[Form 4] Steel Dynamics Inc Insider Trading Activity

Rhea-AI Filing Summary

Steel Dynamics director Jennifer L. Hamann received 146 deferred stock units (DSUs) as director retainer, recorded as Common Stock on 08/14/2025. The DSUs are treated as directly owned shares because they will be settled solely in common stock when paid, and the filing reports 4,227 shares beneficially owned by the reporting person following the issuance. The DSUs were issued under the companys 2023 Equity Incentive Plan and are exempt from short-swing profit rules under Rule 16b-3. This appears to be a routine director compensation credit rather than a cash purchase or sale.

Insights

Financial Analyst

TL;DR: Routine director compensation credited as DSUs increases direct ownership modestly; no cash flow or active trading signal.

The report shows 146 DSUs issued as part of director retainer compensation, recorded as 146 shares for reporting purposes and raising total beneficial ownership to 4,227 shares. Because the DSUs are payable solely in common stock and exempt under Rule 16b-3, this transaction is a non-managerial, non-trading equity grant. The magnitude is small relative to typical public-company floats and does not indicate a material change in insider position or liquidity.

Corporate Governance Expert

TL;DR: Governance practice: using DSUs for director pay aligns long-term incentives and follows standard exemption treatment.

Issuing deferred stock units to a director under the 2023 Equity Incentive Plan is a common governance mechanism to align director interests with shareholders without immediate cash transfer. Reporting the DSUs as directly owned shares is consistent with precedent when settlement is solely in stock. There is no indication of unusual vesting, accelerated settlement, or related-party arrangements disclosed in this filing.

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

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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^*

Hamann Jennifer L

(Last) (First) (Middle)

555 RIVERFRONT PLZ #803

(Street)

OMAHA NE 68102

(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
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
08/14/2025

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	08/14/2025		A		146(1)	A	$0	4,227	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. Issued as deferred stock units (DSUs) in connection with reporting person's retainer, as a director, under the Company's 2023 Equity Incentive Plan and exempt from Section 16(b) by virtue of Rule 16b-3(d)(1) and (3). These DSUs are reportable, however, as directly owned shares of common stock, rather than as derivative security in Table II, because any and all underlying DSUs are payable, at such time as they are to be settled, solely in common stock. (See Lincoln National Corp. (March 20, 1992) (Q.3)

	/s/ Theresa E. Wagler by Power of Attorney	08/15/2025
	** 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 transaction did STLD director Jennifer Hamann report on Form 4?

The report shows 146 deferred stock units (DSUs) credited as director retainer compensation, recorded as common stock.

How many shares does Jennifer Hamann beneficially own after the transaction?

The filing reports 4,227 shares beneficially owned following the DSU issuance.

Why are the DSUs reported as common stock rather than derivative securities?

The DSUs are payable solely in common stock when settled, so they are reported as directly owned shares per precedent.

Are these DSUs subject to short-swing profit rules under Section 16(b)?

The filing states the DSUs are exempt under Rule 16b-3, which covers certain compensation-related transactions for directors.

Does the Form 4 indicate a purchase or sale of shares by the director?

No. The Form 4 records an award/issuance (A) of DSUs as compensation, not a cash purchase or sale.