Nippon Steel Completes U.S. Steel Acquisition, Executives Cash Out Holdings
Rhea-AI Filing Summary
Scott D. Buckiso, SVP & Chief Manufacturing Officer - North American Flat-Rolled at United States Steel, reported significant securities transactions following the completion of Nippon Steel North America's acquisition of U.S. Steel on June 18, 2025.
Key transaction details:
- 213,814 shares of common stock converted to cash at $55.00 per share
- 122,687 Performance Stock Units (PSUs) were first acquired then immediately converted to cash
- 10,368.572 shares held in 401(k) plan were liquidated
- Stock options for 16,280 shares (10,820 at $14.78 and 5,460 at $39.265) were converted to cash based on the difference between $55.00 and strike price
These transactions were part of the merger agreement between U.S. Steel and Nippon Steel North America, where all equity securities were converted to cash consideration of $55.00 per share at the merger's effective time.
Positive
- None.
Negative
- SVP & Chief Manufacturing Officer Scott D. Buckiso's entire equity position in U.S. Steel was liquidated as part of the Nippon Steel merger, including 213,814 shares of common stock, 122,687 PSUs, and 10,368 shares in 401(k) plan, all converted to cash at $55 per share
Insider Trade Summary
Net Seller: 224,182.572 shares
Net Sell
6 txns
Insider
Buckiso Scott D
Role
SVP & Chief Mfg Officer - NAFR
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Disposition | Stock Option (Right to Buy) | 10,820 | $0.00 | $0.00 |
| Disposition | Stock Option (Right to Buy) | 5,460 | $0.00 | $0.00 |
| Disposition | COMMON STOCK | 213,814 | $0.00 | $0.00 |
| Grant/Award | COMMON STOCK | 122,687 | $0.00 | $0.00 |
| Disposition | COMMON STOCK | 122,687 | $0.00 | $0.00 |
| Disposition | COMMON STOCK | 10,368.572 | $0.00 | $0.00 |
Holdings After Transaction:
Stock Option (Right to Buy) — 0 shares (Direct);
COMMON STOCK — 0 shares (Direct);
COMMON STOCK — 0 shares (Indirect, By 401(k) Plan)
Footnotes (6)
- F1. On June 18, 2025, United States Steel Corporation (the "Company") consummated the merger transaction (the "Merger") contemplated by that certain Agreement and Plan of Merger (the "Merger Agreement"), dated as of December 18, 2023, by and among Nippon Steel North America, Inc., a New York corporation ("Parent"), 2023 Merger Subsidiary, Inc., a Delaware corporation and a wholly owned subsidiary of Parent, and the Company. The effective time of the Merger is referred to herein as the "Effective Time".
- F2. Reflects (i) shares of common stock of the Company, par value $1.00 (the "Shares"), held directly by the reporting person, (ii) restricted stock units previously granted to the reporting person, and (iii) ROCE-based and TSR-based performance stock units previously granted to the reporting person that relate to performance periods that were completed prior to the Effective Time that, in each case, as of immediately prior to the Effective Time, were converted into the right to receive $55 in cash per Share (the "Per Share Merger Consideration"), less any applicable tax withholdings in accordance with the terms of the Merger Agreement.
- F3. Reflects the acquisition of ROCE-based and TSR-based performance stock units and other performance-based stock awards (collectively, "PSUs") that were deemed to have been earned as of immediately prior to the Effective Time in accordance with the terms of the Merger Agreement.
- F4. Immediately prior to the Effective Time, in accordance with the terms of the Merger Agreement, each of these PSUs was converted into the right to receive the Per Share Merger Consideration, less any applicable tax withholdings.
- F5. As a result of the Effective Time, each of the Shares that the reporting person previously reported as beneficially owned under the Company's 401(k) retirement plan was liquidated in exchange for the Per Share Merger Consideration.
- F6. Immediately prior to the Effective Time, in accordance with the terms of the Merger Agreement, each of these stock options was converted into the right to receive an amount in cash equal to the positive difference, if any, between the Per Share Merger Consideration and the applicable exercise price, less any applicable tax withholdings.
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FAQ
What happened to Scott Buckiso's U.S. Steel (X) stock holdings after the Nippon Steel merger?
Following the June 18, 2025 merger with Nippon Steel, Scott Buckiso's U.S. Steel (X) holdings were converted to cash at $55 per share. This included 213,814 shares of direct holdings and restricted stock units, 122,687 performance stock units (PSUs), and 10,368.572 shares held in the 401(k) plan, all of which were liquidated as part of the merger transaction.
How many stock options did Scott Buckiso forfeit in U.S. Steel's (X) merger with Nippon Steel?
Scott Buckiso's stock options that were converted included 10,820 options at an exercise price of $14.78 (expiring May 31, 2026) and 5,460 options at $39.265 (expiring February 28, 2027). These options were converted to cash equal to the difference between the $55 merger price and their respective exercise prices.
What position did Scott Buckiso hold at U.S. Steel (X) at the time of the Nippon Steel merger?
Scott Buckiso served as Senior Vice President & Chief Manufacturing Officer - North American Flat-Rolled (NAFR) at U.S. Steel (X) at the time of the merger with Nippon Steel.