.)

 

7575 West Jefferson Blvd, Fort Wayne, Indiana 46804

(Address of principal executive offices) (Zip Code)

 

Registrant’s telephone number, including area code: 260-969-3500

 

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 Name of each exchange on which registered
Common Stock voting, $0.0025 par value STLD NASDAQ Global Select Market

 

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. ¨

 

 

 

 

 

 

Item 5.07 Submission of Matters to a Vote of Security Holders.

 

Steel Dynamics, Inc. (the “Company”) held its Annual Meeting of Shareholders on May 6, 2026. Of the 144,722,225 shares of common stock issued and outstanding as of the record date on March 16, 2026, 130,419,078 shares were present, in person or by proxy, thus constituting a quorum of 90.12% of the total shares outstanding and entitled to vote.

 

At the meeting, shareholders elected all seven of the directors nominated by the Board of Directors, to serve for a term of one year and until their successors are duly elected and qualified; ratified the appointment of Ernst & Young LLP independent registered public accounting firm as the Company’s auditors for the year ending December 31, 2026; approved, by an advisory vote, named executive officer compensation for 2025; and did not approve the shareholder proposal titled “Avoid Political Spending Brand Damage.”

 

Set forth below are the final share voting results for each of the proposals.

 

(1)Election of seven (7) director nominees for a one-year term and until their successors are duly elected and qualified.

 

Director  Votes For  Votes Against  Abstentions  Broker Non-Votes
Mark D. Millett  116,027,736  5,978,063  161,954  8,251,325
Sheree L. Bargabos  116,771,490  355,036  5,041,227  8,251,325
Kenneth W. Cornew  115,794,933  6,208,223  164,597  8,251,325
Traci M. Dolan  118,508,096  3,497,857  161,800  8,251,325
Jennifer L. Hamann  120,988,788  936,891  242,074  8,251,325
Bradley S. Seaman  111,695,629  9,405,652  1,066,472  8,251,325
Luis M. Sierra  114,999,638  2,105,844  5,062,271  8,251,325

 

(2)Proposal to ratify the appointment of Ernst & Young LLP independent registered public accounting firm as the Company’s auditors for the year ending December 31, 2026.

 

Votes For  Votes Against  Abstentions  Broker Non-Votes
120,147,443  10,078,447  193,188  -

 

(3)Proposal to approve, by an advisory vote, named executive officer compensation for 2025.

 

Votes For  Votes Against  Abstentions  Broker Non-Votes
114,604,654  7,138,942  424,157  8,251,325

 

(4)Shareholder proposal titled “Avoid Political Spending Brand Damage.”

 

Votes For  Votes Against  Abstentions  Broker Non-Votes
47,896,886  73,898,052  372,815  8,251,325

 

Item 8.01. Other Events

 

On May 7, 2026, Steel Dynamics, Inc. issued a press release titled “Steel Dynamics Announces Second Quarter 2026 Cash Dividend.” A copy of that press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.

 

 

 

 

Item 9.01. Financial Statements and Exhibits

 

(d)            Exhibits.

 

The following exhibit is filed with this report:

 

 Exhibit NumberDescription
   
99.1A press release dated May 7, 2026, titled “Steel Dynamics Announces Second Quarter 2026 Cash Dividend.”

 

104Cover Page Interactive Data File – the cover page interactive data file does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.

 

 

 

 

SIGNATURE

 

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 hereto duly authorized.

 

  STEEL DYNAMICS, INC.
   
    /s/ Theresa E. Wagler
Date: May 8, 2026 By: Theresa E. Wagler 
  Title: Executive Vice President and  Chief Financial Officer

 

 

 

Exhibit 99.1

 

Press Release
May 7, 2026


7575 W. Jefferson Blvd.
Fort Wayne, IN  46804

   

 

Steel Dynamics Announces Second Quarter 2026 Cash Dividend

 

FORT WAYNE, INDIANA, May 7, 2026 / PRNewswire / Steel Dynamics, Inc. (NASDAQ/GS: STLD) today announced that the company’s board of directors declared a second quarter cash dividend of $0.53 per common share. The dividend is payable to shareholders of record at the close of business on June 30, 2026 and is payable on or about July 10, 2026.

 

About Steel Dynamics, Inc.

 

Steel Dynamics is a leading industrial metals solutions company, with facilities located throughout the United States, and in Mexico. The company operates using a circular manufacturing model, producing lower-carbon-emission, quality products with recycled scrap as the primary input. Steel Dynamics is one of the largest domestic steel producers and metal recyclers in North America, combined with a meaningful downstream steel fabrication platform. The company has also recently added aluminum operations, further diversifying its product offerings to supply aluminum flat rolled products with higher recycled content to the countercyclical sustainable beverage can industry, in addition to the automotive and industrial sectors. Steel Dynamics is committed to operating with the highest integrity and to being the safest, most efficient producer of high-quality, broadly diversified, value-added metal products.

 

Contact: Investor Relations — +1.260.969.3500

 

 

 

FAQ

What did Steel Dynamics (STLD) shareholders vote on at the 2026 annual meeting?

Shareholders elected seven directors, ratified Ernst & Young LLP as 2026 auditor, approved 2025 named executive officer compensation in an advisory vote, and voted on a shareholder proposal titled “Avoid Political Spending Brand Damage,” which did not receive shareholder approval.

How many Steel Dynamics (STLD) shares were represented at the 2026 annual meeting?

A total of 130,419,078 shares were present in person or by proxy, out of 144,722,225 shares outstanding as of March 16, 2026. This represented 90.12% of shares entitled to vote, meaning a strong quorum was achieved for conducting meeting business.

Was the 2025 executive compensation approved by Steel Dynamics (STLD) shareholders?

Yes, shareholders approved 2025 named executive officer compensation in an advisory say-on-pay vote. This non-binding vote reflects shareholder support for the company’s executive pay practices as disclosed, although it does not directly change compensation arrangements.

What happened to the Steel Dynamics (STLD) proposal on political spending brand damage?

The shareholder proposal titled “Avoid Political Spending Brand Damage” was not approved. Votes against exceeded votes for, so the proposal did not pass. As a result, the company is not required to implement the measures requested by that proposal.

What cash dividend did Steel Dynamics (STLD) declare for second quarter 2026?

The board declared a second quarter 2026 cash dividend of $0.53 per common share. It will be paid on or about July 10, 2026 to shareholders of record at the close of business on June 30, 2026, providing direct cash returns to shareholders.

When are the record date and payment date for the Steel Dynamics (STLD) Q2 2026 dividend?

The dividend record date is June 30, 2026, meaning investors must be shareholders of record then to receive it. The company expects to pay the $0.53 per share cash dividend on or about July 10, 2026, according to the announcement.

Filing Exhibits & Attachments

4 documents