Nucor (NUE) 10-K risk factor changes: FY2015 vs FY2014

These situations [removed: continue to] [added: can] contribute to weaker end-markets and depressed [removed: demand,] [added: demand for domestically produced steel and steel products, potentially] resulting in extraordinary volatility in our financial results.

[removed: Although we experienced increased profitability in 2014 from the previous year, the] [added: The] economic outlook [added: for our industry] remains uncertain both in the United States and globally.

While we believe that the long-term prospects for the steel industry remain bright, we are unable to predict the duration of the current economic conditions that are contributing to reduced demand for [removed: our] [added: domestically produced steel and steel] products [removed: compared to] [added: well below the 2007] pre-recession levels.

_Overcapacity in the global steel industry could increase the level of steel imports, which may negatively affect our business, results of [removed: operations] [added: operations, financial condition] and cash flows._

[removed: Global] [added: The current global] steelmaking capacity exceeds [added: the current] global consumption of [removed: steel products.][added: steel.]

This rising overcapacity [added: and slowdown] in [added: demand in] China has resulted in a further increase in imports of artificially low-priced steel and steel products to the United States and world steel markets.

[removed: However,] [added: Furthermore,] the domestic steel market could experience a contraction in exports at the same time as imports grow due to weakening conditions in Europe and policies of foreign governments that result in overvaluing the U.S. dollar against other foreign currencies.

Certain automakers have begun to use greater amounts of aluminum and smaller proportions of steel in some [removed: 2015 and 2016 models.][added: models since 2015.]

Although we believe that the supply of scrap and scrap substitutes is adequate to operate our facilities, prices of these critical raw materials are volatile and are influenced by changes in scrap exports in response to changes in the [added: scrap,] scrap [added: substitutes and iron ore] demands of our global competitors.

[removed: The availability and prices of raw materials may also be negatively affected by new laws and] regulations, allocation by suppliers, interruptions in production, accidents or natural disasters, changes in exchange rates, worldwide price fluctuations, and the availability and cost of transportation.

Many countries that export steel into our [added: markets restrict the export of scrap, protecting the supply chain of some foreign competitors.]

The prices for and availability of [removed: electricity, natural gas, oil] [added: electricity] and [removed: other energy resources] [added: natural gas] are subject to volatile market conditions.

Both GHG regulations and recently promulgated [removed: National Ambient Air Quality Standards (“NAAQS”),] [added: NAAQS,] which are more restrictive than previous standards, make it significantly more difficult to obtain new permits and to modify existing permits.

The discovery of new natural gas reserves utilizing the practice of horizontal drilling and hydraulic [removed: fracturing is dampening some of this indirect impact, as some utilities switch fuels to natural gas from coal]

To the extent that these regulations cause either directly or indirectly an increase in the cost of energy, they will have an impact on Nucor’s [removed: ability to compete.][added: competitive position.]

These laws [added: and regulations] are becoming increasingly stringent, resulting in inherent uncertainties in these estimates.

[removed: While decentralization tends to compartmentalize exposure, these] [added: These] risks could result in disclosure or destruction of key proprietary information and reputational damage that could adversely affect our [added: ability to physically produce steel and therefore affect our] results of operations.

For the five-year period ended December 31, [removed: 2014,] [added: 2015,] our total capital expenditures, excluding acquisitions, were approximately [removed: $3.61] [added: $4] billion.

Certain of our businesses [added: and investments] are located outside of the United States, in Europe and in emerging markets.

These [added: risks] include but are not limited to: unfavorable political or economic factors; local labor and social issues; changes in regulatory requirements; fluctuations in foreign currency exchange rates; and complex foreign laws, treaties including tax laws and the United States Foreign Corrupt Practices Act of 1977.

As a company based in the [removed: U.S.,] [added: United States,] Nucor is more exposed to the effects of changes in U.S. tax laws than some of our major competitors.

Our provision for income taxes and cash tax liability in the future could be adversely affected by changes in U.S. tax [removed: laws.]

While the United States has recently experienced modest growth in the general economy and steel demand in this country is stronger than in many parts of the world, the global and domestic steel industries continue to face significant challenges.

These challenges are caused by global overcapacity in the steel industry and ongoing uncertainties in other regions of the world.

According to the China Iron & Steel Association, China’s total annual crude steel capacity is 1.2 billion metric tons, while Chinese apparent steel demand was only 645 million metric tons in the first 11 months of 2015.

The availability and prices of raw materials may also be negatively affected by new laws and

fracturing is dampening some of this indirect impact, as some utilities switch fuels to natural gas from coal thereby reducing their emissions significantly.

The USEPA has recently finalized its CPP, but there are ongoing legal challenges to that regulation.

These are regulations intended to reduce GHGs from electric generating units.

The increase in electric costs will vary on a state by state basis but will be substantial across all regions.

Some states are expected to see increases in excess of 50% for ratepayers.

There will be many legal challenges to these new regulations, but the reality is that utility companies are making decisions today that will increase cost because of uncertainty of the outcome of any legal challenges.

The USEPA has recently revised the rules and definitions around recycling and solid wastes.

The new rules require states to create new programs and certification processes for the companies that wish to continue recycling materials.

Increased administrative and operational costs are likely in the United States to handle steel mill recycled materials such as slag, mill scale, iron dusts, lime and air filtration control dusts.

laws.

Five years removed from the worst recession the United States has experienced in decades, we have begun to see some improvement in general economic and manufacturing activity.

However, the slow pace of recovery, coupled with ongoing uncertainties in Europe and other regions of the world, continue to weigh on global and domestic growth.

markets restrict the export of scrap, protecting the supply chain of some foreign competitors.

thereby reducing their emissions significantly.

_Federal and state legislation and regulatory initiatives relating to hydraulic fracturing could result in increased costs and additional operating restrictions or delays._

Various legislative efforts, at all levels, are in process that are intended to further regulate the hydraulic fracturing process used by the oil and gas industry.

Hydraulic fracturing is an important and commonly used process in the completion of natural gas wells in shale and tight sand formations, including all of those in our natural gas working interest drilling programs.

This process involves the injection of water, chemicals and, at times, sand under pressure into rock formations to stimulate the release of natural gas, oil and natural gas liquids.

Sponsors of these proposals and regulations have asserted that chemicals used in the fracturing process could adversely affect drinking water supplies and/or that hydraulic fracturing could pose a variety of other risks.

The practitioners of fracking are adamant that these claims are false and to date the USEPA has not attempted to further regulate the practice.

Any onerous governmental regulations could lead to operational delays, increased operating costs that could make it more difficult to perform hydraulic fracturing and possibly even the cessation of drilling.

[removed: Information] [added: The information] required by this item is incorporated by reference to Nucor’s [removed: 2014] [added: 2015] Annual Report, page 3 (Forward-looking Statements) and pages 22 through [removed: 39.][added: 41.]

At December 31, [removed: 2014,] [added: 2015,] 23% of Nucor’s long-term debt was in industrial revenue bonds that have variable interest rates that are adjusted weekly.

As of December 31, [removed: 2014,] [added: 2015,] there were no such contracts outstanding.

In addition to the [removed: future] natural gas needs at the Louisiana DRI [removed: facility that began operations in the fourth quarter of 2013,] [added: facility,] Nucor is also a substantial consumer of natural gas at our steel mill operations.

[removed: Natural] [added: Dependent on future natural] gas [added: pricing, natural gas] produced through the working interest drilling programs is expected to be sufficient [removed: in the future] to cover Nucor’s [added: current] demand at all of its steel mills in the United States plus the demand of two DRI plants or, alternatively, at three DRI plants.

[added: However,] the natural gas production from the working interest drilling programs currently does not completely cover the natural gas usage at our operating facilities due to the temporary [removed: cessation] [added: suspension] of drilling discussed below.

For the year ended December 31, [removed: 2014,] [added: 2015,] the volume of natural gas sold from our [removed: natural gas] working interest drilling programs was approximately [removed: 66%] [added: 54%] of the volume of natural gas purchased for consumption in our domestic steelmaking and DRI facilities.

As natural gas prices increase, our increased energy costs at our DRI and steel mill operations is somewhat mitigated by increased profit from sales of natural gas to third party customers from our [removed: natural gas] [added: working interest] drilling programs.

Likewise, as natural gas prices decrease, we experience decreased energy costs at our DRI and steel mill operations, but we also experience decreased profit from our [removed: natural gas] [added: working interest] drilling programs.

The impact of low natural gas prices associated with our [added: working interest] drilling programs is limited by the existence of a drilling suspension clause.

In the fourth quarter of 2013, [removed: we announced a joint decision with] [added: Nucor and] Encana [added: agreed] to temporarily suspend drilling new natural gas wells until there is a sustained improvement in natural gas pricing.

At December 31, [removed: 2014,] [added: 2015,] accumulated other comprehensive income (loss) included [removed: $8.0] [added: $11.7] million in unrealized net-of-tax losses for the fair value of these derivative instruments.

The following table presents the negative effect on pre-tax earnings of a hypothetical change in the fair value of derivative instruments outstanding at December 31, [removed: 2014,] [added: 2015,] due to an assumed 10% and 25% change in the market price of each of the indicated commodities (in thousands):

_Foreign Currency [removed: Risk_—Nucor] [added: Risk—_Nucor] is exposed to foreign currency risk primarily through its operations in Canada, Europe and Trinidad.

Open foreign currency derivative contracts at December 31, [removed: 2014] [added: 2015] and [removed: 2013] [added: 2014] were insignificant.

##### [Table of Contents](#toc)

| Natural gas | | $ | 3,699 | | | $ | 9,247 | |

| Aluminum | | | 1,149 | | | | 2,872 | |

| Copper | | | 179 | | | | 447 | |

However,

In the fourth quarter of 2014 Nucor and Encana agreed to further suspend drilling through calendar year 2015, except for a de minimis number of wells that are necessary in order to retain leasehold rights.

We believe that this pause demonstrates the flexibility of our partnership with Encana to react to market conditions to the mutual benefit of both parties while still allowing us to better manage our exposure to natural gas pricing volatility at our operating divisions that consume natural gas.

| Natural gas | | $ | 5,600 | | | $ | 13,900 | |

| Aluminum | | | 2,061 | | | | 5,153 | |

| Copper | | | 76 | | | | 190 | |

Most of the Company’s operating facilities and customers are located in North America, but Nucor [removed: is doing] [added: does] business outside of North America as well.

In [removed: 2014,] [added: 2015,] we recycled approximately [removed: 19.0] [added: 16.9] million tons of scrap steel.

Nucor has invested significant capital in recent years to improve our cost [removed: structure] [added: structure, enhance our operational flexibility] and expand our product portfolios to include more value-added, [removed: higher margined] [added: higher-margin] offerings.

Our investments total [removed: nearly] [added: more than] $6 billion [removed: during] [added: since] the [removed: last six years,] [added: economic downturn began in 2009,] with approximately two-thirds going to capital expenditures and one-third going to acquisitions.

The Company believes that this focus on lowering cost will enable us to execute on our strategy of delivering profitable [removed: growth and expanding our product mix and market diversity will make us less susceptible to imports.][added: growth.]

A major emphasis of our cost improvement [added: and operational flexibility] plan [removed: is on reducing] [added: relates to controlling] our raw materials cost.

We have a goal of [removed: controlling] [added: being able to produce in house] between six and seven million tons of annual capacity in high-quality scrap substitutes so that we can better control both the cost and reliable sourcing of these raw materials.

Between [removed: the] [added: our] DRI plant in Trinidad with an annual capacity of 2,000,000 metric tons and our new facility in Louisiana, we [removed: will be] [added: are] approximately two-thirds of the way towards that [removed: goal when the Louisiana facility is fully operational.][added: goal.]

To ensure [removed: the] [added: our] DRI plant in Louisiana has a sustained advantage from lower natural gas costs, Nucor entered into two long-term, onshore natural gas working interest drilling programs in U.S.-based proven reserves with Encana Oil & Gas (USA) Inc. [removed: (“Encana”) that allow us to better manage our exposure to natural gas pricing volatility and our overall energy demand for our operations.][added: (“Encana”).]

The natural gas produced by these two programs is sold to third parties to offset our exposure to [removed: the volatility of the price] [added: spot prices] of natural gas consumed by the Louisiana DRI facility and our other operations.

[removed: We believe this] [added: This] joint decision demonstrates the flexibility of our partnership with Encana to react to [added: short-term] market conditions [removed: to the mutual benefit of both parties] while [removed: still allowing us] [added: preserving our ability] to [removed: better] manage [removed: our] [added: Nucor’s long-term] exposure to [added: higher] natural gas [removed: pricing volatility] [added: prices] at our operating divisions that consume natural gas.

Of the approximately $4 billion that [removed: has been] [added: we have] spent since 2009 on capital expenditures, the main focus of that spending has been on projects that further our raw materials and value-added product diversification [added: strategies.]

Also at the Hertford County mill, we commissioned a vacuum tank degasser [removed: in 2012,] and [removed: we] began operating a normalizing [removed: line in 2013.][added: line.]

[removed: Collectively, these investments] [added: At our Hertford County, North Carolina plate mill, several expansions made between 2011 and 2013] have positioned the [removed: Hertford County] mill to increase [removed: the] [added: its] diversity of [removed: our] product offerings that are less exposed to imports.

[added: The final components of] Nucor’s $290 million project at our [removed: Tennessee,] [added: South Carolina,] Nebraska and [removed: South Carolina] [added: Tennessee] bar mills to expand our special bar quality (“SBQ”) and wire rod production capabilities by approximately one million tons [removed: is nearing completion.][added: were completed in 2015.]

[removed: Production has begun on the new] [added: Our South Carolina bar mill is producing] wire rod [removed: mill located in South Carolina,] [added: on its new mill,] and our Nebraska mill [removed: successfully started up] [added: is now using] the fifth strand at its melt shop caster and its upgraded rolling mill.

[removed: The] [added: These] SBQ [removed: projects, which we expect to be completed in 2015, will] [added: projects are an important component of our strategy because they] allow us to produce engineered bar for more demanding applications that are less exposed to imports while maintaining our position as a low-cost commodity bar producer by shifting production to our other bar mills.

In 2014, our Berkeley County, South Carolina mill successfully started up its nearly $100 million capital project that allows us to produce wider and thinner high-strength steel grades that can be used in [removed: lightweight automotive applications.][added: a wide range of end use markets, including metal buildings, rail cars, water heaters, automotive, heavy equipment and motor lamination.]

This acquisition is strategically important as it expands Nucor’s footprint in the [removed: Midwestern] [added: midwestern] United States [removed: market, and it broadens Nucor’s product offerings in the pipe and tube] market.

To build upon the synergies in the piling market serviced by Skyline, Nucor-Yamato [removed: has] invested $115 million in a project to broaden its range of hot-rolled piling products.

Completed in [removed: the second half of] [added: late] 2014, this project added several new sheet piling sections, which expanded our product offerings to include wider piling sections that are lighter and stronger, covering more area at a lower installed cost.

Net sales to external customers, intercompany sales, depreciation expense, amortization expense, earnings before income taxes and noncontrolling interests, assets and capital expenditures by segment for each of the three fiscal years in the three-year period ended December 31, [removed: 2014] [added: 2015] are set forth in Note 23 of the Notes to Consolidated Financial Statements included in Nucor’s [removed: 2014] [added: 2015] Annual Report, which is incorporated by reference.

The steel mills [removed: are] [added: segment is] Nucor’s largest segment, representing approximately [removed: 70%] [added: 67%] of the Company’s sales to external customers in the fiscal year ended December 31, [removed: 2014.][added: 2015.]

In the steel products segment, Nucor produces steel joists and joist girders, steel deck, fabricated concrete reinforcing steel, [added: cold finished steel, steel fasteners, metal building systems, steel grating, and wire and wire mesh.]

In the raw materials segment, the Company produces DRI; brokers ferrous and nonferrous metals, pig iron, HBI and DRI; [removed: supplies ferro-alloys; and processes ferrous and nonferrous scrap metal.]

We estimate that approximately [removed: 50%] [added: 60%] of our sheet steel sales in [removed: 2014] [added: 2015] were to contract customers.

The proportion of tons sold to contract customers at any given time depends on a variety of factors, including our consideration of current and future market conditions, our strategy to appropriately balance spot and contract tons [added: in a manner] to [removed: maximize] [added: meet our customers’ requirements while considering the expected] profitability, our desire to sustain a diversified customer base, and our end-use customers’ perceptions about future market conditions.

In [removed: 2014,] [added: 2015,] approximately [removed: 85%] [added: 86%] of the shipments made by our steel mills segment were to external customers.

We sell and install fabricated reinforcing products [removed: only] [added: primarily] on a construction contract bid basis.

External customers purchasing nonferrous scrap metal include aluminum can producers, secondary aluminum smelters, steel mills and other [added: processors and consumers of various nonferrous metals.]

We market scrap metal products and related services to [removed: our external customers through in-house sales forces.]

In [removed: 2014,] [added: 2015,] approximately [removed: 14%] [added: 11%] of the ferrous and nonferrous metals and scrap substitutes tons we processed were sold to external customers.

All natural gas produced by the working interest drilling programs is and will be sold to outside [removed: parties, and as a result the revenues from these sales are a small but increasing amount of our revenues.][added: parties.]

In the steel mills segment, Nucor’s backlog of orders was approximately [removed: $1.56] [added: $1.17] billion and [removed: $1.77] [added: $1.56] billion at December 31, [removed: 2014] [added: 2015] and [removed: 2013,] [added: 2014,] respectively.

Nucor’s backlog of orders in the steel products segment was approximately [removed: $1.49] [added: $1.35] billion and [removed: $1.27] [added: $1.49] billion at December 31, [removed: 2014] [added: 2015] and [removed: 2013,] [added: 2014,] respectively.

As of December 31, [removed: 2014,] [added: 2015,] DJJ operated [removed: over] [added: approximately] 70 scrap recycling facilities, and our annual scrap processing capability exceeded five million tons.

In [added: June] 2010, Nucor entered into an agreement with Encana that involves drilling and completing onshore natural gas wells in [removed: U.S.-based proven reserves over an approximate seven-year period that began in June 2010.][added: the United States.]

Natural gas produced by these working interest drilling programs is [removed: being] sold to offset our exposure to [removed: the volatility of the price] [added: spot prices] of natural gas consumed by our Louisiana DRI [removed: facility and our other operations.]

[added: The] availability and price of ferrous scrap [added: and other metallic inputs such as iron ore] are affected by changes in the global supply and demand for steel and steel products.

Because energy is such a significant cost [removed: of products sold] for Nucor, we strive continually to make our operations in all three of our business segments more energy efficient.

Expanding our product mix and market diversity will make us less susceptible to imports.

Our DRI production capability gives us the flexibility to optimize Nucor’s overall iron units mix based on current market pricing for scrap and scrap substitutes to provide us with a low cost feedstock for our steel mills.

Beginning in January 2014, Nucor and Encana temporarily suspended drilling of new natural gas wells as a result of current low natural gas prices.

Nucor retains its contractual rights to resume drilling in a higher natural gas pricing environment.

Many of those steel mill capital projects came out of start-up during the last few years and are beginning to provide returns to Nucor’s stockholders.

A heat treat line was added at that plate mill to facilitate Nucor’s growth in higher-margin plate products where

greater strength and abrasion resistance is required.

We recently announced a $75 million quench and self-tempering project at Nucor-Yamato, which is expected to be commissioned during the second half of 2016.

Upon completion, the mill will be the sole North American producer of certain high-strength, low-alloy structural sections.

supplies ferro-alloys; and processes ferrous and nonferrous scrap metal.

our external customers through in-house sales forces.

Finished imports last year captured 29% market share, the second consecutive year that figure was at a historically high level.

While imports were down slightly from 2014, they were still 27% higher than they were in 2013.

In 2015, the U.S. government made preliminary determinations of injury in three flat-rolled steel trade cases involving corrosion resistant, cold-rolled and hot-rolled steel products.

All three cases are expected to be finalized in 2016.

China’s continued treatment as a non-market economy in trade disputes in 2016 and beyond is vital for the continued assertive enforcement of world trade rules.

China was a government-run, non-market economy in 2001 when it entered its Protocol of Accession to the World Trade Organization (“Protocol”), and China remains a government-run, non-market economy today.

The main objective of the Protocol was to encourage, and in some cases to require, China to make market-based economic reforms.

However, over the past 15 years, China has failed to take the required steps to establish that it is a market economy under U.S. law.

Therefore, the United States has no reason to change its treatment of China as a non-market economy when only one of the relevant provisions of the Protocol expires in December 2016.

By treating China as a non-market economy in antidumping cases, the Commerce Department can assume that Chinese prices and costs are distorted, and uses other methodologies to calculate antidumping duties.

This often results in appropriately higher duties against Chinese products in order to offset its unfair trade practices.

For the past decade, Nucor has focused on securing access to low-cost raw material inputs as they are the Company’s largest expense.

Nucor’s broad, balanced supply chain is an important strength which allows us to reduce the cost of our steelmaking operations, create a shorter supply chain and have greater optionality over our metallics inputs.

Our investment in DRI production facilities and scrap yards, as well as our access to international raw materials markets, provides Nucor with significant flexibility in optimizing our raw materials costs.

Additionally, having a significant portion of our raw materials supply under our control minimizes risk associated with the global sourcing of raw materials, particularly since a good deal of scrap substitutes comes from regions of the world that have historically experienced greater political turmoil.

Continued successful implementation of our raw material strategy, including key investments in DRI production, coupled with the scrap brokerage and processing services performed by our team at DJJ, give us greater control over our metallic inputs and thus help us mitigate the risk of significant price fluctuations in input costs.

facility and our other operations.

Starting in January 2014, Nucor and Encana temporarily suspended drilling new natural gas wells as a result of current low natural gas prices.

Under its agreements with Encana, Nucor retains its contractual rights to resume drilling in a higher natural gas pricing environment.

The impact of the new Ozone NAAQS on Nucor is expected to be minimal and will create no adverse impacts.

USEPA also issued a final rule regarding the Clean Power Plan (“CPP”).

While the CPP is directed at electric generating units Nucor expects indirect impact through increased electric costs.

There are ongoing legal challenges to the CPP which will likely delay any potential adverse impacts to us.

Even after resolution of these legal challenges, we expect the impacts will be spread over a significant timeframe, further mitigating these impacts on Nucor’s operations.

The USEPA has recently revised the rules and definitions with respect to recycling and disposal of solid wastes.

The new rules require states to develop new programs and certification processes that will be forthcoming during the next year.

We do not expect these rules to have any adverse impact on Nucor’s ability to recycle steel or to continue recycling wastes that are routinely handled at our facilities.

See Item 1A.

Our DRI plant in St. James Parish, Louisiana produced excellent quality DRI through the first ten months of 2014.

However, the plant experienced operational challenges in 2014 as it went through several outages to make changes intended to improve consistency in the production process and yield performance.

In November, the plant’s process gas heater experienced a failure, leading to the immediate suspension of production operations.

Due to the lead times on the specialty steel pipes that must be replaced, we estimate that the Louisiana DRI plant will be operational again late in the first quarter of 2015.

In December 2013, Nucor made a joint decision with Encana to temporarily suspend drilling new natural gas wells.

The joint decision was made due to the then-current expectation that the natural gas pricing environment would be weak in 2014.

In the fourth quarter of 2014, Nucor and Encana agreed to further suspend drilling through calendar year 2015, except for a de minimis number of wells that are necessary in order to retain leasehold rights.

strategies.

At our Hertford County, North Carolina plate mill, the heat treat line became operational in 2011, which has allowed Nucor to grow its presence in higher-margin products where greater strength and abrasion resistance is required.

cold finished steel, steel fasteners, metal building systems, steel grating and expanded metal, and wire and wire mesh.

processors and consumers of various nonferrous metals.

Our newly constructed Louisiana DRI facility is the first phase of a multi-phase site development plan opportunity in Louisiana.

In December 2013, Nucor and Encana announced an agreement to temporarily suspend drilling new natural gas wells due to the then-current expectations that the natural gas pricing environment would be weak in 2014.

In the fourth quarter of 2014, Nucor and Encana agreed to extend our drilling suspension through the end of 2015.

The 2015 capital expenditures for drilling will consist of drilling a de minimis number of wells required to maintain leasehold rights.

Under the agreement with Encana, Nucor maintains the right to resume drilling at any point should natural gas prices change.

In addition to our natural gas needs at the Louisiana DRI facility, Nucor is also a substantial consumer of natural gas at our steel mill operations.

The drilling of natural gas wells under the two agreements is expected to be sufficient in the future to cover Nucor’s demand at all of its steel mills in the United States plus the demand of two DRI plants or, alternatively, at three DRI plants, if additional capacity were to be added.

The

Ferrous scrap and scrap substitutes are our single largest cost of products sold.

A key part of our business strategy is to control a significant portion of the supply of high quality metallics needed to operate our steel mills.

In 2014, total steel imports increased 38% compared with 2013, and imports of finished and semi-finished steel products accounted for 34% of U.S. market share last year.

Imports increased from nearly every steel-producing country and in virtually every category of steel products.

These distorting trade practices are widely

The U.S. government recently completed several successful trade enforcement actions, including terminating its suspension agreement with Russia for hot-rolled steel imports; assessing duties on oil country tubular goods from South Korea and five other countries; and ruling that the domestic rebar industry has been materially injured as a result of dumped and subsidized rebar imports from Turkey and Mexico.

While we begin immediately to plan for compliance with such standards and rules, we cannot fully assess their impact on our operations until the guidance has been fully developed or issued and compliance deadlines have been established.

In other cases where environmental regulations are proposed or promulgated that may regulate previously unregulated aspects of our operations, it is impossible for us to fully determine the impact of these regulations until protracted legal challenges have been concluded and USEPA or other regulatory agencies have developed and issued technical guidance.

The CAA imposes stringent limits on air emissions with a federally mandated operating permit program administered by the states with civil and criminal enforcement sanctions.

Each of our steel mills is required to operate in compliance with its permit or potentially incur sanctions for failing to do so.

Because of the size of our steelmaking operations, they are subject to new “Greenhouse Gasses” (“GHGs”) regulations and are required to

do GHG Best Available Control Technology (“BACT”) evaluations when their permits are modified.

There is still uncertainty and very little guidance from USEPA as to what is or may be considered GHG BACT for steelmaking operations.

Our operations are currently properly permitted, and we will not need to make these determinations unless and until these permits are modified.

Based on current guidance, we do not expect these requirements to have a material adverse effect on our results of operations, cash flows or financial condition.

The plaintiffs allege that from April 1, [removed: 2005] [added: 2005,] through December 31, 2007, eight steel manufacturers, including Nucor, engaged in anticompetitive activities with respect to the production and sale of steel.

[removed: Although we] [added: We continue to] believe the plaintiffs’ claims are without merit and will vigorously defend against them, [added: but] we cannot at this time predict the outcome of this litigation or estimate the range of Nucor’s potential [removed: exposure.][added: exposure and, consequently, have not recorded any reserves or contingencies related to this lawsuit.]

[removed: On March 25, 2014, the] [added: The] jury returned a verdict of $52.0 million in damages against all defendants jointly and [removed: severally, which amount was subject to trebling under the federal antitrust laws.][added: severally.]

On June 1, 2014, [added: pursuant to antitrust laws providing for treble damages,] the court awarded a judgment [added: to MM Steel] jointly and severally against the defendants [added: in an amount] totaling $160.8 million after [removed: trebling and] including costs and attorneys’ fees.

The plaintiffs seek monetary and other relief on behalf of themselves and a putative class of all purchasers of steel products from the defendants in the U.S. between April 1, 2005, and December 31, 2007.

On September 9, 2015, the District Court entered an order ruling on issues of class certification.

The Court granted in part, and denied in part, the plaintiffs’ motion, certifying a class solely on the issue of whether defendants engaged in a conspiracy in violation of the antitrust laws, and declining to certify a class on the issues of antitrust impact and damages.

On March 25, 2014, a jury in the U.S. District Court for the Southern District of Texas returned a verdict against Nucor and its co-defendants in an antitrust lawsuit brought by plaintiff MM Steel, LP, a steel plate service center located in Houston.

As a result of post-verdict developments, including settlements reached by various other parties, the Company’s practical estimable exposure was reduced to approximately $40.0 million.

The Company appealed the judgment to the U.S. Court of Appeals for the Fifth Circuit, and on November 25, 2015, the Fifth Circuit reversed the verdict against Nucor finding that there was not sufficient evidence to support liability against the Company, thereby reducing our current practical estimable exposure to zero.

The plaintiffs seek monetary and other relief.

Nucor has not recorded any reserves or contingencies related to this legal matter.

On April 19, 2012, MM Steel LP filed an action against Nucor and its co-defendants in the U.S. District Court for the Southern District of Texas and has asserted violations of federal antitrust law.

Although the Company has filed an appeal with the U.S. Court of Appeals for the Fifth Circuit and believes that it has valid grounds to have the judgment vacated or reversed, the ultimate resolution of the case is uncertain.

Nucor has not recorded any reserves or contingencies related to this legal matter.

For the fiscal year ended December 31, [removed: 2014][added: 2015]

Aggregate market value of common stock held by non-affiliates was approximately [removed: $16.04] [added: $14.08] billion based upon the closing sales price of the registrant’s common stock on the last business day of the registrant’s most recently completed second fiscal quarter, July [removed: 5, 2014.][added: 4, 2015.]

[removed: 319,046,902] [added: 317,941,228] shares of the registrant’s common stock were outstanding at February [removed: 20, 2015.][added: 18, 2016.]

Documents incorporated by reference include: Portions of the registrant’s [removed: 2014] [added: 2015] Annual Report (Parts I, II and IV), and portions of the registrant’s [added: definitive] Proxy Statement for its [removed: 2015] [added: 2016] Annual Meeting of Stockholders (Part III) to be filed within 120 days after the registrant’s fiscal year end.

| | | Item 1. | | [removed: [Business](#s_toc823860_1a)] [added: [Business](#s_toc71252_2)] | | 1 |

| | | Item 1A. | | [Risk [removed: Factors](#s_toc823860_2)] [added: Factors](#s_toc71252_3)] | | 8 |

| | | Item 1B. | | [Unresolved Staff [removed: Comments](#s_toc823860_3)] [added: Comments](#s_toc71252_4)] | | 13 |

| | | Item 2. | | [removed: [Properties](#s_toc823860_4)] [added: [Properties](#s_toc71252_5)] | | 14 |

| | | Item 3. | | [Legal [removed: Proceedings](#s_toc823860_5)] [added: Proceedings](#s_toc71252_6)] | | 15 |

| | | Item 4. | | [Mine Safety [removed: Disclosures](#s_toc823860_6)] [added: Disclosures](#s_toc71252_7)] | | 15 |

| | | [Executive Officers of the [removed: Registrant](#s_toc823860_7)] [added: Registrant](#s_toc71252_8)] | | | | 15 |

| | | Item 5. | | [Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity [removed: Securities](#s_toc823860_9)] [added: Securities](#s_toc71252_10)] | | 17 |

| | | Item 6. | | [Selected Financial [removed: Data](#s_toc823860_10)] [added: Data](#s_toc71252_11)] | | 17 |

| | | Item 7. | | [Management’s Discussion and Analysis of Financial Condition and Results of [removed: Operations](#s_toc823860_11)] [added: Operations](#s_toc71252_12)] | | 17 |

| | | Item 7A. | | [Quantitative and Qualitative Disclosures About Market [removed: Risk](#s_toc823860_12)] [added: Risk](#s_toc71252_13)] | | 17 |

| | | Item 8. | | [Financial Statements and Supplementary [removed: Data](#s_toc823860_13)] [added: Data](#s_toc71252_14)] | | [removed: 18] [added: 19] |

| | | Item 9. | | [Changes in and Disagreements With Accountants on Accounting and Financial [removed: Disclosure](#s_toc823860_14)] [added: Disclosure](#s_toc71252_15)] | | 19 |

| | | Item 9A. | | [Controls and [removed: Procedures](#s_toc823860_15)] [added: Procedures](#s_toc71252_16)] | | 19 |

| | | Item 9B. | | [Other [removed: Information](#s_toc823860_16)] [added: Information](#s_toc71252_17)] | | 19 |

| [PART [removed: III](#s_toc823860_17)] [added: III](#s_toc71252_18)] | | | | | | |

| | | Item 10. | | [Directors, Executive Officers and Corporate [removed: Governance](#s_toc823860_18)] [added: Governance](#s_toc71252_19)] | | 20 |

| | | Item 11. | | [Executive [removed: Compensation](#s_toc823860_19)] [added: Compensation](#s_toc71252_20)] | | 20 |

| | | Item 12. | | [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder [removed: Matters](#s_toc823860_20)] [added: Matters](#s_toc71252_21)] | | 20 |

| | | Item 13. | | [Certain Relationships and Related Transactions, and Director [removed: Independence](#s_toc823860_21)] [added: Independence](#s_toc71252_22)] | | 20 |

| | | Item 14. | | [Principal Accountant Fees and [removed: Services](#s_toc823860_22)] [added: Services](#s_toc71252_23)] | | 20 |

| | | Item 15. | | [Exhibits and Financial Statement [removed: Schedules](#s_toc823860_24)] [added: Schedules](#s_toc71252_25)] | | 21 |

| [Index to Financial Statement [removed: Schedule](#s_toc823860_26)] [added: Schedule](#s_toc71252_27)] | | | | | | 27 |

10-K 1 d71252d10k.htm FORM 10-K

2015

Annual Report on Form 10-K

For the Fiscal Year Ended December 31, 2015

| [PART I](#s_toc71252_1) | | | | | | |

| [PART II](#s_toc71252_9) | | | | | | |

| [PART IV](#s_toc71252_24) | | | | | | |

| [SIGNATURES](#s_toc71252_26) | | | | | | 25 |

10-K 1 d823860d10k.htm 10-K

2014

| [PART I](#s_toc823860_1) | | | | | | |

| [PART II](#s_toc823860_8) | | | | | | |

| [PART IV](#s_toc823860_23) | | | | | | |

| [SIGNATURES](#s_toc823860_25) | | | | | | 25 |

| Blytheville, Arkansas | | | 2,560,000 | | | [removed: Steel shapes, flat-rolled] [added: Structural steel, sheet] steel |

| Berkeley County, South Carolina | | | [removed: 2,180,000] [added: 2,290,000] | | | [removed: Flat-rolled] [added: Sheet] steel, [added: structural] steel [removed: shapes] |

| Decatur, Alabama | | | 2,000,000 | | | [removed: Flat-rolled] [added: Sheet] steel |

| Crawfordsville, Indiana | | | 1,900,000 | | | [removed: Flat-rolled] [added: Sheet] steel |

| Norfolk, Nebraska | | | [removed: 1,480,000] [added: 1,490,000] | | | [removed: Steel shapes] [added: Bar steel] |

| Hickman, Arkansas | | | [removed: 1,450,000] [added: 1,460,000] | | | [removed: Flat-rolled] [added: Sheet] steel |

| Hertford County, North Carolina | | | [removed: 1,220,000] [added: 1,250,000] | | | [removed: Steel plate] [added: Plate steel] |

| Plymouth, Utah | | | 1,200,000 | | | [removed: Steel shapes] [added: Bar steel] |

| Jewett, Texas | | | 1,080,000 | | | [removed: Steel shapes] [added: Bar steel] |

| Darlington, South Carolina | | | 980,000 | | | [removed: Steel shapes] [added: Bar steel] |

| Seattle, Washington | | | 640,000 | | | [removed: Steel shapes] [added: Bar steel] |

| Memphis, Tennessee | | | 570,000 | | | [removed: Steel shapes] [added: Bar steel] |

| Ghent, Kentucky | | | [removed: 560,000] [added: 580,000] | | | [removed: Flat-rolled] [added: Sheet] steel |

| Auburn, New York | | | [removed: 450,000] [added: 470,000] | | | [removed: Steel shapes] [added: Bar steel] |

| Marion, Ohio | | | [removed: 440,000] [added: 450,000] | | | [removed: Steel shapes] [added: Bar steel] |

| Kankakee, Illinois | | | 430,000 | | | [removed: Steel shapes] [added: Bar steel] |

| Jackson, Mississippi | | | 420,000 | | | [removed: Steel shapes] [added: Bar steel] |

| Kingman, Arizona | | | 380,000 | | | [removed: Steel shapes] [added: Bar steel] |

| Tuscaloosa, Alabama | | | [removed: 370,000] [added: 380,000] | | | [removed: Steel plate] [added: Plate steel] |

| Birmingham, Alabama | | | 280,000 | | | [removed: Steel shapes] [added: Bar steel] |

| Wallingford, Connecticut | | | [removed: 260,000] [added: 240,000] | | | [removed: Steel shapes] [added: Bar steel] |

| St. Joe, Indiana | | | [removed: 530,000] [added: 460,000] | | | Fasteners |

Additionally, we have a distribution center in [removed: Pompano Beach, Florida and in] [added: Veracruz,] Mexico.

In the steel products segment, we have [removed: 79] [added: approximately 80] additional operating facilities in [removed: 36] [added: 37] states and [removed: 28] [added: 27] operating facilities in Canada.

In the raw materials segment, DJJ has [removed: 78] [added: approximately 70] operating facilities in 16 states along with multiple brokerage offices in the [removed: U.S.] [added: United States] and certain other foreign locations.

Nucor’s raw materials segment also includes our DRI [removed: facilities.][added: facilities in Point Lisas, Trinidad and St. James Parish, Louisiana.]

The Louisiana [removed: site, which began operations in December 2013,] [added: site] has approximately 174.2 million square feet of owned land with buildings that total approximately 72,000 square feet.

During [removed: 2014,] [added: 2015,] the average utilization rates of all operating facilities in the steel mills, steel products and raw materials segments were approximately [removed: 78%, 64% and] [added: 68%,] 63% [added: and 56%] of production capacity, respectively.

Nucor has DRI facilities in Point Lisas, Trinidad and St. James Parish, Louisiana.

Darsey_ [removed: (59),] [added: (60),] Executive Vice President of Merchant and Rebar Products, was named EVP in September 2010.

Ferriola_ [removed: (62)] [added: (63),] has served as Chairman of the Board of Directors of Nucor since January 2014, as Chief Executive Officer since January 2013 and as President since January 2011.

Frias_ [removed: (58)] [added: (59),] has been Chief Financial Officer, Treasurer and Executive Vice President since January 2010.

Hall_ [removed: (58),] [added: (59),] Executive Vice President of Flat-Rolled Products, was named EVP in September 2007, having previously served as Vice President of Nucor since 1994.

Napolitan, Jr._ [removed: (57)] [added: (58),] was named Executive Vice President of Fabricated Construction Products in June 2013, having previously served as President of Nucor’s Vulcraft/Verco group from 2010 to 2013 and President of American Buildings Company from 2007 to 2010.

Joseph Stratman_ [removed: (58),] [added: (59),] Executive Vice President of Raw Materials, was named EVP in September 2007, having previously served as Vice President of Nucor since 1999.

He then served as Controller of [removed: Nucor-Yamato Steel Company,] [added: Nucor-Yamato,] General Manager of Nucor Steel-Nebraska and General Manager of [removed: Nucor-Yamato Steel Company.][added: Nucor-Yamato.]

Sumoski_ [removed: (48)] [added: (49),] was named Executive Vice President of Engineered Bar Products in September 2014.

Chad Utermark_ [removed: (46)] [added: (47),] was named Executive Vice President of Beam and Plate Products in May 2014.

He had previously served as General Manager of Nucor Steel-Texas from 2008 to 2011 and as General Manager of Nucor-Yamato [removed: Steel Company] from 2011 to May 2014.

Nucor paid a total dividend of [removed: $1.48] [added: $1.49] per share in [removed: 2014] [added: 2015] compared with [removed: $1.47] [added: $1.48] per share in [removed: 2013.][added: 2014.]

In December [removed: 2014,] [added: 2015,] the [removed: board] [added: Board] of [removed: directors] [added: Directors] increased the base quarterly cash dividend on Nucor’s common stock to [removed: $0.3725] [added: $0.375] per share from [removed: $0.37] [added: $0.3725] per share.

In February [removed: 2015,] [added: 2016,] the [removed: board] [added: Board] of [removed: directors] [added: Directors also] declared Nucor’s [removed: 168th] [added: 172nd] consecutive quarterly cash dividend of [removed: $0.3725] [added: $0.375] per share payable on May 11, [removed: 2015] [added: 2016] to stockholders of record on March 31, [removed: 2015.][added: 2016.]

Additional information regarding the market for Nucor’s common stock, quarterly market price ranges, the number of stockholders and dividend payments is incorporated by reference to Nucor’s [removed: 2014] [added: 2015] Annual Report, page [removed: 78.][added: 80.]

Additional information regarding securities authorized for issuance under stock-based compensation plans is incorporated by reference to Nucor’s [removed: 2014] [added: 2015] Annual Report, pages [removed: 63] [added: 65] through [removed: 66.][added: 68.]

Our share repurchase program activity for each of the three months and the quarter ended December 31, 2015 was as follows (in thousands, except per share amounts):

| | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | Total Number of Shares Purchased | | | | Average Price Paid per Share (1) | | | | Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs (2) | | | | Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs (2) | | |

| October 4, 2015—October 31, 2015 | | | — | | | | — | | | | — | | | $ | 900,000 | |

| November 1, 2015—November 28, 2015 | | | — | | | | — | | | | — | | | | 900,000 | |

| November 29, 2015—December 31, 2015 | | | 1,664 | | | $ | 39.96 | | | | 1,664 | | | | 833,495 | |

| | | | | | | | | | | | | | | | | |

| For the Quarter Ended December 31, 2015 | | | 1,664 | | | | | | | | 1,664 | | | | | |

| | | | | | | | | | | | | | | | | |

| (1) | Includes commissions of $0.02 per share. |

| --- | --- |

| (2) | On September 2, 2015, the Company announced that the Board of Directors had approved a stock repurchase program under which the Company is authorized to repurchase up to $900 million of the Company’s common stock. The new $900 million share repurchase program replaced any previously authorized repurchase programs. |

| --- | --- |

Historical financial information is incorporated by reference to Nucor’s [removed: 2014] [added: 2015] Annual Report, page [removed: 43.][added: 45.]

[removed: Information] [added: The information] required by this item is incorporated by reference to Nucor’s [removed: 2014] [added: 2015] Annual Report, pages [removed: 44] [added: 46] through [removed: 74.][added: 76.]

##### [Table of Contents](#toc)

_Changes in Internal Control Over Financial Reporting—_There were no changes in our internal control over financial reporting during the quarter ended December 31, [removed: 2014] [added: 2015] that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

_Report on Internal Control Over Financial Reporting—_Management’s report on internal control over financial reporting required by Section 404 of the Sarbanes-Oxley Act of 2002 and the attestation report of PricewaterhouseCoopers LLP, an independent registered public accounting firm, on the effectiveness of Nucor’s internal control over financial reporting as of December 31, [removed: 2014] [added: 2015] are incorporated by reference to Nucor’s [removed: 2014] [added: 2015] Annual Report, pages [removed: 44] [added: 46] through [removed: 45.][added: 47.]

The other information required by this item is incorporated by reference to Nucor’s Proxy Statement for the [removed: 2015] [added: 2016] Annual Meeting of Stockholders (the “Proxy Statement”) under the headings _Election of Directors; Information Concerning Experience, Qualifications, Attributes and Skills of the Nominees; Section 16(a) Beneficial Ownership Reporting Compliance_ and _Corporate Governance and Board of Directors_.

The following consolidated financial statements and notes thereto, management’s report on internal control over financial reporting and the report of independent registered public accounting firm are incorporated by reference to Nucor’s [removed: 2014] [added: 2015] Annual Report, pages [removed: 44] [added: 46] through [removed: 74:][added: 76:]

| | • | | Consolidated Balance Sheets—December 31, [removed: 2014] [added: 2015] and [removed: 2013] [added: 2014] |

| | • | | Consolidated Statements of Earnings—Years ended December 31, [removed: 2014, 2013] [added: 2015, 2014] and [removed: 2012] [added: 2013] |

| | • | | Consolidated Statements of Comprehensive Income—Years ended December 31, [removed: 2014, 2013,] [added: 2015, 2014] and [removed: 2012] [added: 2013] |

| | • | | Consolidated Statements of Stockholders’ Equity—Years ended December 31, [removed: 2014, 2013] [added: 2015, 2014] and [removed: 2012] [added: 2013] |

| | • | | Consolidated Statements of Cash Flows—Years ended December 31, [removed: 2014, 2013] [added: 2015, 2014] and [removed: 2012] [added: 2013] |

| [removed: [Report] [added: Report] of Independent Registered Public Accounting Firm on Financial Statement [removed: Schedule](#s_tx823860_27)] [added: Schedule] | | | 28 | |

| [removed: [Schedule] [added: Schedule] II—Valuation and Qualifying Accounts—Years ended December 31, [removed: 2014, 2013] [added: 2015, 2014] and [removed: 2012](#s_tx823860_28)] [added: 2013] | | | 29 | |

[removed: Exhibits:][added: Exhibits:]

| 3 | | Restated Certificate of Incorporation (incorporated by reference to [added: Exhibit 3.1 to the Current Report on] Form 8-K filed September 14, [removed: 2010)] [added: 2010 (File No. 001-04119))] |

| 3(i) | | Bylaws as amended and restated September 11, 2012 (incorporated by reference to [added: Exhibit 3.1 to the Current Report on] Form 8-K filed September 13, [removed: 2012)] [added: 2012 (File No. 001-04119))] |

| 4 | | Indenture, dated as of January 12, 1999, between Nucor Corporation and The Bank of New York Mellon (formerly known as The Bank of New York), as trustee (incorporated by reference to [added: Exhibit 4.1 to the Registration Statement on] Form S-4 filed December 13, [removed: 2002)] [added: 2002 (File No. 333-101852))] |

| 4(i) | | Indenture, dated as of August 19, 2014, between Nucor Corporation and U.S. Bank National Association, as trustee (incorporated by reference to [added: Exhibit 4.3 to the Registration Statement on] Form S-3 filed August 20, [removed: 2014)] [added: 2014 (File No. 333-198263))] |

| 4(ii) | | Second Supplemental Indenture, dated [added: as of] October 1, 2002, between Nucor Corporation and The Bank of New York Mellon (formerly known as The Bank of New York), as trustee (incorporated by reference to [added: Exhibit 4.2 to the Registration Statement on] Form S-4 filed December 13, [removed: 2002)] [added: 2002 (File No. 333-101852))] |

| 4(iii) | | Third Supplemental Indenture, dated [added: as of] December 3, 2007, between Nucor Corporation and The Bank of New York Mellon (formerly known as The Bank of New York), as trustee (incorporated by reference to [added: Exhibit 4.1 to the Current Report on] Form 8-K filed December 4, [removed: 2007)] [added: 2007 (File No. 001-04119))] |

| 4(iv) | | Fourth Supplemental Indenture, dated [added: as of] June 2, 2008, between Nucor Corporation and The Bank of New York Mellon (formerly known as The Bank of New York), as trustee (incorporated by reference to [added: Exhibit 4.2 to the Current Report on] Form 8-K filed June 3, [removed: 2008)] [added: 2008 (File No. 001-04119))] |

| 4(v) | | Fifth Supplemental Indenture, dated [added: as of] September 21, 2010, between Nucor Corporation and The Bank of New York [removed: Mellon (formerly known as The Bank of New York),] [added: Mellon,] as trustee (incorporated by reference to [added: Exhibit 4.1 to the Current Report on] Form 8-K filed September 21, [removed: 2010)] [added: 2010 (File No. 001-04119))] |

| 4(vi) | | Sixth Supplemental Indenture, dated [added: as of] July 29, 2013, between Nucor Corporation and The Bank of New York Mellon, as trustee (incorporated by reference to [added: Exhibit 4.1 to the Current Report on] Form 8-K filed July 29, [removed: 2013)] [added: 2013 (File No. 001-04119))] |

| 4(vii) | | Seventh Supplemental Indenture, dated [added: as of] December 10, 2014, [removed: between] [added: among] Nucor [removed: Corporation and] [added: Corporation,] The Bank of New York Mellon, as prior trustee, and U.S. Bank National Association, as successor trustee (incorporated by reference to [added: Exhibit 4.1 to the Current Report on] Form 8-K filed December 11, [removed: 2014)] [added: 2014 (File No. 001-04119))] |

| 4(viii) | | Form of [removed: 5.75%] [added: 5.750%] Notes due December 2017 (included in Exhibit 4(iii) above) (incorporated by reference to [added: Exhibit 4.1 to the Current Report on] Form 8-K filed December 4, [removed: 2007)] [added: 2007 (File No. 001-04119))] |

| 4(ix) | | Form of [removed: 6.40%] [added: 6.400%] Notes due December 2037 (included in Exhibit 4(iii) above) (incorporated by reference to [added: Exhibit 4.1 to the Current Report on] Form 8-K filed December 4, [removed: 2007)] [added: 2007 (File No. 001-04119))] |

| 4(x) | | Form of [removed: 5.85%] [added: 5.850%] Notes due June 2018 (included in Exhibit 4(iv) above) (incorporated by reference to [added: Exhibit 4.2 to the Current Report on] Form 8-K filed June 3, [removed: 2008)] [added: 2008 (File No. 001-04119))] |

| 4(xi) | | Form of 4.125% Notes due September 2022 (included in Exhibit 4(v) above) (incorporated by reference to [added: Exhibit 4.1 to the Current Report on] Form 8-K filed September 21, [removed: 2010)] [added: 2010 (File No. 001-04119))] |

| 4(xii) | | Form of 4.000% Notes due August 2023 (included in Exhibit 4(vi) above) (incorporated by reference to [added: Exhibit 4.1 to the Current Report on] Form 8-K filed [removed: September] July 29, [removed: 2013)] [added: 2013 (File No. 001-04119))] |

| 4(xiii) | | Form of 5.200% Notes due August 2043 (included in Exhibit 4(vi) above) (incorporated by reference to [added: Exhibit 4.1 to the Current Report on] Form 8-K filed July 29, [removed: 2013)] [added: 2013 (File No. 001-04119))] |

| 10 | | 2005 Stock Option and Award Plan (incorporated by reference to [added: Exhibit 10.1 to the Current Report on] Form 8-K filed May 17, [removed: 2005)] [added: 2005 (File No. 001-04119))] (#) |

| 10(i) | | [added: Amendment No. 1 to] 2005 Stock Option and Award [removed: Plan, Amendment No. 1] [added: Plan] (incorporated by reference to [added: Exhibit 10.2 to the Quarterly Report on] Form 10-Q for [added: the] quarter ended September 29, [removed: 2007)] [added: 2007 (File No. 001-04119))] (#) |

| 10(ii) | | 2010 Stock Option and Award Plan (incorporated by reference to [added: Exhibit 10.1 to the Quarterly Report on] Form 10-Q for [added: the] quarter ended July 3, [removed: 2010)] [added: 2010 (File No. 001-04119))] (#) |

| 10(iii) | | Nucor Corporation 2014 Omnibus Incentive Compensation Plan (incorporated by reference to Appendix A [removed: of] [added: to] the [added: Definitive] Proxy Statement on Schedule 14A filed March 25, [removed: 2014)] [added: 2014 (File No. 001-04119))] (#) |

| 10(iv) | | Form of Restricted Stock Unit Award Agreement—time-vested awards (incorporated by reference to [added: Exhibit 10(iv) to the Annual Report on] Form 10-K for [added: the] year ended December 31, [removed: 2005)] [added: 2005 (File No. 001-04119))] (#) |

| 10(v) | | Form of Restricted Stock Unit Award Agreement—retirement-vested awards (incorporated by reference to [added: Exhibit 10(v) to the Annual Report on] Form 10-K for [added: the] year ended December 31, [removed: 2005)] [added: 2005 (File No. 001-04119))] (#) |

| 10(vi) | | Form of Restricted Stock Unit Award Agreement for Non-Employee Directors (incorporated by reference to [added: Exhibit 10 to the Quarterly Report on] Form 10-Q for [added: the] quarter ended April 1, [removed: 2006)] [added: 2006 (File No. 001-04119))] (#) |

| 10(vii) | | Form of Award Agreement for Annual Stock Option Grants used for awards granted prior to May 8, 2014 (incorporated by reference to [added: Exhibit 10 to the Quarterly Report on] Form 10-Q for [added: the] quarter ended June 30, [removed: 2012)] [added: 2012 (File No. 001-04119))] (#) |

| 10(viii) | | Form of Award Agreement for Annual Stock Option Grants used for awards granted after May 7, 2014 (incorporated by reference to [added: Exhibit 10.1 to the Quarterly Report on] Form 10-Q for [added: the] quarter ended July 5, [removed: 2014)] [added: 2014 (File No. 001-04119))] (#) |

| [removed: 10(ix)] [added: 10(xiii)] | | Employment Agreement of James D. Frias (incorporated by reference to [added: Exhibit 10(xi) to the Annual Report on] Form 10-K for [added: the] year ended December 31, [removed: 2009)] [added: 2009 (File No. 001-04119))] (#) |

| [removed: 10(x)] [added: 10(ix)] | | Employment Agreement of John J. Ferriola (incorporated by reference to [added: Exhibit 10(vii) to the Annual Report on] Form 10-K for [added: the] year ended December 31, [removed: 2001)] [added: 2001 (File No. 001-04119))] (#) |

| [removed: 10(xi)] [added: 10(x)] | | Amendment to Employment Agreement of John J. Ferriola (incorporated by reference to [added: Exhibit 10(xix) to the Annual Report on] Form 10-K for [added: the] year ended December 31, [removed: 2007)] [added: 2007 (File No. 001-04119))] (#) |

| [removed: 10(xii)] [added: 10(xi)] | | Employment Agreement of Ladd R. Hall (incorporated by reference to [added: Exhibit 10 to the Quarterly Report on] Form 10-Q for [added: the] quarter ended September 29, [removed: 2007)] [added: 2007 (File No. 001-04119))] (#) |

| [removed: 10(xiii)] [added: 10(xii)] | | Employment Agreement of R. Joseph Stratman (incorporated by reference to [added: Exhibit 10.1 to the Quarterly Report on] Form 10-Q for [added: the] quarter ended September 29, [removed: 2007)] [added: 2007 (File No. 001-04119))] (#) |

| [removed: 10(xiv)] [added: 10(xv)] | | Employment Agreement of Keith B. Grass (incorporated by reference to [added: Exhibit 10(xix) to the Annual Report on] Form 10-K for the year ended December 31, [removed: 2011)] [added: 2011 (File No. 001-04119))] (#) |

| /S/ JOHN J. FERRIOLA | | | | /S/ HARVEY B. GANTT |

| /S/ JAMES D. FRIAS | | | | /S/ GREGORY J. HAYES |

| | | | | /S/ LAURETTE T. KOELLNER |

| | | | | Laurette T. Koellner Director |

February 26, 2016

| Year ended December 31, 2015 LIFO Reserve | | $ | 567,396 | | | $ | — | | | $ | (466,834 | ) | | $ | 100,562 | |

| | | |

| | | |

| 10(xxiii) | | Underwriting Agreement, dated July 24, 2013, among Nucor Corporation, Citigroup Global Markets Inc., J.P. Morgan Securities LLC and Merrill Lynch, Pierce, Fenner & Smith Incorporated (incorporated by reference to Form 8-K filed July 29, 2013) |

| /S/ JOHN J. FERRIOLA | | | | /S/ PETER C. BROWNING |

| /S/ JAMES D. FRIAS | | | | /S/ HARVEY B. GANTT |

| /S/ MICHAEL D. KELLER | | | | /S/ GREGORY J. HAYES |

| | | | | Victoria F. Haynes Director |

February 27, 2015

| Year ended December 31, 2012 LIFO Reserve | | $ | 763,176 | | | $ | — | | | $ | (155,936 | ) | | $ | 607,240 | |

| 10(xxv)† | | First Amendment to BJU Carry and Earning Agreement dated October 21, 2014, among Nucor Corporation, Nucor Energy Holdings Inc. and Encana Oil & Gas (USA) Inc. † |

| † | Certain portions of this exhibit have been omitted pursuant to a request for confidential treatment filed with Securities and Exchange Commission. |