SunCoke (NYSE: SXC) CFO vests RSUs and PSUs, withholds stock for taxes

Rhea-AI Filing Summary

SunCoke Energy, Inc. executive Mark W. Marinko reported multiple equity award transactions involving the company’s common stock. On February 23–24, 2026, he acquired shares through exercises or conversions of restricted stock units and performance-based awards at a conversion rate of 1-for-1.

To cover exercise price and minimum statutory tax withholding obligations, portions of the newly delivered shares were automatically withheld and disposed of at prices such as $5.88 and $6.22 per share, rather than through open-market sales. One transaction reflects settlement of a performance share unit award at the end of its three-year vesting period.

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^*

Marinko Mark W.

(Last) (First) (Middle)

1011 WARRENVILLE ROAD

STE 600

(Street)

LISLE IL 60532

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
SunCoke Energy, Inc. [ SXC ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SR VP, Chief Financial Officer

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	02/24/2026		M		8,468	A	(1)	52,414	D
Common Stock(2)	02/24/2026		F		3,752	D	$5.88	48,662	D
Common Stock	02/24/2026		M		7,600	A	(1)	56,262	D
Common Stock(2)	02/24/2026		F		3,367	D	$6.22	52,895	D
Common Stock	02/23/2026		M		8,474	A	(1)	61,369	D
Common Stock(2)	02/23/2026		F		4,204	D	$6.22	57,165	D
Common Stock	02/24/2026		J		4,633	A	(3)	61,798	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
RSUs (02.23.2023)(4)	(1)	02/24/2026		M			8,468	02/23/2024	02/23/2026	Common Stock	8,468	(1)	0	D
RSUs (02.22.2024)(4)	(1)	02/24/2026		M			7,600	02/22/2025	02/22/2027	Common Stock	7,600	(1)	7,599	D
RSUs (02.21.2025)(4)	(1)	02/23/2026		M			8,474	02/21/2026	02/21/2028	Common Stock	8,474	(1)	16,947	D

Explanation of Responses:

1. Conversion rate is 1 for 1.

2. Shares withheld by Registrant to satisfy minimum statutory withholding requirements on vesting of RSUs.

3. Represents settlement of Performance Share Unit ("PSU") award granted February 23, 2023 pursuant to SunCoke Energy, Inc. ("SXC") Long Term Performance Plan in a transaction exempt under Rule 16b-3. PSU award settled, at the end of applicable three-year vesting period, in shares of SXC common stock, (net of shares withheld by Registrant to satisfy statutory tax withholding requirements).

4. Grant of restricted share units awarded pursuant to the SunCoke Energy, Inc. Omnibus Long-Term Incentive Plan in a transaction exempt under Rule 16b-3. The restricted share units vest in three equal annual installments on the first, second and third anniversary of the grant date.

Remarks:

	/s/ Sean Leslie	02/24/2026
	** 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 did SunCoke Energy (SXC) disclose in this Form 4 for its CFO?

SunCoke Energy reported that CFO Mark W. Marinko exercised or converted several equity awards into common stock. Some of the resulting shares were withheld and disposed of to satisfy exercise price and minimum statutory tax-withholding obligations related to these vesting awards.

Did the SunCoke (SXC) CFO buy or sell shares on the open market?

The transactions involve exercises of restricted and performance share units and share withholding for taxes, not open-market buying or selling. Dispositions coded "F" reflect shares delivered back to the company to pay exercise price and tax liabilities on vested awards.

What types of awards vested for the SunCoke (SXC) CFO in this filing?

The filing shows vesting and conversion of restricted stock units and a performance share unit award granted on February 23, 2023. These awards settled into SunCoke common stock at a 1-for-1 conversion rate, consistent with the company’s long-term performance and incentive plans.

Why were some SunCoke (SXC) shares disposed of in the CFO’s Form 4?

Shares marked with transaction code "F" were withheld and disposed of to satisfy minimum statutory tax-withholding and, where applicable, exercise price obligations. This is a common administrative mechanism tied to vesting equity awards, rather than discretionary market sales by the executive.

How do the RSU transactions affect the SunCoke (SXC) CFO’s ownership?

Exercises of restricted stock units increased the CFO’s holdings of SunCoke common stock, while a portion of the delivered shares was simultaneously withheld for taxes. The Form 4 reports updated post-transaction share balances for each line item reflecting these combined effects.