8-K – 2025-12-23 – tm2534279d1_8k.htm

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2025-12-21
2025-12-21

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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)
December 21, 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 1.02. Termination of a Material Definitive Agreement.

 

Effective December 21, 2025, Steel Dynamics, Inc.
(the “Company”) redeemed and subsequently repaid all of its outstanding 5.000% Senior Notes due 2026 (the “Notes”)
at a price of 100.000% of the principal amount of $400,000,000, together with accrued and unpaid interest to, but not including, December
21, 2025.

 

The Notes were issued in the original principal
amount of $400,000,000, pursuant to an Indenture, as amended and supplemented, dated as of December 6, 2016 (the “Indenture”),
between the Company, as Issuer, and Computershare Trust Company, N.A., as successor to Wells Fargo Bank, National Association, as Trustee.

 

Pursuant to Section 8.01 of the Indenture,
the Company having fully paid all remaining sums payable thereunder, and having delivered all Notes to the Trustee for cancellation, the
Company’s obligations under the Indenture have now been terminated.

 

 

 

 

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: December 23, 2025
By:
Theresa E. Wagler

 
Title: 
Executive Vice President and Chief Financial Officer