SunCoke Energy adds veteran steel executive to board
Rhea-AI Filing Summary
SunCoke Energy, Inc. (SXC) reported that its Board of Directors appointed Wendell L. Carter, a 66-year-old veteran iron and steel industry executive, to the Board effective September 15, 2026, and named him to the Compensation Committee and Governance Committee. He will serve in the class of directors standing for election at the Annual Meeting of Stockholders in May 2027 and will receive the standard, prorated compensation for non-employee directors. Carter brings more than four decades of metallurgical engineering and operational leadership experience, including senior roles at Cleveland-Cliffs Inc. and ArcelorMittal USA, where he oversaw large steelmaking facilities, research organizations, and a $1.0 billion engineering budget.
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Filing Explained
The filing also states that SunCoke Energy will indemnify Carter under its charter, bylaws, and standard director agreement for certain liabilities arising from his service, to the fullest extent permitted by Delaware law.
8-K Event Classification
2 items: 5.02, 9.01
2 items
Item 5.02
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers
Governance
Key personnel changes including departures, elections, or appointments of directors and executive officers.
Item 9.01
Financial Statements and Exhibits
Exhibits
Financial statements, pro forma financial information, or exhibit attachments filed with this report.
Key Figures
Director age: 66 years
Engineering budget oversight: $1.0 billion
Research engineers led: 120 research engineers
+5 more
8 metrics
Director age
66 years
Age of Wendell L. Carter at the time of his appointment to the Board
Engineering budget oversight
$1.0 billion
Approximate annual engineering and capital expenditure budget Carter managed as Executive Vice President, Technology at Cleveland-Cliffs
Research engineers led
120 research engineers
Number of research engineers Carter oversaw in Middletown, Ohio and Novi, Michigan
Steelmaking facility capacity
7.5 million tons
Capacity of the steelmaking facility Carter managed at ArcelorMittal USA
Employees managed
4,900 employees
Number of employees under Carter’s responsibility at ArcelorMittal USA
Logistics terminal capacity
40 million tons per year
Collective capacity of SunCoke logistics terminals to mix and transload material annually
Cokemaking experience
More than 60 years
Duration of SunCoke’s cokemaking experience used to operate its facilities
Director election timing
May 2027
Annual Meeting of Stockholders at which Carter’s Board class stands for election
Key Terms
take-or-pay contracts, heat-recovery technology, forward-looking statements, Annual Meeting of Stockholders, +1 more
5 terms
take-or-pay contracts financial
"with the majority of sales under long-term, take-or-pay contracts"
A take-or-pay contract is an agreement where a buyer promises to either take a set minimum of goods or services from a seller or still pay an agreed fee even if they don’t take delivery. Think of it like reserving a theater box: you pay whether you use all the seats or not. For investors, these contracts create predictable revenue for sellers but also signal potential liability if buyers stop needing the product, affecting cash flow and credit risk.
heat-recovery technology technical
"utilizes an innovative heat-recovery technology that captures excess heat"
Heat-recovery technology captures waste heat from industrial processes, buildings, or equipment and reuses it for heating, hot water, or power instead of letting it escape. Like recycling warmth from a stove to heat a room, it lowers energy bills, reduces fuel use and emissions, and can improve profit margins and regulatory standing — factors investors watch when assessing cost structure, sustainability, and long-term competitiveness.
forward-looking statements regulatory
"This press release and related conference call contain “forward-looking statements”"
Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.
Annual Meeting of Stockholders regulatory
"standing for election at the Company’s Annual Meeting of Stockholders in May 2027"
indemnification agreement regulatory
"will enter into the Company’s standard form of indemnification agreement for directors"
An indemnification agreement is a contract in which one party promises to cover losses, costs, or legal claims that another party might face, acting like a tailored safety net or private insurance policy. For investors, it matters because such agreements shift potential financial risk away from a company or its officers and onto the indemnifier, which can affect a company’s future liabilities, cash flow and how risky the investment appears during deal-making or litigation.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What board change did SunCoke Energy (SXC) announce on September 15, 2026?
SunCoke Energy announced that Wendell L. Carter was appointed to its Board of Directors, effective September 15, 2026, and will serve on the Compensation Committee and Governance Committee as a non-employee director.
When will Wendell L. Carter stand for election to the SunCoke (SXC) Board?
Wendell L. Carter will serve in the class of directors standing for election at SunCoke’s Annual Meeting of Stockholders in May 2027, following his appointment to the Board in September 2026.
How will Wendell L. Carter be compensated as a SunCoke (SXC) director?
Wendell L. Carter will participate in SunCoke’s standard compensation program for non-employee directors as described in the 2026 proxy statement, with his compensation prorated from the date he began service on the Board.
What relevant industry experience does Wendell L. Carter bring to SunCoke (SXC)?
Wendell L. Carter has more than four decades of iron and steel industry experience, including roles as Executive Vice President, Technology and Executive Vice President, West Operations at Cleveland-Cliffs, and leadership of a 7.5-million-ton steelmaking facility and 4,900 employees at ArcelorMittal USA.
How does SunCoke (SXC) describe its core business in this filing?
SunCoke Energy supplies high-quality coke used in blast furnace steel and foundry iron production, with most sales under long-term, take-or-pay contracts, and operates cokemaking and logistics facilities in Illinois, Indiana, Ohio, Virginia, and Brazil plus terminals that can handle over 40 million tons annually.
AI-generated analysis. How Rhea-AI works. Not financial advice.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
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CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (date of earliest event reported)
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(Exact name of registrant as specified in its charter)
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(State of Incorporation) | (Commission File Number) | (IRS Employer Identification Number) | ||||||
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(Registrant's telephone number, including area code) | |||||
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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 | ||||||
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 5.02 - Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(d) On September 15, 2026, the Board of Directors (the “Board”) of SunCoke Energy, Inc. (the “Company”) appointed Mr. Wendell L. Carter to be a member of the Board and its Compensation Committee and Governance Committee.
Mr. Carter will participate in the standard compensation program for the Company’s non-employee directors, described on pages 19 and 20 of the Company’s definitive Proxy Statement for its 2026 Annual Meeting of Stockholders (filed with the Securities and Exchange Commission on April 1, 2026). His compensation will be prorated to reflect the commencement date of his service on the Board.
Mr. Carter does not have any family relationship with any of the Company’s directors or executive officers or any person nominated or chosen by the Company to be a director or an executive officer. Mr. Carter does not have any direct or indirect material interest in any transaction or proposed transaction that would be required to be reported under Item 404(a) of Regulation S-K or Item 5.02(d) of Form 8-K. There is no arrangement or understanding between Mr. Carter and any other person pursuant to which Mr. Carter was selected as a director.
Mr. Carter, 66, is a veteran iron and steel industry executive and metallurgical engineer with more than four decades of operational, engineering and technology leadership experience. He concluded his career at Cleveland-Cliffs Inc. (NYSE: CLF), serving from 2022 to 2025 as Executive Vice President, Technology. In that role, he led research facilities in Middletown, Ohio, and Novi, Michigan, overseeing 120 research engineers engaged in product and process development for the automotive, consumer, stainless, electrical and plate markets. He also was responsible for corporate engineering, quality operations and production planning, including a $1.0 billion engineering budget. From 2021 to 2022, Mr. Carter served as Executive Vice President, West Operations of Cleveland-Cliffs Inc., where he led operations across Indiana, Illinois, Michigan, Northern Ohio and West Virginia. He previously served as Senior Vice President, Carbon Light Flat Roll and as Vice President and General Manager of ArcelorMittal USA LLC, with responsibility for a 7.5-million-ton steelmaking facility, three supporting plants and approximately 4,900 employees. Earlier in his career, he held engineering, technical and operational leadership positions at ArcelorMittal and Inland Steel Company, including Director of Quality and Director of Facility Optimization. Mr. Carter holds a B.S. in Metallurgical Engineering and an M.B.A. He authored 13 technical papers concerning iron blast furnace construction and practice and received the Association for Iron & Steel Technology’s J.E. Johnson Jr. Award in 1997. His experience provides the Board with significant expertise in steelmaking technology, engineering, product and process development, manufacturing operations, quality management, capital planning and facility optimization.
Mr. Carter will be indemnified by the Company pursuant to the Company’s Amended and Restated Certificate of Incorporation and the Company’s Amended and Restated By-laws for actions as a director of the Company. In addition, Mr. Carter will enter into the Company’s standard form of indemnification agreement for directors, requiring the Company to indemnify him against certain liabilities that may arise by reason of his service to the Company or, at the Company’s request, another enterprise, to the fullest extent permitted by Delaware law. The foregoing description of this indemnification is qualified in its entirety by the form of Indemnification Agreement, filed as Exhibit 10.16 to the Company’s Quarterly Report on Form 10-Q for the period ended September 30, 2011, filed on November 2, 2011.
Item 9.01 - Financial Statements and Exhibits.
(d): The following exhibits are being filed herewith:
Exhibit No. | Description | |||||||
99.1 | SunCoke Energy, Inc. press release dated September 16, 2026. (September 16, 2026) | |||||||
104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |||||||
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized on this 16th day of September, 2026.
SUNCOKE ENERGY, INC. | |||||
By: | /s/ John J. DiRocco, Jr. | ||||
Name: | John J. DiRocco, Jr. | ||||
Title: | Vice President, Deputy General Counsel and Corporate Secretary | ||||
WL Carter_PressRel_2026_0916a_v02.docx Page 1 of 3 Exhibit 99.1 SUNCOKE ENERGY, INC. ANNOUNCES ADDITION OF WENDELL L. CARTER TO THE BOARD OF DIRECTORS Lisle, Ill. (September 16, 2026) – SunCoke Energy, Inc. (NYSE: SXC) today announced that Mr. Wendell L. Carter has been appointed to the Company’s Board of Directors effective immediately. Carter will be a member of the Compensation Committee and the Governance Committee of the board, and will serve in the class of directors standing for election at the Company’s Annual Meeting of Stockholders in May 2027. Arthur F. Anton, the Company’s Chairman, stated, “On behalf of the Board, I am delighted to welcome Wendell Carter to SunCoke. Wendell’s distinguished career in the iron and steel industry, and his extensive operational and technical experience will add valuable perspective to our Board. We look forward to working with him and benefiting from his insights.” “Wendell has a strong record of applying engineering and technology to improve manufacturing performance,” commented Katherine T. Gates, the Company’s President and Chief Executive Officer. “His metallurgical engineering background, leadership in product and process innovation, and deep experience optimizing large-scale steelmaking operations aligns closely with SunCoke’s focus on operational excellence.” Mr. Carter began his career at Inland Steel in 1983 in technical and supervisory ironmaking roles and advanced through leadership positions in operations, engineering, strategy, product development, and quality. Most recently, as Executive Vice President, Technology, of Cleveland- Cliffs Inc. (NYSE: CLF), he led research facilities in Middletown, Ohio, and Novi, Michigan, overseeing 120 research engineers developing products and processes for automotive, consumer, stainless, electrical, and plate markets. He also managed corporate engineering, quality, and production planning, including an approximately $1.0 billion annual engineering and capital expenditure budget. From 2021 to 2022, he was Executive Vice President, West Operations, at Cleveland-Cliffs, leading operations across Indiana, Illinois, Michigan, Northern Ohio, and West Virginia. Prior to that, from 2010 to 2021, he was Senior Vice President, Carbon Light Flat Roll at Cleveland-Cliffs. From 2011 to 2020, he concurrently served as Vice President & General Manager, ArcelorMittal USA LLC, with responsibility for a 7.5-million-ton steelmaking facility, three supporting plants, and 4,900 employees. He holds a B.S. in Metallurgical Engineering and an M.B.A. and has authored 13 technical papers on iron blast furnace construction and practice. He is a Distinguished Member and Fellow, and a past president, of the Association for Iron & Steel Technology, and an Honorary Member of the American Institute of Mining, Metallurgical, and Petroleum Engineers. “I am very happy to be joining SunCoke at this exciting stage of the Company’s development,” said Mr. Carter. “I look forward to working with Katherine and the rest of the Board to help create value-enhancing opportunities for our shareholders.”
WL Carter_PressRel_2026_0916a_v02.docx Page 2 of 3 ABOUT SUNCOKE ENERGY, INC. SunCoke Energy, Inc. (NYSE: SXC) supplies high-quality coke to domestic and international customers. Our coke is used in the blast furnace production of steel as well as the foundry production of casted iron, with the majority of sales under long-term, take-or-pay contracts. We also export coke to overseas customers seeking high-quality product for their blast furnaces. Our process utilizes an innovative heat-recovery technology that captures excess heat for steam or electrical power generation and draws upon more than 60 years of cokemaking experience to operate our facilities in Illinois, Indiana, Ohio, Virginia, and Brazil. Our industrial services business provides export and domestic material handling services to coke, coal, steel, power, and other bulk customers, as well as mission-critical services to leading steel producers globally. The logistics terminals have the collective capacity to mix and transload more than 40 million tons of material each year and are strategically located to reach Gulf Coast, East Coast, Great Lakes, and international ports. Additional industrial services include the removal, handling, and processing of molten slag at customer sites, as well as preparation and transportation of metal scraps, raw materials, and finished products. To learn more about SunCoke Energy, Inc., visit our website at www.suncoke.com. FORWARD-LOOKING STATEMENTS This press release and related conference call contain “forward-looking statements” (as defined in Section 27A of the Securities Act of 1933, as amended and Section 21E of the Securities Exchange Act of 1934, as amended). Forward-looking statements often may be identified by the use of such words as "believe," "expect," "plan," "project," "intend," "anticipate," "estimate," "predict," "potential," "continue," "may," "will," "should," or the negative of these terms, or similar expressions. However, the absence of these words or similar expressions does not mean that a statement is not forward-looking. Any statements made in this press release or during the related conference call that are not statements of historical fact, including those concerning possible or assumed future results of operations, our 2026 guidance and outlook, our expectation to continue a quarterly dividend, descriptions of our business plans and strategies, and other statements about our beliefs and expectations, are forward-looking statements and should be evaluated as such. Forward-looking statements represent only our present beliefs regarding future events, many of which are inherently uncertain and involve significant known and unknown risks and uncertainties (many of which are beyond the control of SunCoke) that could cause our actual results and financial condition to differ materially from the anticipated results and financial condition indicated in such forward-looking statements. These risks and uncertainties include, but are not limited to, the risks and uncertainties described in Item 1A (“Risk Factors”) of our Annual Report on Form 10-K for the most recently completed fiscal year, as well as those described from time to time in our other reports and filings with the Securities and Exchange Commission (SEC). In accordance with the safe harbor provisions of the Private Securities Litigation Reform Act of 1995, SunCoke has included in its filings with the SEC cautionary language identifying important factors (but not necessarily all the important factors) that could cause actual results to differ materially from those expressed in any forward-looking statement made by SunCoke. For information concerning these factors and other important information regarding the matters discussed in this press release and related conference call, see SunCoke's SEC filings, copies of which are available free of charge on SunCoke's website at www.suncoke.com or on the SEC's website at www.sec.gov. All forward-looking statements included in this press release and related
WL Carter_PressRel_2026_0916a_v02.docx Page 3 of 3 conference call are expressly qualified in their entirety by such cautionary statements. Unpredictable or unknown factors not discussed in this press release and related conference call also could have material adverse effects on forward-looking statements. Forward-looking statements are not guarantees of future performance, but are based upon the current knowledge, beliefs and expectations of SunCoke management, and upon assumptions by SunCoke concerning future conditions, any or all of which ultimately may prove to be inaccurate. You should not place undue reliance on these forward-looking statements, which speak only as of the date of this press release. SunCoke does not intend, and expressly disclaims any obligation, to update or alter its forward-looking statements (or associated cautionary language), whether as a result of new information, future events, or otherwise, after the date of this press release except as required by applicable law. Contacts Investor/Media Inquiries: Sharon Doyle Manager, Investor Relations (630) 824-1907