STOCK TITAN

STLD EVP & CFO reports RSU grant and tax-share disposition

Filing Impact
(Neutral)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Steel Dynamics, Inc. (STLD) reported an insider equity transaction by its Executive Vice President & CFO, Theresa E. Wagler. On 11/21/2025, she received 455 restricted stock units of common stock for no cash consideration under the company’s equity incentive plan, subject to a two-year vesting period. On the same date, 273 shares of common stock were surrendered to the issuer at $153.11 per share to cover taxes due on the vesting of previously granted restricted stock units. After these transactions, she beneficially owned 482,355 shares of Steel Dynamics common stock directly.

Positive

  • None.

Negative

  • None.
Insider Wagler Theresa E
Role Executive Vice President & CFO
Type Security Shares Price Value
Grant/Award Common Stock 455 $0.00 --
Tax Withholding Common Stock 273 $153.11 $42K
Holdings After Transaction: Common Stock — 482,628 shares (Direct)
Footnotes (1)
  1. Represents grant of restricted stock units equal to the same number of underlying shares, received as an award under the Issuer's equity incentive plan, for no consideration, and exempt from Section 16(b) by virtue of Rule 16b-3(d)(1) and (3). The restricted stock units are subject to a two year vesting requirement, following which settlement is to be made solely in the same number of shares of the Issuer's common stock shown in Column 4. Represents disposition to issuer to cover taxes payable upon vesting of previously issued and reported restricted stock units, exempt pursuant to Rule 16b-3.
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*
Wagler Theresa E

(Last) (First) (Middle)
7575 W. JEFFERSON BLVD.

(Street)
FORT WAYNE IN 46804

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
STEEL DYNAMICS INC [ STLD ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Executive Vice President & CFO
3. Date of Earliest Transaction (Month/Day/Year)
11/21/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
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)
Code V Amount (A) or (D) Price
Common Stock 11/21/2025 A 455(1) A $0 482,628 D
Common Stock 11/21/2025 F 273(2) D $153.11 482,355 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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. Represents grant of restricted stock units equal to the same number of underlying shares, received as an award under the Issuer's equity incentive plan, for no consideration, and exempt from Section 16(b) by virtue of Rule 16b-3(d)(1) and (3). The restricted stock units are subject to a two year vesting requirement, following which settlement is to be made solely in the same number of shares of the Issuer's common stock shown in Column 4.
2. Represents disposition to issuer to cover taxes payable upon vesting of previously issued and reported restricted stock units, exempt pursuant to Rule 16b-3.
/s/ Theresa E. Wagler 11/25/2025
** 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.

FAQ

What insider transaction did STLD disclose for its CFO?

Steel Dynamics disclosed that its Executive Vice President & CFO, Theresa E. Wagler, reported a grant of 455 restricted stock units and a related tax-share disposition.

How many Steel Dynamics (STLD) restricted stock units were granted?

The filing reports a grant of 455 restricted stock units of Steel Dynamics common stock under the company’s equity incentive plan.

What was the purpose of the 273 STLD shares disposed of by the CFO?

The 273 shares of Steel Dynamics common stock were disposed of to the issuer to cover taxes payable upon the vesting of previously issued restricted stock units.

At what price were the 273 Steel Dynamics shares valued for tax withholding?

The 273 shares used to cover taxes were valued at $153.11 per share, as shown in the transaction details.

How many Steel Dynamics (STLD) shares does the CFO own after these transactions?

Following the reported transactions, the CFO beneficially owned 482,355 shares of Steel Dynamics common stock directly.

Are the newly granted STLD restricted stock units immediately vested?

No. The 455 restricted stock units are subject to a two-year vesting requirement before being settled in an equal number of Steel Dynamics common shares.