Steel Dynamics (STLD) CEO covers tax bill with share transfers

Rhea-AI Filing Summary

Steel Dynamics Chairman and CEO Mark D. Millett reported several tax-related share dispositions in company common stock. On February 24, he transferred 5,153 shares at $196.01 per share, and on February 23 he transferred 2,928 and 2,934 shares at $193.39 per share. These were dispositions to the issuer to cover taxes due upon vesting of previously granted restricted stock units. After the latest transaction, he directly owns 2,990,904 shares of Steel Dynamics common stock.

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

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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^*

MILLETT MARK D

(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)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chairman & CEO

3. Date of Earliest Transaction (Month/Day/Year)
02/23/2026

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	02/23/2026		F		2,928(1)	D	$193.39	2,998,991	D
Common Stock	02/23/2026		F		2,934(1)	D	$193.39	2,996,057	D
Common Stock	02/24/2026		F		5,153(1)	D	$196.01	2,990,904	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 disposition to issuer to cover taxes payable upon vesting of previously issued and reported restricted stock units, exempt pursuant to Rule 16b-3.

	/s/ Mark D. Millett	02/25/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transactions did Steel Dynamics (STLD) report for its CEO?

Steel Dynamics reported that CEO Mark D. Millett disposed of several thousand common shares to the issuer to cover tax liabilities from vesting restricted stock units. These Form 4 transactions are tax-withholding dispositions, not open-market sales, and leave him with over 2.99 million directly owned shares.

Were the recent Steel Dynamics (STLD) CEO share disposals open-market sales?

No, the reported CEO share disposals were not open-market sales. The Form 4 states they were dispositions to the issuer to pay taxes triggered by vesting restricted stock units, a routine mechanism under Rule 16b-3 rather than discretionary selling into the market.

How many Steel Dynamics (STLD) shares does the CEO hold after these Form 4 transactions?

After the latest reported transaction, CEO Mark D. Millett directly holds 2,990,904 Steel Dynamics common shares. This figure reflects his ownership following the tax-withholding dispositions used to satisfy tax obligations from previously issued restricted stock units that recently vested.

What prices were used in the Steel Dynamics (STLD) CEO tax-withholding share transfers?

The tax-withholding dispositions used prices of $196.01 per share on February 24 and $193.39 per share on February 23. These prices apply to the small blocks of common stock transferred to Steel Dynamics to satisfy income tax obligations upon restricted stock unit vesting.

Why did Steel Dynamics (STLD) file this Form 4 for its CEO?

The Form 4 was filed because CEO Mark D. Millett had reportable changes in beneficial ownership. He transferred small amounts of common stock back to Steel Dynamics to cover tax liabilities from vesting restricted stock units, a transaction type that must be disclosed under insider reporting rules.