Steel Dynamics (STLD) Proxy filing summary

Executive summary

• Achieved strong operational and financial results in 2025, including $18.2 billion in revenues, $1.5 billion in operating income, and $1.2 billion in net income, with record steel shipments and successful aluminum product launches.

• Maintained a world-class safety culture, achieving a near record low injury rate and high percentages of facilities with zero lost time incidents.

• Returned $1.2 billion to shareholders through dividends and share repurchases, with a 6% dividend increase in February 2026 and a 43% reduction in outstanding shares over nine years.

• Advanced strategic growth initiatives, including the acquisition of the remaining interest in New Process Steel and ramp-up of a new recycled aluminum mill.

Voting matters and shareholder proposals

• Four proposals: election of seven directors, ratification of Ernst & Young as auditors, advisory vote on executive compensation, and a shareholder proposal on political spending disclosure.

• Board recommends voting FOR all directors, FOR auditor ratification, FOR executive compensation, and AGAINST the shareholder proposal on political spending.

• Shareholder proposal seeks enhanced disclosure of political contributions; Board opposes, citing existing policies and minimal spending.

Board of directors and corporate governance

• Seven director nominees, six of whom are independent; board diversity includes gender and ethnic representation.

• Board committees (Audit, Compensation, Corporate Governance/Nominating) are 100% independent.

• Annual board and committee evaluations, robust succession planning, and a director retirement policy at age 75.

• Proxy access, majority voting, and shareholder right to call special meetings are in place.