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): May 27, 2015 (May 21, 2015)

 

STEEL DYNAMICS, INC.

(Exact name of registrant as specified in its charter)

 

 

7575 W. 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:

 

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 

Item 5.07 Submission of Matters to a Vote of Security Holders.

 

Steel Dynamics, Inc. held its Annual Meeting of Stockholders on May 21, 2015. Of the 241,655,699 shares of common stock issued and outstanding as of the record date on March 23, 2015, 220,259,591 shares were present, in person or by proxy, thus constituting a quorum of 91.14% of the total shares outstanding and entitled to vote.

 

At the meeting, stockholders elected all eleven of the directors nominated by the Board of Directors, to serve for a term of one year and until their successors are duly elected and qualified; ratified the appointment of Ernst & Young LLP independent registered public accounting firm as Steel Dynamics, Inc.’s auditors for the year ending December 31, 2015; approved the Steel Dynamics, Inc. 2015 Equity Incentive Plan; and approved, by an advisory vote, named executive officer compensation for 2014.

 

Set forth below is the final share voting results for each of the proposals.

 

(1)         Election of eleven (11) director nominees for a one-year term.

 

Director		Votes For		Votes Withheld		Broker Non-Votes
Mark D. Millett		186,339,415		10,220,931		23,699,245
Richard P. Teets, Jr.		185,283,211		11,277,135		23,699,245
John C. Bates		153,992,584		42,567,762		23,699,245
Keith E. Busse		173,184,806		23,375,540		23,699,245
Frank D. Byrne, M.D.		178,713,611		17,846,735		23,699,245
Traci M. Dolan		195,004,416		1,555,930		23,699,245
Paul B. Edgerley		192,768,408		3,791,938		23,699,245
Dr. Jürgen Kolb		178,486,645		18,073,701		23,699,245
James C. Marcuccilli		181,367,466		15,192,880		23,699,245
Bradley S. Seaman		194,243,786		2,316,560		23,699,245
Gabriel L. Shaheen		187,824,152		8,736,194		23,699,245

 

(2)         Proposal to ratify the appointment of Ernst & Young LLP independent registered accounting firm as Steel Dynamics, Inc.’s auditors for the year ending December 31, 2015.

 

Votes For		Votes Against		Abstentions		Broker Non-Votes
218,425,511		1,788,218		45,862		—

 

(3)         Proposal to approve the Steel Dynamics, Inc. 2015 Equity Incentive Plan.

 

Votes For		Votes Against		Abstentions		Broker Non-Votes
184,733,585		11,652,769		173,992		23,699,245

 

(4)         Proposal to approve, by an advisory vote, named executive officer compensation for 2014.

 

Votes For		Votes Against		Abstentions		Broker Non-Votes
194,519,841		1,831,345		209,160		23,699,245

 

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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: May 27, 2015	By:	Theresa E. Wagler
	Title:	Chief Financial Officer

 

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