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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)
September 17, 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)
Registrants 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 7.01. Regulation FD Disclosure.
On September 17, 2026, Steel Dynamics, Inc.
issued a press release titled “Steel Dynamics Provides Third Quarter 2026 Earnings Guidance.” A copy of that press release
is attached hereto as Exhibit 99.1.
The information contained in Exhibit 99.1 is furnished under this
Item 7.01 and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended,
or incorporated by reference in any filing thereunder or under the Securities Act of 1933, as amended, except as may be expressly set
forth by specific reference in any such filing.
Item 9.01. Financial Statements and Exhibits
The following exhibit is furnished
with this report:
| Exhibit Number |
| Description |
| 99.1 |
| A press release dated September 17, 2026, titled “Steel Dynamics Provides Third Quarter 2026 Earnings Guidance.” |
| |
| |
| 104 |
| Cover 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.
| |
|
/s/ Theresa E. Wagler |
| Date: September 18, 2026 |
By: |
Theresa E. Wagler |
| |
Title: |
Executive Vice President and Chief
Financial Officer |
Exhibit 99.1
|
Press Release
September 17, 2026 |
 |
7575 W. Jefferson Blvd.
Fort Wayne, IN 46804
Steel Dynamics Provides Third Quarter 2026 Earnings
Guidance
FORT WAYNE, INDIANA, September 17, 2026 / PRNewswire / Steel
Dynamics, Inc. (NASDAQ/GS: STLD) today provided third quarter 2026 earnings guidance in the range of $5.34 to $5.38 per diluted share.
Comparatively, the company’s sequential second quarter 2026 earnings were $3.69 per diluted share, and prior year third quarter
earnings were $2.74 per diluted share.
Third quarter 2026 profitability from the company’s steel operations
is expected to be significantly higher than sequential second quarter results, driven by metal margin expansion across the platform and
record shipments. The company expects average realized steel selling values to increase in combination with lower scrap costs. Steel customer
order activity remains strong, supported by solid underlying demand and persistently low customer inventories, which continue to support
favorable pricing conditions. Steel demand across key end markets remains solid, led by non-residential construction, energy, automotive,
and industrial sectors.
Third quarter 2026 earnings from the company’s metals recycling
operations are expected to be lower than sequential second quarter results, due to lower metal spreads and modestly lower shipments.
The company expects third quarter 2026 earnings from its steel fabrication
operations to improve modestly from sequential second quarter results, supported by stronger shipments, which more than offset metal spread
compression as higher pricing was offset by increased steel input material costs. Customer order activity remains strong, building on
the momentum that began in late 2025, with the current backlog nearly 50 percent higher than prior-year third quarter levels and extending
through the first quarter of 2027. Demand remains healthy across commercial construction, data center and warehouse development, manufacturing,
and healthcare markets. Looking forward into 2027, the company anticipates further steel fabrication volume growth supported by continued
domestic manufacturing investment, U.S. infrastructure spending and stimulus programs, and ongoing onshoring activity.
Third quarter 2026 earnings from the company’s aluminum operations
are expected to improve meaningfully compared to sequential second quarter results, driven by increased shipments. The aluminum team continues
to make strong progress on the commissioning and startup of the company’s aluminum flat rolled products mill in Columbus, Mississippi.
All three cold mills are now operational, and the first of two Continuous Annealing and Solution Heat (CASH) lines is operating and is
expected to ship commercial material in the fourth quarter. The second CASH line is expected to begin producing material for customer
qualification before the end of the year.
The company has repurchased $261 million, or just under one percent,
of its common stock so far during the third quarter of 2026.
The company currently plans to release its third quarter 2026 earnings
after the market closes on October 19, 2026, and will hold a conference call the next day at 11:00 a.m. Eastern Daylight Time
to discuss the company's performance.
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 also has 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.
Forward-Looking Statements
This press release contains some predictive statements about future
events, including statements related to conditions in domestic or global economies, conditions in steel, aluminum, and recycled metals
marketplaces, Steel Dynamics' revenues, costs of purchased materials, future profitability and earnings, and the operation of new, existing
or planned facilities. These statements, which we generally precede or accompany by such typical conditional words as “anticipate”,
“intend”, “believe”, “estimate”, “plan”, “seek”, “project”, or
“expect”, or by the words “may”, “will”, or “should”, are intended to be made as “forward-looking”,
subject to many risks and uncertainties, within the safe harbor protections of the Private Securities Litigation Reform Act of 1995. These
statements speak only as of this date and are based upon information and assumptions, which we consider reasonable as of this date, concerning
our businesses and the environments in which they operate. Such predictive statements are not guarantees of future performance, and we
undertake no duty to update or revise any such statements. Some factors that could cause such forward-looking statements to turn out differently
than anticipated include: (1) domestic and global economic factors; (2) global steelmaking overcapacity and imports of steel,
together with increased scrap prices; (3) the cyclical nature of the metals industries and the industries we serve; (4) volatility
and major fluctuations in prices and availability of scrap metal, scrap substitutes and supplies, and our potential inability to pass
higher costs on to our customers; (5) cost and availability of electricity, natural gas, oil, and other energy resources are subject
to volatile market conditions; (6) increased environmental, greenhouse gas emissions and sustainability considerations from our customers
and investors or related regulations; (7) compliance with and changes in environmental and remediation requirements; (8) significant
price and other forms of competition from other steel and aluminum producers, scrap processors and alternative materials; (9) availability
of an adequate source of supply of scrap for our metals recycling operations; (10) cybersecurity threats and risks to the security
of our sensitive data and information technology; (11) the implementation of our growth strategy; (12) our ability to retain, develop
and attract key personnel; (13) litigation and legal compliance; (14) unexpected equipment downtime or shutdowns; (15) difficulties in
the launch or production ramp-up of new products; (16) our aluminum operations depend on a core group of significant customers; (17) governmental
agencies may refuse to grant or renew some of our licenses and permits; (18) our existing debt agreements contain, and any future financing
agreements may contain, restrictive covenants that may limit our flexibility; and (19) the impacts of impairment charges.
More specifically, we refer you to our more detailed explanation of
these and other factors and risks that may cause such predictive statements to turn out differently, as set forth in our most recent Annual
Report on Form 10-K under the headings Special Note Regarding Forward-Looking Statements and Risk Factors, in our Quarterly Reports
on Form 10-Q, or in other reports which we file with the Securities and Exchange Commission. These reports are available publicly
on the Securities and Exchange Commission website, www.sec.gov, and on our website, www.steeldynamics.com under “Investors –
SEC Filings.”
Contact:
Investor Relations — +1.260.969.3500