STLD Steel Dynamics Inc

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

 

 

FORM 8-K

 

CURRENT REPORT

 

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

Date of Report (date of earliest event reported) February 24, 2025

 

STEEL DYNAMICS, INC.

(Exact name of registrant as specified in its charter)

 

Indiana		0-21719		35-1929476
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

 

7575 West Jefferson Blvd, Fort Wayne, Indiana 46804

(Address of principal executive offices) (Zip Code)

 

Registrant’s telephone number, including area code:  260-969-3500

 

Not Applicable

(Former name or former address, if changed since last report)

 

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
Common Stock voting, $0.0025 par value	STLD	NASDAQ Global Select Market

 

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 8.01. Other Events

 

On February 24, 2025, Steel Dynamics, Inc. issued a press release titled “Steel Dynamics Announces First Quarter 2025 Cash Dividend Increase of 9% and an Additional $1.5 Billion Share Repurchase Authorization.” A copy of that press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.

 

Item 9.01. Financial Statements and Exhibits

 

(d )          Exhibits.

 

The following exhibit is filed with this report:

 

	Exhibit Number	Description
	99.1	A press release dated February 24, 2025, titled “Steel Dynamics Announces First Quarter 2025 Cash Dividend Increase of 9% and an Additional $1.5 Billion Share Repurchase Authorization.”

 

104

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SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Report to be signed on its behalf by the undersigned hereto duly authorized.

 

		STEEL DYNAMICS, INC.
		/s/ Theresa E. Wagler
Date: February 25, 2025	By:	Theresa E. Wagler
	Title:	Executive Vice President and Chief Financial Officer

 

 

 

Exhibit 99.1

 

Press Release February 24, 2025

7575 W. Jefferson Blvd.

Fort Wayne, IN 46804

 

 

Steel Dynamics Announces First Quarter 2025 Cash Dividend Increase of 9%

and an Additional $1.5 Billion Share Repurchase Authorization

 

FORT WAYNE, INDIANA, February 24, 2025 / PRNewswire / Steel Dynamics, Inc. (NASDAQ/GS: STLD) today announced that the company’s board of directors declared a first quarter cash dividend of $0.50 per common share, representing a 9% increase over the company's 2024 quarterly rate. The dividend is payable to shareholders of record at the close of business on March 31, 2025, and is payable on or about April 11, 2025.

 

The company’s board of directors also authorized an additional share repurchase program of $1.5 billion of the company’s common stock. The authorization is effective immediately and is additive to the previous $1.5 billion program authorized on November 3, 2023, which had $194 million remaining authorized and available for repurchase on December 31, 2024.

 

Since 2017, the company has repurchased $6.7 billion of its common stock, representing 41 percent of its outstanding shares, and has paid cash dividends of $1.7 billion through December 31, 2024. In the last five years, the company continued its meaningful strategic growth, investing $7.1 billion in capital investments and acquisitions, while maintaining a best-in-class, after-tax-return-on-invested capital of 24 percent.

 

“These actions reflect the Board’s and senior leadership’s confidence in the consistency and strength of our cash generation capabilities,” said Mark D. Millett, Co-founder, Chairman, and Chief Executive Officer. “We have consistently increased our cash dividend in alignment with our growth initiatives, while complementing it through our share repurchase program in periods of strong cash generation. Based on our strong capital foundation and consistent cash generation, we are able to execute organic and transactional strategic growth initiatives, while sustaining strong shareholder distributions and remaining committed to maintaining our investment grade credit ratings.”

 

Under the company’s share repurchase program, purchases take place as and when determined by the company in open-market or private transactions, including transactions that may be affected pursuant to Rule 10b5-1 of the Securities Exchange Act of 1934, as amended. Pursuant to this program, purchases of shares of the company’s common stock, are made based upon the market price of the company’s common stock, the nature of other investment and growth opportunities, expected free cash flow, and general economic conditions. The share repurchase program does not require the company to acquire any specific number of shares and may be modified, suspended, extended or terminated by the company at any time without prior notice.

 

About Steel Dynamics, Inc.

 

Steel Dynamics is one of the largest domestic steel producers and metals recyclers in North America, based on estimated annual steelmaking and metals recycling capability, with facilities located throughout the United States, and in Mexico. Steel Dynamics produces steel products, including hot roll, cold roll, and coated sheet steel, structural steel beams and shapes, rail, engineered special-bar-quality steel, cold finished steel, merchant bar products, specialty steel sections, and steel joists and deck. In addition, the company produces liquid pig iron and processes and sells ferrous and nonferrous scrap.

 

Note Regarding Financial Metrics

 

The company believes that after-tax return-on-invested capital (After-tax ROIC) provides an indication of the effectiveness of the company’s invested capital and is calculated as follows:

 

After-tax ROIC =	Net Income Attributable to Steel Dynamics, Inc.
	(Quarterly Average Current Maturities of Long-term Debt + Long-term Debt + Total Equity)

 

 

Forward-Looking Statements

 

This press release contains some predictive statements about future events, including statements related to conditions in domestic or global economies, conditions in steel, aluminum, and recycled metals market places, Steel Dynamics' revenues, costs of purchased materials, future profitability and earnings, and the operation of new, existing or planned facilities. These statements, which we generally precede or accompany by such typical conditional words as "anticipate", "intend", "believe", "estimate", "plan", "seek", "project", or "expect", or by the words "may", "will", or "should", are intended to be made as "forward-looking", subject to many risks and uncertainties, within the safe harbor protections of the Private Securities Litigation Reform Act of 1995. These statements speak only as of this date and are based upon information and assumptions, which we consider reasonable as of this date, concerning our businesses and the environments in which they operate. Such predictive statements are not guarantees of future performance, and we undertake no duty to update or revise any such statements. Some factors that could cause such forward-looking statements to turn out differently than anticipated include: (1) domestic and global economic factors; (2) global steelmaking overcapacity and imports of steel, together with increased scrap prices; (3) pandemics, epidemics, widespread illness or other health issues; (4) the cyclical nature of the steel industry and the industries we serve; (5) volatility and major fluctuations in prices and availability of scrap metal, scrap substitutes and supplies, and our potential inability to pass higher costs on to our customers; (6) cost and availability of electricity, natural gas, oil, and other energy resources are subject to volatile market conditions; (7) increased environmental, greenhouse gas emissions and sustainability considerations from our customers or related regulations; (8) compliance with and changes in environmental and remediation requirements; (9) significant price and other forms of competition from other steel and aluminum producers, scrap processors and alternative materials; (10) availability of an adequate source of supply of scrap for our metals recycling operations; (11) cybersecurity threats and risks to the security of our sensitive data and information technology; (12) the implementation of our growth strategy; (13) litigation and legal compliance; (14) unexpected equipment downtime or shutdowns; (15) governmental agencies may refuse to grant or renew some of our licenses and permits; (16) our senior unsecured credit facility contains, and any future financing agreements may contain, restrictive covenants that may limit our flexibility; and (17) the impacts of impairment charges.

 

More specifically, we refer you to our more detailed explanation of these and other factors and risks that may cause such predictive statements to turn out differently, as set forth in our most recent Annual Report on Form 10-K under the headings Special Note Regarding Forward-Looking Statements and Risk Factors, in our Quarterly Reports on Form 10-Q, or in other reports which we file with the Securities and Exchange Commission. These reports are available publicly on the Securities and Exchange Commission website, www.sec.gov, and on our website, www.steeldynamics.com under “Investors – SEC Filings.”

 

Contact:  Investor Relations — +1.260.969.3500

 

 

v3.25.0.1

Cover	Feb. 24, 2025
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Feb. 24, 2025
Entity File Number	0-21719
Entity Registrant Name	STEEL DYNAMICS, INC.
Entity Central Index Key	0001022671
Entity Tax Identification Number	35-1929476
Entity Incorporation, State or Country Code	IN
Entity Address, Address Line One	7575 West Jefferson Blvd
Entity Address, City or Town	Fort Wayne
Entity Address, State or Province	IN
Entity Address, Postal Zip Code	46804
City Area Code	260
Local Phone Number	969-3500
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock voting, $0.0025 par value
Trading Symbol	STLD
Security Exchange Name	NASDAQ
Entity Emerging Growth Company	false

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