Nucor (NUE) 10-K risk factor changes: FY2019 vs FY2018

The factors described below are some of the risks that could materially negatively affect our business, financial [removed: condition and] [added: condition,] results of [removed: operations.][added: operations and cash flows.]

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

The current global steelmaking capacity [added: significantly] exceeds the current global consumption of steel.

According to the [removed: Organisation for Economic Co-operation and Development,] [added: OECD,] global steel production overcapacity was approximately [removed: 600] [added: 485] million tons at the [removed: end] [added: halfway point] of [removed: 2017,] [added: 2019,] with [removed: nearly half] [added: a quarter of] that amount located in China.

The U.S. government is also negotiating new or renegotiating existing trade [removed: agreements,] [added: agreements with many countries, including China,] which provide another opportunity to address excess steelmaking capacity.

[removed: _Our] [added: Our] industry is cyclical and both recessions and prolonged periods of slow economic growth could have an adverse effect on our [removed: business._][added: business.]

General economic conditions in the United States and steel demand in this country are currently stronger than in many parts of the world, but challenges from global overcapacity in the steel industry and ongoing [removed: uncertainties] [added: uncertainties, both] in [added: the United States and in] other regions of the [removed: world] [added: world,] remain.

While we believe that the long-term prospects for the steel industry remain bright, we are unable to predict the duration of [removed: the] current economic conditions.

Future economic downturns or [removed: a] prolonged slow-growth or [added: a] stagnant economy could materially adversely affect our business, results of operations, financial condition and cash flows.

[removed: _Competition] [added: Competition] from other steel producers, imports or alternative materials may adversely affect our [removed: business._][added: business.]

We face strong competition from other steel producers and imports that compete with our products on [removed: price] [added: price, quality] and service.

The steel markets are highly competitive and a number of firms, domestic and foreign, participate in the [added: steel,] steel [added: products] and raw materials markets.

Depending on a variety of factors, including [removed: raw materials] [added: the] cost and [removed: availability,] [added: availability of raw materials,] energy, technology, labor and capital costs, [removed: government control of] currency exchange rates and government subsidies of foreign steel producers, our business may be materially adversely affected by competitive forces.

Since 2011, automobile producers have begun taking steps towards complying with new Corporate Average Fuel Economy [added: (“CAFE”)] mileage requirements for new cars and light trucks that they produce.

As automobile producers work to produce vehicles in compliance with these new standards, they may [added: seek to] reduce the amount of steel [added: they incorporate in their vehicles] or begin utilizing alternative materials in cars and light trucks to improve fuel economy, thereby reducing [added: their] demand for [removed: steel in North America.][added: steel.]

[removed: _The] [added: The] results of our operations are sensitive to volatility in steel prices and the cost of raw materials, particularly scrap [removed: steel._][added: steel.]

Although we have vertically integrated our business by constructing our DRI facilities in Trinidad and Louisiana and also acquiring [removed: DJJ,] [added: DJJ in 2008,] we still must purchase most of our primary raw material, steel scrap, from numerous other sources located throughout the United States.

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 scrap, scrap substitutes and iron ore demands of our global [removed: competitors.][added: competitors, as well as currency fluctuations.]

[added: At any given] time, we may be unable to obtain an adequate supply of these critical raw materials with price and other terms acceptable to us.

[removed: _Changes] [added: Changes] in the availability and cost of electricity and natural gas are subject to volatile market conditions that could adversely affect our [removed: business._][added: business.]

These market conditions often are affected by weather, [removed: political] [added: political, regulatory] and economic factors beyond our control, and we may be unable to raise the price of our products to cover increased energy costs.

[removed: _Our] [added: Our] steelmaking processes, our DRI processes, and the manufacturing processes of many of our suppliers, customers and competitors are energy intensive and generate carbon dioxide and other [removed: GHGs.][added: greenhouse gases (“GHGs”).]

The regulation of these GHGs through [added: significant] new rulemaking or legislation [removed: in an onerous form] could have a material adverse impact on our results of operations, financial condition and cash [removed: flows._][added: flows.]

As a carbon steel producer, Nucor could be increasingly affected both directly and indirectly if more stringent [added: domestic] GHG [removed: regulations are further implemented.]

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

However, because some generating facilities when faced with new regulations are idling facilities instead of converting to natural gas, the resulting reduction in capacity can [removed: and will create further pressure on] [added: lead to increased] electrical energy prices.

In [removed: 2018,] [added: 2019,] the EPA [removed: proposed the] [added: issued its] Affordable Clean Energy [removed: Rule] [added: (ACE) rule] to replace the promulgated Clean Power Plan that was driving many utilities to shutter coal fired power plants.

While the federal government [removed: appears to be moving] [added: has moved in recent years] to relax [removed: burdensome regulations,] some [added: regulations that can impact domestic energy costs, some] states are moving to enact their own regulations [removed: of] [added: to curtail] carbon and other GHG emissions.

If such regulations are enacted in states in which Nucor does business, it could [removed: negatively affect those operations.][added: increase our costs there.]

Numerous states, including California, Washington, Oregon and New York, are considering or have passed laws using Environmental Product Declarations [removed: (“EPD”)] [added: (“EPDs”)] to evaluate environmental impacts of products.

EPDs [removed: will be] [added: are now] required for certain materials including some steel [removed: products after January 1, 2020.][added: products.]

In addition to increased costs of production, we could also incur costs to defend and resolve legal claims and other litigation related to [removed: new air and water quality] [added: these] regulations and the alleged impact of our operations on the environment.

[removed: _Environmental] [added: *Environmental] compliance and remediation could result in substantially increased costs and materially adversely impact our competitive [removed: position._][added: position.*]

Nucor has implemented [removed: the] revised EPA rules and definitions around recycling and solid wastes.

[removed: Increased] [added: We have incurred increased] administrative and operational costs [removed: 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.

[removed: _We] [added: We] acquire businesses from time to time and we may encounter difficulties in integrating businesses we [removed: acquire._][added: acquire.]

[removed: _Our] [added: Our] operations are subject to business interruptions and casualty [removed: losses._][added: losses.]

While our insurance coverage could offset [added: a portion of the] losses relating to some of those types of events, our results of operations and cash flows could be adversely impacted to the extent [added: that] any such losses are not covered by our [removed: insurance.][added: insurance, or that there are significant delays in resolving our claims with our insurance providers.]

[removed: _We] [added: We] are subject to information technology and cyber security threats which could have an adverse effect on our business and results of [removed: operations._][added: operations.]

We utilize various information technology systems to efficiently address business functions ranging from the operation of our production equipment to administrative computation to the storage of data such as [added: intellectual property and proprietary business information.]

regulations are further implemented.

While this is expected to result in lower electric power costs in the United States, another change in regulatory approach due to political or other considerations could cause, either directly or indirectly an increase in the cost of energy, adversely impacting Nucor’s competitive position.

We may also contend with potential liability for stolen information, increased cybersecurity protection costs, litigation expense and increased insurance premiums.

There are inherent uncertainties in these estimates.

International efforts to reduce global steel production overcapacity, such as the G-20 Global Forum on Steel Excess Capacity, are

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ongoing.

At any given

However, there is a significant degree of uncertainty with respect to the results of this change in regulatory direction.

To the extent that these regulations cause either directly or indirectly an increase in the cost of energy, they could have an impact on Nucor’s competitive position.

Because some foreign steel producers are not subject to these same indirect and direct regulatory burdens and their associated cost increases, our products could be at a further competitive disadvantage.

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

intellectual property and proprietary business information.

| --- | --- |

The information required by this item is incorporated by reference to Nucor’s 2018 Annual Report to Stockholders, page 3 (Forward-Looking Statements) and pages 24 through 42.

[removed: _Interest] [added: Interest] Rate [removed: Risk_] [added: Risk] – Nucor manages interest rate risk by using a combination of variable-rate and fixed-rate debt.

At December 31, [removed: 2018,] [added: 2019,] approximately 24% 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: 2018,] [added: 2019,] there were no such contracts outstanding.

[removed: _Commodity] [added: Commodity] Price [removed: Risk_] [added: Risk] – In the ordinary course of business, Nucor is exposed to market risk for price fluctuations of raw materials and energy, principally scrap steel, other ferrous and nonferrous metals, alloys and natural gas.

DRI is particularly important for operational flexibility when demand for prime scrap increases due to increased domestic [added: steel] production.

Gains and losses from derivatives designated as hedges are deferred in accumulated other comprehensive loss, net of income taxes on the consolidated balance sheets and recognized [removed: into] [added: in net] earnings in the same period as the underlying physical transaction.

At December 31, [removed: 2018,] [added: 2019,] accumulated other comprehensive loss, net of income taxes included [removed: $6.5] [added: $14.0] 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 [added: the] derivative instruments outstanding at December 31, [removed: 2018,] [added: 2019,] due to an assumed 10% and 25% change in the market price of each of the indicated commodities (in thousands):

| [removed: Commodity Derivative] [added: Commodity Derivative] | | [removed: 10% Change] [added: 10% Change] | | | | [removed: 25% Change] [added: 25% Change] | | |

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

Open foreign currency derivative contracts at December 31, [removed: 2018] [added: 2019] and [removed: 2017] [added: 2018] were [removed: insignificant][added: insignificant.]

| Natural gas | | $ | 8,146 | | | $ | 20,360 | |

| Aluminum | | | 2,767 | | | | 6,918 | |

| Copper | | | 884 | | | | 2,411 | |

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For the year ended December 31, 2018, the volume of natural gas sold from our drilling operations was approximately 15% of the volume of natural gas purchased for consumption in our domestic steelmaking and DRI facilities.

| | | | | | | | | |

| Natural gas | | $ | 11,768 | | | $ | 29,420 | |

| Aluminum | | | 4,370 | | | | 10,905 | |

| Copper | | | 724 | | | | 1,770 | |

[removed: _Overview_][added: Overview]

Nucor [removed: Corporation] [added: Corporation, a Delaware corporation incorporated in 1958,] and its affiliates (“Nucor,” the “Company,” “we,” “us” or “our”) manufacture steel and steel products.

In [removed: 2018,] [added: 2019,] we recycled approximately [removed: 19.9] [added: 17.8] million gross tons of scrap steel.

[removed: _Capital] [added: Capital] Allocation [removed: Strategy_][added: Strategy]

The significant developments in Nucor’s business in recent years have [removed: aligned with] [added: been driven by] our capital allocation strategy.

Our highest capital allocation priority is to invest in our business for profitable long-term growth through our multi-pronged strategy of optimizing existing operations, [removed: acquisitions and] greenfield [removed: expansions.][added: expansions and acquisitions.]

Nucor has paid [removed: $1.45] [added: $1.46] billion in dividends to its stockholders during the past three years.

That dividend payout represents [removed: 28%] [added: 23%] of cash flows from operations during that three-year period.

The Company repurchased [removed: $854.0] [added: $298.5] million of its common stock in [removed: 2018 ($90.3] [added: 2019 ($854.0] million in [removed: 2017] [added: 2018] and [removed: $5.2] [added: $90.3] million in [removed: 2016).][added: 2017).]

[removed: _General] [added: General] Development of [removed: our] [added: Our] Business in Recent [removed: Years_][added: Years]

These investments [removed: total] [added: totaled] approximately [removed: $3.17] [added: $3.68] billion over the last three years, with approximately [removed: two-thirds] [added: 80%] going to capital expenditures and [removed: approximately one-third] [added: the remaining] going to acquisitions.

We believe that our focus on lowering costs [added: and diversifying our operations] will enable us to execute on our strategy of delivering profitable long-term growth.

Further, we believe shifting our product mix to a greater [removed: portion] [added: proportion] of value-added products and increasing [removed: end-user] [added: end-use] market diversity will make us less susceptible to imports.

[removed: Several new] [added: New] capital projects that align with our expansion of value-added product offerings and cost-reduction strategies [removed: are expected to be] [added: were] completed in 2019.

At our sheet mill located in Ghent, Kentucky, Nucor’s approximately [removed: $176] [added: $200] million investment in a new hot band galvanizing and pickling line [added: ramped up production in late 2019 and] is [removed: expected] [added: shipping products] to [removed: be operational in the first half of 2019.][added: customers.]

We believe the new galvanizing line [removed: will be] [added: is] the widest hot-rolled galvanizing line in North America with its 72-inch product, creating synergies with Nucor’s other sheet mills and allowing us to enter new automotive market segments.

Our Nucor Steel Arkansas facility [removed: is building] [added: built] an additional specialty cold mill [removed: at an estimated cost of $230] [added: for approximately $245] million that [removed: is expected to be operational] [added: began start up] in [removed: the first half of] 2019.

That cold mill facility [removed: will expand] [added: expands] our ability to produce advanced, high-strength low-alloy [added: steel] and motor lamination steel products.

We have several growth initiatives underway in our bar mill group [removed: with expected completion dates in 2019] that will [removed: capitalize on] [added: enhance] our position as a low-cost producer of bar.

[removed: Nucor is building a] [added: Nucor’s] rebar micro mill [removed: capable of producing approximately 350,000 tons annually] near Kansas City in Sedalia, Missouri [added: is capable of producing approximately 380,000 tons annually and was completed] at [removed: an estimated] [added: a] cost of [removed: $250] [added: approximately $245] million.

Nucor Steel Kankakee, Inc. is building a full-range merchant bar quality mill with approximately 500,000 tons of annual capacity at our existing mill in Bourbonnais, Illinois at an estimated cost of [removed: $180] [added: $185] million.

In March 2018, Nucor announced that it [removed: will] [added: would] build a second rebar micro mill capable of producing approximately [removed: 350,000] [added: 380,000] tons annually in Frostproof, Florida.

Similar to the mill [removed: under construction] in Sedalia, Missouri, we believe this new micro mill will benefit from the scrap supply in the immediate area provided by our existing DJJ [removed: operations.][added: operations as well as strong regional demand for its products.]

This approximately $240 million investment is expected to be operational in the [removed: first] [added: second] half of 2020.

In May 2018, Nucor announced an approximately [removed: $240] [added: $275] million investment to construct a new [added: 3rd generation flexible] galvanizing line with an annual capacity of approximately 500,000 tons at our Nucor Steel Arkansas facility.

This project complements the previously mentioned specialty cold mill [removed: project currently underway] [added: recently started up] at the facility and we believe it will accelerate our goal of increasing our automotive market share.

The new galvanizing line is expected to be operational in [removed: the first half of 2021.][added: mid-2021.]

In September 2018, Nucor announced an approximately $650 million investment to [added: modernize and] expand the production capability at its [added: Gallatin] flat-rolled sheet mill located in Ghent, Kentucky.

This expansion is expected to be completed in mid-2021 and complements the previously mentioned hot band galvanizing and pickling line that [removed: is currently under construction as part of our initiative to further grow our sheet business.][added: recently]

[removed: Most recently, in] [added: In] January 2019, Nucor announced plans to build a state-of-the-art plate [removed: mill] [added: mill, which will be based] in [added: Brandenburg, Kentucky on] the [removed: U.S. Midwest with an expected investment of $1.35 billion.][added: Ohio river.]

[removed: We] [added: With an expected investment of $1.70 billion, we] expect the mill to be completed in [added: late] 2022 and to be capable of producing approximately 1,200,000 tons per year of steel plate products.

Nucor’s steel products segment has also grown significantly in recent years through the acquisitions of the companies that make up our [removed: Nucor Tubular Products] [added: NTP] group.

[removed: Nucor Tubular Products] [added: NTP] consists of the [added: former] Independence Tube Corporation (acquired in October 2016), Southland Tube, Inc. (acquired in January 2017), Republic Conduit (acquired in January 2017), and the assets of Century Tube, LLC (acquired in December 2018).

[removed: Nucor Tubular Products] [added: NTP] is optimizing the teams and assets of the eight strategically located facilities to create leadership positions in the following markets: [removed: hollow structural section (“HSS”)] [added: HSS] steel tubing, piling, sprinkler pipe, steel electrical conduit, and mechanical tube for the automotive market.

The [removed: Nucor Tubular Products] [added: NTP] group provides Nucor with a [removed: new] line of value-added products to offer our customers and a [removed: value-added] [added: significant] channel to market as the businesses are consumers of Nucor’s hot-rolled and cold-rolled sheet steel.

[removed: In 2016, we announced the formation] [added: Nucor owns 50%] of [added: Nucor-JFE,] a joint venture [removed: (Nucor-JFE)] with JFE Steel Corporation of Japan [removed: in which Nucor will have 50% ownership in] [added: that operates] a [added: galvanized sheet steel] plant [removed: that is being built] in central Mexico [removed: to] [added: that will] supply [removed: galvanized sheet steel to] the [removed: growing Mexican] [added: country’s] automotive [removed: market.][added: market with an annual capacity of approximately 400,000 tons.]

The steel mills segment is Nucor’s largest segment, representing [removed: approximately 65%] [added: 62%] of the Company’s sales to external customers in the year ended December 31, [removed: 2018.][added: 2019.]

In the steel mills segment, Nucor produces sheet steel (hot-rolled, cold-rolled and galvanized), plate steel, structural steel (wide-flange beams, beam blanks, H-piling and sheet piling) and bar steel (blooms, billets, concrete reinforcing bar, merchant bar and [removed: SBQ).][added: engineered special bar quality \[“SBQ”\]).]

The steel mills segment also includes Nucor’s equity method investments in Duferdofin Nucor [removed: S.r.l., NuMit LLC and Nucor-JFE, as well as Nucor’s steel trading businesses and rebar distribution businesses.][added: S.r.l.]

In the steel products segment, Nucor produces [removed: HSS] [added: hollow structural section (“HSS”)] steel tubing, electrical conduit, steel joists and joist girders, steel deck, fabricated concrete reinforcing steel, cold finished steel, steel fasteners, metal building systems, steel grating and expanded metal, and wire and wire mesh.

We are a leading domestic provider for most of the products we supply, and, in many cases (e.g., structural steel, merchant bar steel, steel joist and deck, pre-engineered metal buildings, steel piling and cold finish bar steel), we are the leading supplier.

Steel mills segment

(“Duferdofin Nucor”), NuMit LLC (“NuMit”) and Nucor-JFE Steel Mexico, S. de R.L. de C.V. (“Nucor-JFE”), as well as international trading and distribution companies that buy and sell steel manufactured by the Company and other steel producers.

The steel mills segment sold approximately 18,585,000 tons to outside customers in 2019.

The following chart shows our outside steel shipments by end market:


| | • | *Bar mills* \- Nucor has 15 bar mills strategically located across the United States that manufacture a broad range of steel products, including concrete reinforcing bars, hot-rolled bars, rounds, light shapes, structural angles, channels, wire rod and highway products in carbon and alloy steels. Four of the bar mills have a significant focus on manufacturing SBQ and wire rod products. The newest mills in the group are our rebar micro mills in Sedalia, Missouri and Frostproof, Florida. The mill in Missouri will come online in early 2020, while the Florida mill is expected to come online in the fourth quarter of 2020. |

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

Steel produced by our bar mills has a wide usage serving end markets, including the agricultural, automotive, construction, energy, furniture, machinery, metal building, railroad, recreational equipment, shipbuilding, heavy truck and trailer market segments.

Considering Nucor’s production capabilities and the mix of bar products generally produced and marketed, the capacity of the bar mills is currently estimated at approximately 8,830,000 tons per year.

Reinforcing and merchant bar steel are sold in standard sizes and grades, which allows us to maintain inventory levels of these products to meet our customers’ expected orders.

| | • | *Sheet mills* - Nucor operates five strategically located sheet mills that utilize thin slab casters to produce flat-rolled steel for automotive, appliance, construction, pipe and tube and many other industrial and consumer applications. Nucor also has Castrip® sheet production facilities in Crawfordsville, Indiana and Blytheville, Arkansas. Considering Nucor’s production capabilities and the mix of flat-rolled products generally produced and marketed, the capacity of the sheet mills is estimated at approximately 12,100,000 tons per year. All of our sheet mills are equipped with galvanizing lines and four of them are equipped with cold rolling mills for the further processing of hot-rolled sheet. |

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

Contract sales within the steel mills segment are most notable in our sheet operations, as it is common for contract sales to account for the majority of sheet sales in a given year.

customers’ perceptions about future market conditions.

These sheet sales contracts are generally noncancellable agreements that incorporate monthly or quarterly price adjustments reflecting changes in the current market-based indices and/or raw material cost, and typically have terms ranging from six to 12 months.

| | • | *Structural mills* - Nucor operates two structural mills that produce wide-flange steel beams, pilings and heavy structural steel products for fabricators, construction companies, manufacturers and steel service centers. Nucor owns a 51% interest in Nucor-Yamato Steel Company (Limited Partnership) (“Nucor-Yamato”) located in Blytheville, Arkansas. Nucor-Yamato is the only North American producer of high-strength, low-alloy beams. Common applications for the high-strength, low-alloy beams include gravity columns for high-rise buildings, long span trusses for stadiums and convention centers, and for all projects where seismic design is a critical factor. Nucor also owns a steel beam mill in Berkeley County, South Carolina. Considering Nucor’s production capabilities and the mix of structural products generally produced and marketed, the capacity of the two structural mills is estimated at approximately 3,250,000 tons per year. Both mills use a special continuous casting method that produces a beam blank closer in shape to that of the finished beam than traditional methods. |

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

| | • | *Plate mills -* Nucor operates three plate mills that produce plate for manufacturers of barges, bridges, heavy equipment, rail cars, refinery tanks, ships, wind towers and other items. Our products are further used in the pipe and tube, pressure vessel, transportation and construction industries. Considering Nucor’s production capabilities and the mix of plate products generally produced and marketed, the capacity of the plate mills is estimated at approximately 2,925,000 tons per year. |

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

In January 2019, Nucor announced that it will build a state-of-the-art plate mill, to be located in Brandenburg, Kentucky.

Nucor Steel Brandenburg will be located on the Ohio River and well placed to serve the U.S. midwest, which is the largest plate-consuming area in the United States.

The new plate mill will enhance our ability to serve our customers and will produce cut-to-length, coiled, heat-treated and discrete plate in widths and thicknesses that are not currently offered by Nucor.

With an expected investment of $1.70 billion, the mill is expected to have an annual capacity of approximately 1,200,000 tons and is expected to be completed in 2022.

Plate steel products come in standard sizes and grades, which allows us to maintain inventory levels of these products to meet our customers’ expected orders.

| | • | *Steel joint ventures* - Nucor owns 50% interests in a North American sheet steel processing joint venture, an Italian steel mill joint venture and a galvanized sheet steel plant in Mexico. |

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

Nucor owns a 50% economic and voting interest in NuMit, a company that owns 100% of the equity interest in Steel Technologies LLC (“Steel Technologies”), an operator of 26 strategically located sheet processing facilities in the United States, Canada and Mexico.

Steel Technologies transforms flat-rolled steel into products that meet the exact specifications for customers in a wide range of industries, including the automotive, agricultural and consumer goods markets.

Nucor owns 50% of the stock of Duferdofin Nucor, which operates a melt shop and bloom/billet caster in Brescia, Italy, with an annual capacity of approximately 1,000,000 metric tons, including the capability to produce high-quality, value-added, semi-finished SBQ products.

Duferdofin Nucor announced plans to construct a new rolling mill in Brescia, Italy, which will be supplied by its existing nearby EAF.

The new mill will be designed to produce beams and other rolled products.

The plant will consume energy from renewable sources through a long-term Power Purchase Agreement.

With the new plant, the entire Duferdofin Nucor production system will produce over 1,000,000 tons of rolled products.

*Steel products segment*

These products are sold primarily for use in nonresidential construction applications.

| | • | *Tubular Products* – The Nucor Tubular Products (“NTP”) group has eight tubular facilities that are strategically located in close proximity to Nucor’s sheet mills as they are a consumer of hot-rolled coil. The NTP group produces HSS steel tubing, mechanical steel tubing, piling, sprinkler pipe, heat-treated tubing and electrical conduit. HSS steel tubing, mechanical steel tubing and sprinkler pipe are used in structural and mechanical applications, including nonresidential construction, infrastructure, agricultural, automotive and construction equipment end-use markets. Heat-treated tubing and electrical conduit are primarily used to protect and route electrical wiring in various nonresidential structures such as hospitals, schools, office buildings, hotels, stadiums and shopping malls. Total annual NTP capacity is approximately 1,365,000 tons. |

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

| | • | *Rebar fabrication* - Harris Steel (“Harris”) fabricates, installs and distributes rebar for a wide variety of construction work classified as infrastructure (e.g., highways, bridges, reservoirs, utilities and airports) and various building projects, including hospitals, schools, stadiums, commercial office building and multi-tenant residential construction. We sell and install fabricated reinforcing products primarily on a construction contract bid basis. |

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

Our second priority is to provide our stockholders with cash dividends that are consistent with our success in delivering long-term earnings growth.

Our third priority is to opportunistically repurchase shares of our common stock when our cash position is strong compared to growth investment opportunities.

In September 2018, Nucor’s Board of Directors approved a share repurchase program under which the Company is authorized to repurchase up to $2.0 billion of its common stock.

The Board of Directors also terminated any previously authorized repurchase programs.

As of December 31, 2018, approximately $1.5 billion remained available for share repurchases under the program.

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We expect startup of the new mill in late 2019.

We expect this project to be completed in late 2019.

Nucor is also updating the rolling mill at Nucor Steel Marion, Inc. The approximately $85 million modernization project is expected to be completed in mid-2019 and will allow us to reduce the mill’s operating costs and better serve customers in Ohio and the surrounding states.

Additionally, Nucor has recently announced several major investments that are also in the steel mills segment.

The group has been well received in all markets as demonstrated by growth in revenue and volume shipped.

The steel products segment has also experienced recent growth as well through the September 2017 acquisition of St. Louis Cold Drawn, Inc. (“St. Louis”) for approximately $60 million.

With a manufacturing location in St. Louis, Missouri and another location in Monterrey, Mexico, St. Louis is able to manufacture approximately 200,000 tons annually of cold drawn rounds, hexagons, squares and special sections to serve the U.S. and Mexican automotive and industrial markets.

The St. Louis acquisition also provides an additional channel to market for the special bar quality (“SBQ”) products that we produce at some of our bar mills.

Also within our steel products segment, we have recently acquired the assets of several businesses that will expand our

bar grating presence in the United States and provide us with joist and deck production capabilities in Eastern and Western Canada to better serve our customers in the Canadian markets.

The plant, which is expected to be operational in the second half of 2019, will have a total cost of approximately $300 million (50% of which provided by Nucor) and will have an annual capacity of approximately 400,000 tons.

_Segments_

_Principal Products Produced_

These sheet sales contracts permit price adjustments to reflect changes in the current market-based indices and/or raw material costs at or near the time of shipment.

These sheet sales contracts typically have terms ranging from six to 12 months.

Steel contract sales outside of our sheet operations are not significant.

The significant majority of our plate, structural, rebar, merchant bar and SBQ steel sales occur in the spot market at prevailing market prices.

One of Nucor’s strategies for growth is expanding the channels by which our steel mills’ products can reach end-use customers.

The percentage of shipments consumed internally increased from 16% in 2016 to 20% in 2018 due to some of the recent investments in our downstream business, such as the tubular products plants and St. Louis that consume steel produced by our steel mills.

In the steel products segment, we sell steel joists and joist girders, and steel deck to general contractors and fabricators located throughout the United States and Canada.

We sell and install fabricated reinforcing products primarily on a construction contract bid basis.

These products are used by contractors in constructing highways, bridges, reservoirs, utilities, hospitals, schools, airports, stadiums and high-rise buildings.

We manufacture cold finished steel, steel fasteners, steel grating, wire and wire mesh in standard sizes and maintain inventories of these products to fulfill anticipated orders.

We sell cold finished steel and steel fasteners primarily to distributors and manufacturers located throughout the United States and Canada.

In the raw materials segment, we process ferrous and nonferrous scrap metal for use in our steel mills and for sale to various domestic and international external customers.

We also broker ferrous and nonferrous metals and scrap substitutes, supply ferro-alloys and provide transportation, material handling and other services to users of scrap metals.

Also within the raw materials segment are our DRI plants in Trinidad and Louisiana that produce high quality iron inputs able to be used in our steel mills’ melting process and our natural gas production operations.

All natural gas produced by the drilling operations is and will be sold to outside parties.

Ninety percent of the decrease in imports took place after the tariffs were fully implemented on June 1, 2018.

The strong economy and lower imports generated 5 to 6 million tons in increased production for the U.S. steel industry this year.

The U.S. government is negotiating with several other countries to change the terms of our trading relationship with them.

Agreements have been reached with Brazil, Argentina and South Korea which exempted these countries from the steel tariffs in exchange for quotas limiting their exports of steel to the United States.

The United States also reached a new trade agreement with Canada and Mexico – the United States-Mexico-Canada Agreement – though the steel tariffs still apply to those two countries.

Trade negotiations are ongoing with China, the E.U. and Japan.

| --- | --- |

Nucor is from time to time a party to various lawsuits, claims and other legal proceedings that arise in the ordinary course of business.

With respect to all such lawsuits, claims and proceedings, we record reserves when it is probable a liability has been incurred and the amount of loss can be reasonably estimated.

We do not believe that any of these proceedings, individually or in the aggregate, would be expected to have a material adverse effect on our results of operations, financial position or cash flows.

Nucor maintains liability insurance with self-insurance limits for certain risks.

[removed: 10-K 1 d691427d10k.htm] FORM 10-K

[removed: ##### [Table] [added: Table] of [removed: Contents](#toc)][added: Contents]

[removed: UNITED STATES][added: UNITED STATES]

[removed: SECURITIES] [added: SECURITIES] AND EXCHANGE [removed: COMMISSION][added: COMMISSION]

[removed: Washington,] [added: Washington,] D.C. [removed: 20549][added: 20549]

[added: |] ☒ [removed: ANNUAL] [added: | ANNUAL] REPORT PURSUANT TO SECTION 13 OR 15(d) OF [removed: THE][added: THE SECURITIES EXCHANGE ACT OF 1934 |]

[removed: For] [added: For] the fiscal year ended December 31, [removed: 2018][added: 2019]

[added: |] ☐ [removed: TRANSITION] [added: | TRANSITION] REPORT PURSUANT TO SECTION 13 OR 15(d) OF [removed: THE][added: THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ________ to________ |]

[removed: Commission] [added: Commission] file number [removed: 1-4119][added: 1-4119]

[removed: NUCOR CORPORATION][added: NUCOR CORPORATION]

[removed: (Exact] [added: (Exact] name of registrant as specified in its [removed: charter)][added: charter)]

| [removed: (State] [added: (State] or other jurisdiction [removed: of incorporation] [added: of incorporation] or [removed: organization) |] [added: organization)] | [removed: (I.R.S.] [added: (I.R.S.] Employer Identification [removed: No.)] [added: No.)] |

| [removed: 1915] [added: 1915] Rexford Road, Charlotte, North [removed: Carolina |] [added: Carolina] | [removed: 28211] [added: 28211] |

| [removed: (Address] [added: (Address] of principal executive [removed: offices) |] [added: offices)] | [removed: (Zip Code)] [added: (Zip Code)] |

[removed: Registrant’s] [added: Registrant’s] telephone number, including area code: (704) [removed: 366-7000][added: 366-7000]

[removed: Securities] [added: Securities] registered pursuant to Section 12(b) of the [removed: Act:][added: Act:]

| [removed: Title] [added: Title] of each [removed: class] [added: class] | | [removed: Name] [added: Trading Symbol(s) | | Name] of each [removed: exchange on] [added: exchange on] which [removed: registered] [added: registered] |

| [removed: Common] [added: Common] stock, par value $0.40 per [removed: share] [added: share] | | [removed: New] [added: NUE | | New] York Stock [removed: Exchange] [added: Exchange] |

[removed: Securities] [added: Securities] registered pursuant to Section 12(g) of the [removed: Act:][added: Act:]

[removed: None][added: None]

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or [removed: Section] 15(d) of the Act.

Indicate by check mark whether the [removed: registrant] [added: registrant:] (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the [removed: registrant] [added: Registrant] was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T [added: (§232.405 of this chapter)] during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting [removed: company] [added: company,] or an emerging growth company.

See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting [removed: company”] [added: company,”] and “emerging growth company” in Rule 12b-2 of the Exchange Act.

| Large accelerated filer | | ☒ | | [removed: | |] Accelerated filer | | ☐ |

| Non-accelerated filer | | ☐ | | [removed: | |] Smaller reporting company | | ☐ |

| | | | | [removed: | |] Emerging growth company | | ☐ |

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the [added: Exchange] Act).

The aggregate market value of [added: the registrant’s] common stock held by non-affiliates was approximately [removed: $19.67] [added: $16.58] 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, June [removed: 30, 2018.][added: 29, 2019.]

[removed: Annual] [added: Annual] Report on Form [removed: 10-K][added: 10-K]

| [removed: PART I] [added: PART I] | | | | | | | | |

| | | [removed: Item 1.] [added: Item 1.] | | [removed: [Business](#toc691427_2)] [added: [Business](#ITEM_1_BUSINESS)] | | | [removed: 1] [added: 1] | |

| | | [removed: Item 1A.] [added: Item 1A.] | | [removed: [Risk Factors](#toc691427_3)] [added: [Risk Factors](#ITEM_1A_RISK_FACTORS)] | | | [removed: 8] [added: 12] | |

| | | [removed: Item 1B.] [added: Item 1B.] | | [removed: [Unresolved] [added: [Unresolved] Staff [removed: Comments](#toc691427_4)] [added: Comments](#ITEM_1B_UNRESOLVED_STAFF_COMMENTS)] | | | [removed: 13] [added: 17] | |

| | | [removed: Item 2.] [added: Item 2.] | | [removed: [Properties](#toc691427_5)] [added: [Properties](#ITEM_2_PROPERTIES)] | | | [removed: 14] [added: 18] | |

| | | [removed: Item 3.] [added: Item 3.] | | [removed: [Legal Proceedings](#toc691427_6)] [added: [Legal Proceedings](#ITEM_3_LEGAL_PROCEEDINGS)] | | | [removed: 15] [added: 19] | |

| | | [removed: Item 4.] [added: Item 4.] | | [removed: [Mine] [added: [Mine] Safety [removed: Disclosures](#toc691427_7)] [added: Disclosures](#ITEM_4_MINE_SAFETY_DISCLOSURES)] | | | [removed: 15] [added: 19] | |

| [removed: PART II] [added: PART II] | | | | | | | | |

| | | [removed: Item 5.] [added: Item 5.] | | [removed: [Market] [added: [Market] for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity [removed: Securities](#toc691427_10)] [added: Securities](#ITEM_5_MARKET_FOR_REGISTRANTS_COMMON_EQU)] | | | [removed: 17] [added: 21] | |

| --- | --- |

or

| --- | --- |

| Delaware | 13-1806817 |

| --- | --- |

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

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

| | | | | | | |

| | | | | | | |

The number of shares of the registrant’s common stock outstanding as of February 21, 2020 was 301,000,375.

Portions of the registrant’s definitive proxy statement to be filed with the Securities and Exchange Commission in connection with the registrant’s 2020 Annual Meeting of Stockholders are incorporated by reference in Part III of this report to the extent described herein.

For the Fiscal Year Ended December 31, 2019

| | | [Information About Our Executive Officers](#INFORMATION_ABOUT_OUR_EXECUTIVE_OFFICERS) | | | | | 19 | |

2018

FORM 10-K

SECURITIES EXCHANGE ACT OF 1934

OR

For the transition period from to

| | | |

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

| Delaware | | 13-1860817 |

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.

(Check one):

| | | | | | | | | |

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

305,381,583 shares of the registrant’s common stock were outstanding at February 22, 2019.

Documents incorporated by reference include: Portions of the registrant’s 2018 Annual Report to Stockholders (Parts I, II and IV), and portions of the registrant’s definitive Proxy Statement for its 2019 Annual Meeting of Stockholders (Part III) to be filed within 120 days after the registrant’s fiscal year end.

Table of Contents

| | | [Executive Officers of the Registrant](#toc691427_8) | | | | | 15 | |

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

| [removed: Location] [added: Location] | | [removed: Approximate] [added: Approximate] square footage of [removed: facilities] [added: facilities] | | | | [removed: Principal products] [added: Principal products] |

| Blytheville, Arkansas | | | [removed: 2,950,000] [added: 2,960,000] | | | Structural steel, sheet steel |

| Berkeley County, South Carolina | | | [removed: 2,310,000] [added: 2,360,000] | | | Flat-rolled steel, structural steel |

| Hickman, Arkansas | | | [removed: 2,120,000] [added: 2,130,000] | | | Flat-rolled steel |

| Crawfordsville, Indiana | | | [removed: 1,900,000] [added: 1,880,000] | | | Flat-rolled steel |

| Hertford County, North Carolina | | | [removed: 1,290,000] [added: 1,350,000] | | | Steel plate |

| Ghent, Kentucky | | | [removed: 640,000] [added: 970,000] | | | Flat-rolled steel |

| Kankakee, Illinois | | | [removed: 450,000] [added: 460,000] | | | Steel shapes |

| Brigham City, Utah | | | [removed: 730,000] [added: 970,000] | | | Joists, cold finished [removed: bar] [added: bar, building systems] |

| St. Joe, Indiana | | | [removed: 550,000] [added: 1,010,000] | | | Joists, [removed: deck] [added: deck, fastener] |

| Louisville, Kentucky | | | [removed: 430,000] [added: 440,000] | | | Steel tube |

In the steel products segment, we have [removed: approximately 79] [added: 81] operating facilities, excluding the [removed: 15] [added: locations] listed above, in 38 states with [removed: 32] [added: 31] operating facilities in Canada and two in Mexico.

[removed: In the raw materials segment,] DJJ has [removed: 68] [added: 80] operating facilities in [removed: 16] [added: 18] states along with multiple brokerage offices in the United States and certain other foreign [removed: locations.][added: locations]

[removed: A] [added: For our DRI facilities in Trinidad and Louisiana, a] significant portion of the [removed: DRI] production process occurs outdoors.

The Louisiana site has approximately [removed: 174.3] [added: 174.2] million square feet of owned land with buildings that total approximately 72,500 square feet.

The average utilization rates of all operating facilities in the steel mills, steel products and raw materials segments in [removed: 2018] [added: 2019] were approximately [removed: 91%, 71%] [added: 84%, 70%] and [removed: 72%] [added: 67%] of production capacity, respectively.

| Eufaula, Alabama | | | 360,000 | | | Building systems |

| Waterloo, Indiana | | | 330,000 | | | Building systems |

In the raw materials segment, we have 85 operating facilities in 20 states with one operating facility in Point Lisas, Trinidad.

| Item 3. | Legal Proceedings |

| --- | --- |

Nucor is from time to time a party to various lawsuits, claims and other legal proceedings that arise in the ordinary course of business.

With respect to all such lawsuits, claims and proceedings, we record reserves when it is probable a liability has been incurred and the amount of loss can be reasonably estimated.

We do not believe that any of these proceedings, individually or in the aggregate, would be expected to have a material adverse effect on our results of operations, financial position or cash flows.

Nucor maintains liability insurance with self-insurance limits for certain risks.

| Item 4. | Mine Safety Disclosures |

| --- | --- |

Not applicable.

Information About Our Executive Officers

The following is a description of the names and ages of the executive officers of the Company, indicating all positions and offices with the Company held by each such person and each person’s principal occupation or employment during the past five years.

Each executive officer of Nucor is elected by the Board of Directors and holds office from the date of election until thereafter removed by the Board.

Craig A.

Feldman (55), Executive Vice President of Raw Materials, was named EVP in April 2018.

He continues to serve as President of The David J.

Joseph Company (“DJJ”), a role he has held since 2013.

Mr. Feldman began his career as a Brokerage Representative for DJJ in 1986, subsequently serving as District Manager of DJJ’s Salt Lake City brokerage office, Commercial Vice President at DJJ’s subsidiary, Western Metals Recycling (“WMR”), and President of WMR.

Mr. Feldman served on the operational staff of DJJ’s then-owner in the Netherlands from 2005 until his 2007 appointment as DJJ’s Executive Vice President, Recycling Operations.

Mr. Feldman became a Vice President and General Manager of Nucor when DJJ was acquired by Nucor in 2008.

James D.

Frias (63), has been Chief Financial Officer, Treasurer and Executive Vice President since 2010.

Prior to that, Mr. Frias was Vice President of Finance from 2006 to 2009.

Mr. Frias joined Nucor in 1991 as Controller of Nucor Building Systems-Indiana.

He also served as Controller of Nucor Steel-Indiana and as Corporate Controller.

Mr. Frias joined the board of directors of Carlisle Companies Incorporated in 2015.

Ladd R.

Hall (63), Executive Vice President of Flat-Rolled Products, was named EVP in 2007, having previously served as Vice President of Nucor since 1994.

He began his Nucor career in Inside Sales at Nucor Steel-Utah in 1981.

He later served as Sales Manager of Vulcraft-Utah, and General Manager of Vulcraft-Texas, Vulcraft-Utah, Nucor Steel-South Carolina and Nucor Steel-Berkeley County.

Raymond S.

Napolitan, Jr. (62), Executive Vice President of Engineered Bar Products and Digital, was named EVP in 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.

He was elected Vice

President of Nucor in 2007.

Mr. Napolitan began his Nucor career in 1996 as Engineering Manager of Nucor Building Systems-Indiana, and later served as General Manager of Nucor Building Systems-Texas.

MaryEmily Slate (55), Executive Vice President of Plate, Structural and Tubular Products, was named EVP in May 2019.

Ms. Slate began her career with Nucor in 2000 as a District Sales Manager at Nucor Steel Arkansas.

She later served as Sales Manager at Nucor Steel Decatur, LLC and then as Cold Mill Manager.

| | | | | | | |

| St. Joe, Indiana | | | 460,000 | | | Fasteners |

| Cedar Springs, Georgia | | | 130,000 | | | Steel tube |

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

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

Our share repurchase program activity for each of the three months and the quarter ended December 31, [removed: 2018] [added: 2019] was as follows (in thousands, except per share amounts):

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

| For the Quarter Ended December 31, [removed: 2018] [added: 2019] | | | [removed: 8,350] [added: 1,850] | | | | | | | | [removed: 8,350] [added: 1,850] | | | | | |

| (2) | On September 6, 2018, the Company announced that the Board of Directors had approved a [added: new] share repurchase program under which the Company is authorized to repurchase up to $2.0 billion of the Company’s common [removed: stock. This] [added: stock and terminated any previously authorized] share repurchase [removed: authorization] [added: programs. The share repurchase program] is discretionary and has no expiration date. [removed: The Board of Directors also terminated any previously authorized share repurchase programs.] |

Nucor paid a total dividend of [removed: $1.52] [added: $1.60] per share in [removed: 2018] [added: 2019] compared with [removed: $1.51] [added: $1.52] per share in [removed: 2017.][added: 2018.]

In [removed: November 2018,] [added: December 2019,] the Board of Directors increased the base quarterly cash dividend on Nucor’s common stock to [removed: $0.40] [added: $0.4025] per share from [removed: $0.38] [added: $0.40] per share.

In February [removed: 2019,] [added: 2020,] the Board of Directors also declared Nucor’s [removed: 184th] [added: 188th] consecutive quarterly cash dividend of [removed: $0.40] [added: $0.4025] per share payable on May [removed: 10, 2019] [added: 11, 2020] to stockholders of record on March [removed: 29, 2019.][added: 31, 2020.]

Our common stock is listed and traded on the New York Stock Exchange under the symbol “NUE.” As of January 31, 2020, there were approximately 14,000 stockholders of record of our common stock.

| September 29, 2019—October 26, 2019 | | | — | | | $ | — | | | | — | | | $ | 1,299,886 | |

| October 27, 2019—November 23, 2019 | | | 1,850 | | | | 54.61 | | | | 1,850 | | | | 1,198,858 | |

| November 24, 2019—December 31, 2019 | | | — | | | | — | | | | — | | | | 1,198,858 | |

See Note 17 to the Company’s consolidated financial statements for a discussion regarding securities authorized for issuance under stock-based compensation plans.

Stock Performance

This graphic comparison assumes the investment of $100 in each of Nucor common stock, the S&P 500 Index and the S&P 1500 Steel Group Index, all at year-end 2014.

The resulting cumulative total return assumes that cash dividends were reinvested.

Nucor common stock comprised 35% of the S&P 1500 Steel Group Index at year-end 2019 and year-end 2014.


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

| September 30, 2018—October 27, 2018 | | | 2,350 | | | $ | 57.61 | | | | 2,350 | | | $ | 1,864,618 | |

| October 28, 2018—November 24, 2018 | | | 6,000 | | | | 61.20 | | | | 6,000 | | | | 1,497,394 | |

| November 25, 2018—December 31, 2018 | | | — | | | | — | | | | — | | | | 1,497,394 | |

Additional information regarding the market for Nucor’s common stock and the number of stockholders is incorporated by reference to Nucor’s 2018 Annual Report to Stockholders, page 86.

Additional information regarding securities authorized for issuance under stock-based compensation plans is incorporated by reference to Nucor’s 2018 Annual Report to Stockholders, pages 68 through 71.

The table below sets forth certain selected financial data concerning the Company for the five fiscal years ended December 31, 2019.

The data is derived from the consolidated financial statements of the Company.

See “Item 7.

Management’s Discussion and Analysis of Financial Condition and Results of Operations” and the accompanying notes to the consolidated financial statements for additional information.

| | | 2019 | | | | 2018 | | | | 2017 | | | | 2016 | | | | 2015 | | |

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

| (dollar and share amounts in thousands, except per share data) | | | | | | | | | | | | | | | | | | | | |

| FOR THE YEAR | | | | | | | | | | | | | | | | | | | | |

| Net sales | | $ | 22,588,858 | | | $ | 25,067,279 | | | $ | 20,252,393 | | | $ | 16,208,122 | | | $ | 16,439,276 | |

| Costs, expenses and other: | | | | | | | | | | | | | | | | | | | | |

| Cost of products sold | | | 19,909,773 | | | | 20,771,871 | | | | 17,682,986 | | | | 14,182,215 | | | | 15,325,386 | |

| Marketing, administrative and other expenses | | | 711,248 | | | | 860,722 | | | | 687,531 | | | | 596,761 | | | | 458,989 | |

| Equity in earnings of unconsolidated affiliates | | | (3,311 | ) | | | (40,240 | ) | | | (41,661 | ) | | | (38,757 | ) | | | (5,329 | ) |

| Impairment of assets | | | 66,916 | | | | 110,000 | | | | — | | | | — | | | | 244,833 | |

| Interest expense, net | | | 121,425 | | | | 135,535 | | | | 173,580 | | | | 169,244 | | | | 173,531 | |

| | | | 20,806,051 | | | | 21,837,888 | | | | 18,502,436 | | | | 14,909,463 | | | | 16,197,410 | |

| Earnings before income taxes and noncontrolling interests | | | 1,782,807 | | | | 3,229,391 | | | | 1,749,957 | | | | 1,298,659 | | | | 241,866 | |

| Provision for income taxes | | | 411,897 | | | | 748,307 | | | | 369,386 | | | | 398,243 | | | | 48,836 | |

| Net earnings | | | 1,370,910 | | | | 2,481,084 | | | | 1,380,571 | | | | 900,416 | | | | 193,030 | |

| Earnings attributable to noncontrolling interests | | | 99,767 | | | | 120,317 | | | | 61,883 | | | | 104,145 | | | | 112,306 | |

| Net earnings attributable to Nucor stockholders | | | 1,271,143 | | | | 2,360,767 | | | | 1,318,688 | | | | 796,271 | | | | 80,724 | |

| Net earnings per share: | | | | | | | | | | | | | | | | | | | | |

| Basic | | | 4.14 | | | | 7.44 | | | | 4.11 | | | | 2.48 | | | | 0.25 | |

| Diluted | | | 4.14 | | | | 7.42 | | | | 4.10 | | | | 2.48 | | | | 0.25 | |

| Dividends declared per share | | | 1.6025 | | | | 1.5400 | | | | 1.5125 | | | | 1.5025 | | | | 1.4925 | |

| Percentage of net earnings to net sales | | | 5.6 | % | | | 9.4 | % | | | 6.5 | % | | | 4.9 | % | | | 0.5 | % |

| Return on average stockholders’ equity | | | 12.6 | % | | | 25.5 | % | | | 15.9 | % | | | 10.4 | % | | | 1.0 | % |

| Cash provided by operating activities | | | 2,809,413 | | | | 2,393,952 | | | | 1,055,338 | | | | 1,750,001 | | | | 2,168,761 | |

| Capital expenditures | | | 1,512,070 | | | | 997,256 | | | | 507,074 | | | | 617,677 | | | | 364,768 | |

| Acquisitions (net of cash acquired) | | | 83,106 | | | | 33,063 | | | | 544,041 | | | | 474,788 | | | | 19,089 | |

| Depreciation | | | 648,911 | | | | 630,879 | | | | 635,833 | | | | 613,192 | | | | 625,757 | |

| Sales per average employee | | | 849 | | | | 986 | | | | 820 | | | | 690 | | | | 690 | |

| AT YEAR END | | | | | | | | | | | | | | | | | | | | |

| Current assets | | $ | 8,226,370 | | | $ | 8,636,265 | | | $ | 6,824,420 | | | $ | 6,506,393 | | | $ | 5,854,405 | |

| Current liabilities | | | 2,463,774 | | | | 2,806,300 | | | | 2,824,764 | | | | 2,389,966 | | | | 1,385,173 | |

| Working capital | | | 5,762,596 | | | | 5,829,965 | | | | 3,999,656 | | | | 4,116,427 | | | | 4,469,232 | |

| Current ratio | | | 3.3 | | | | 3.1 | | | | 2.4 | | | | 2.7 | | | | 4.2 | |

| Property, plant and equipment, net | | | 6,178,555 | | | | 5,334,748 | | | | 5,093,147 | | | | 5,078,650 | | | | 4,891,153 | |

| Total assets | | | 18,344,666 | | | | 17,920,588 | | | | 15,841,258 | | | | 15,223,518 | | | | 14,326,969 | |

| Long-term debt (including current maturities) (1) | | | 4,320,565 | | | | 4,233,276 | | | | 3,742,242 | | | | 4,339,141 | | | | 4,337,145 | |

Historical financial information is incorporated by reference to Nucor’s 2018 Annual Report to Stockholders, page 46.

Index to Financial Statements

| | | | | | | | | |

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

| | | | | | | | | |

| | | | | | | | | |

| | | | | [Management’s Report on Internal Control Over Financial Reporting](#MANAGEMENTS_REPORT_ON_INTERNAL_CONTROL) | | | 42 | |

| | | | | | | | | |

| | | | | [Report of Independent Registered Public Accounting Firm](#REPORT_OF_INDEPENDENT_AUDITORS) | | | 43 | |

| | | | | | | | | |

| | | | | [Consolidated Balance Sheets](#CONSOLIDATED_BALANCE_SHEETS) | | | 46 | |

| | | | | | | | | |

| | | | | [Consolidated Statements of Earnings](#CONSOLIDATED_STATEMENTS_OF_EARNINGS) | | | 47 | |

| | | | | | | | | |

| | | | | [Consolidated Statements of Comprehensive Income](#CONSOLIDATED_STATEMENTS_COMPREHENSIVE_IN) | | | 48 | |

| | | | | | | | | |

| | | | | [Consolidated Statements of Stockholders’ Equity](#CONSOLIDATED_STATEMENTS_STOCKHOLDERS_EQU) | | | 49 | |

| | | | | | | | | |

| | | | | [Consolidated Statements of Cash Flows](#CONSOLIDATED_STATEMENTS_CASH_FLOWS) | | | 50 | |

| | | | | | | | | |

| | | | | [Notes to Consolidated Financial Statements](#NOTES_TO_CONSOLIDATED_FINANCIAL_STATEMEN) | | | 51 | |

MANAGEMENT’S REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING

Nucor’s management is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Securities Exchange Act of 1934, as amended.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements.

Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Management assessed the effectiveness of Nucor’s internal control over financial reporting as of December 31, 2019.

In making this assessment, management used criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in Internal Control – Integrated Framework (2013).

Based on its assessment, management concluded that Nucor’s internal control over financial reporting was effective as of December 31, 2019.

PricewaterhouseCoopers LLP, an independent registered public accounting firm, has audited the effectiveness of Nucor’s internal control over financial reporting as of December 31, 2019 as stated in their report which is included herein.

Report of Independent Registered Public Accounting Firm

To the Stockholders and Board of Directors of Nucor Corporation:

Opinions on the Financial Statements and Internal Control over Financial Reporting

We have audited the accompanying consolidated balance sheets of Nucor Corporation and its subsidiaries (the “Company”) as of December 31, 2019 and 2018, and the related consolidated statements of earnings, comprehensive income, stockholders’ equity and cash flows for each of the three years in the period ended December 31, 2019, including the related notes (collectively referred to as the “consolidated financial statements”).

We also have audited the Company's internal control over financial reporting as of December 31, 2019, based on criteria established in *Internal Control - Integrated Framework* (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, 2019 and 2018, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2019 in conformity with accounting principles generally accepted in the United States of America.

Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2019, based on criteria established in *Internal Control - Integrated Framework* (2013) issued by the COSO.

Basis for Opinions

The Company's management is responsible for these consolidated financial statements, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management’s Report on Internal Control over Financial Reporting.

Our responsibility is to express opinions on the Company’s consolidated financial statements and on the Company's internal control over financial reporting based on our audits.

We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB.

The information required by this item is incorporated by reference to Nucor’s 2018 Annual Report to Stockholders, pages 47 through 82.

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

[removed: _Evaluation] [added: Evaluation] of Disclosure Controls and Procedures [removed: –_] [added: –] As of the end of the period covered by this report, the Company carried out an evaluation, under the supervision and with the participation of the Company’s management, including the Company’s Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of the Company’s disclosure controls and procedures.

[removed: _Changes] [added: Changes] in Internal Control Over Financial Reporting [removed: –_] [added: –] There were no changes in our internal control over financial reporting during the quarter ended December 31, [removed: 2018] [added: 2019] that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

[removed: _Report] [added: Report] on Internal Control Over Financial Reporting [removed: –_] [added: –] 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: 2018] [added: 2019] are [removed: incorporated by reference to Nucor’s 2018 Annual Report to Stockholders, pages 47 through 49.][added: included in “Item 8.]

Financial Statements and Supplementary Data,” and incorporated herein by reference.

[removed: PART III][added: PART III]

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

The information required by this item with respect to Nucor’s executive officers appears in Part I of this report under the heading [removed: _Executive Officers of the Registrant_.][added: “*Information About Our Executive Officers”* and is incorporated herein by reference.]

The other information required by this item is incorporated [added: herein] by reference [removed: to] [added: from] Nucor’s definitive [removed: Proxy Statement] [added: proxy statement] for our [removed: 2019] [added: 2020] Annual Meeting of Stockholders (the “Proxy Statement”) under the headings [removed: _Election] [added: *Election] of Directors; Information Concerning Experience, Qualifications, Attributes and Skills of the [removed: Nominees;_ _Section_ _16(a) Beneficial Ownership Reporting Compliance;_] [added: Nominees;*] and [removed: _Corporate] [added: *Corporate] Governance and Board of [removed: Directors_.][added: Directors*.]

The Code of Ethics is available on our website, [removed: www.nucor.com.][added: *www.nucor.com*.]

We will disclose information pertaining to any amendment to, or waiver from, the provisions of the Code of Ethics that apply to our principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions and that relate to any element of the Code of Ethics enumerated in the SEC rules and regulations by posting this information on our website, [removed: www.nucor.com.][added: *www.nucor.com.* The information contained on our website or available by hyperlink from our website is not a part of this report and is not incorporated into this report or any other documents we file with, or furnish to, the SEC.]

The information contained on our website or available by hyperlink from our website is not a part of this report and is not incorporated into this report or any other documents we file with, or furnish to, the SEC.

The information required by this item is incorporated [added: herein] by reference [removed: to] [added: from] the Proxy Statement under the headings [removed: _Executive] [added: *Executive] Officer Compensation; Director [removed: Compensation;_ _Report] [added: Compensation;* *Report] of the Compensation [removed: and_ _Executive] [added: and* *Executive] Development [removed: Committee_;] [added: Committee*;] and [removed: _Board’s] [added: *Board’s] Role in Risk [removed: Oversight_.][added: Oversight*.]

The information required by this item is incorporated [added: herein] by reference [removed: to] [added: from] the Proxy Statement under the headings [removed: _Security] [added: *Security] Ownership of Management and Certain Beneficial [removed: Owners_] [added: Owners*] and [removed: _Equity] [added: *Equity] Compensation Plan [removed: Information._][added: Information.*]

The information required by this item is incorporated [added: herein] by reference [removed: to] [added: from] the Proxy Statement under the heading [removed: _Corporate] [added: *Corporate] Governance and Board of [removed: Directors_.][added: Directors*.]

The information required by this item is incorporated [added: herein] by reference [removed: to] [added: from] the Proxy Statement under the heading [removed: _Fees] [added: *Fees] Paid to Independent Registered Public Accounting [removed: Firm_.][added: Firm*.]

[removed: PART IV][added: PART IV]

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

[removed: Financial Statements:][added: Financial Statements:]

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 [removed: incorporated by reference to Nucor’s 2018 Annual Report to Stockholders, pages 47 through 82:][added: included in “Item 8.]

| | • | [removed: |] Management’s Report on Internal Control Over Financial Reporting |

| | • | [removed: |] Report of Independent Registered Public Accounting Firm |

| | • | [removed: |] Consolidated Balance Sheets—December 31, [removed: 2018] [added: 2019] and [removed: 2017] [added: 2018] |

| | • | [removed: |] Consolidated Statements of Earnings—Years Ended December 31, [removed: 2018, 2017] [added: 2019, 2018] and [removed: 2016] [added: 2017] |

| | • | [removed: |] Consolidated Statements of Comprehensive [removed: Income – Years] [added: Income—Years] Ended December 31, [removed: 2018, 2017] [added: 2019, 2018] and [removed: 2016] [added: 2017] |

| | • | [removed: |] Consolidated Statements of Stockholders’ Equity—Years Ended December 31, [removed: 2018, 2017] [added: 2019, 2018] and [removed: 2016] [added: 2017] |

| | • | [removed: |] Consolidated Statements of Cash Flows—Years Ended December 31, [removed: 2018, 2017] [added: 2019, 2018] and [removed: 2016] [added: 2017] |

| | • | [removed: |] Notes to Consolidated Financial Statements |

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

| [removed: 4] [added: 4(i)] | | [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 Exhibit 4.1 to the Registration Statement on Form S-4 filed December 13, 2002 (File No. 333-101852))](http://www.sec.gov/Archives/edgar/data/73309/000095016802003754/dex41.txt) |

| [removed: 4(i)] [added: 4(ii)] | | [Indenture, dated as of August 19, 2014, between Nucor Corporation and U.S. Bank National Association, as trustee (incorporated by reference to Exhibit 4.3 to the Registration Statement on Form S-3 filed August 20, 2014 (File No. 333-198263))](http://www.sec.gov/Archives/edgar/data/73309/000119312514315854/d776547dex43.htm) |

| [removed: 4(ii)] [added: 4(iii)] | | [Third Supplemental Indenture, dated 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 Exhibit 4.1 to the Current Report on Form 8-K filed December 4, 2007 (File No. 001-04119))](http://www.sec.gov/Archives/edgar/data/73309/000119312507258585/dex41.htm) |

| [removed: 4(iii)] [added: 4(iv)] | | [Fifth Supplemental Indenture, dated as of September 21, 2010, between Nucor Corporation and The Bank of New York Mellon, as trustee (incorporated by reference to Exhibit 4.1 to the Current Report on Form 8-K filed September 21, 2010 (File No. 001-04119))](http://www.sec.gov/Archives/edgar/data/73309/000119312510213580/dex41.htm) |

| [removed: 4(iv)] [added: 4(v)] | | [Sixth Supplemental Indenture, dated as of July 29, 2013, between Nucor Corporation and U.S. Bank National Association, as successor trustee (incorporated by reference to Exhibit 4.1 to the Current Report on Form 8-K filed July 29, 2013 (File No. 001-04119))](http://www.sec.gov/Archives/edgar/data/73309/000119312513307016/d574385dex41.htm) |

| [removed: 4(v)] [added: 4(vi)] | | [Seventh Supplemental Indenture, dated as of December 10, 2014, among Nucor Corporation, The Bank of New York Mellon, as prior trustee, and U.S. Bank National Association, as successor trustee (incorporated by reference to Exhibit 4.1 to the Current Report on Form 8-K filed December 11, 2014 (File No. 001-04119))](http://www.sec.gov/Archives/edgar/data/73309/000119312514440015/d836734dex41.htm) |

| [removed: 4(vi)] [added: 4(vii)] | | [First Supplemental Indenture, dated as of April 26, 2018, between Nucor Corporation and U.S. Bank National Association, as trustee (incorporated by reference to Exhibit 4.1 to the Current Report on Form 8-K filed April 26, 2018 (File No. 001-04119))](http://www.sec.gov/Archives/edgar/data/73309/000119312518135232/d557654dex41.htm) |

| [removed: 4(vii)] [added: 4(viii)] | | [Form of 6.400% Notes due December 2037 (included in Exhibit [removed: 4(ii)] [added: 4(iii)] above) (incorporated by reference to Exhibit 4.4 to the Current Report on Form 8-K filed December 4, 2007 (File No. 001-04119))](http://www.sec.gov/Archives/edgar/data/73309/000119312507258585/dex41.htm) |

| [removed: 4(viii)] [added: 4(ix)] | | [Form of 4.125% Notes due September 2022 (included in Exhibit [removed: 4(iii)] [added: 4(iv)] above) (incorporated by reference to Exhibit 4.2 to the Current Report on Form 8-K filed September 21, 2010 (File No. [removed: 001-04119))](http://www.sec.gov/Archives/edgar/data/73309/000114420408033340/v116339_ex4-2.htm)] [added: 001-04119))](http://www.sec.gov/Archives/edgar/data/73309/000119312510213580/dex41.htm)] |

| [removed: 4(ix)] [added: 4(x)] | | [Form of 4.000% Notes due August 2023 (included in Exhibit [removed: 4(iv)] [added: 4(v)] above) (incorporated by reference to Exhibit 4.2 to the Current Report on Form 8-K filed July 29, 2013 (File No. 001-04119))](http://www.sec.gov/Archives/edgar/data/73309/000119312513307016/d574385dex41.htm) |

| [removed: 4(x)] [added: 4(xi)] | | [Form of 5.200% Notes due August 2043 (included in Exhibit [removed: 4(iv)] [added: 4(v)] above) (incorporated by reference to Exhibit 4.3 to the Current Report on Form 8-K filed July 29, 2013 (File No. 001-04119))](http://www.sec.gov/Archives/edgar/data/73309/000119312513307016/d574385dex41.htm) |

| [removed: 4(xi)] [added: 4(xii)] | | [Form of 3.950% Notes due May 2028 (included in Exhibit [removed: 4(vi)] [added: 4(vii)] above) (incorporated by reference to Exhibit 4.2 to the Current Report on Form 8-K filed April 26, 2018 (File No. 001-04119))](http://www.sec.gov/Archives/edgar/data/73309/000119312518135232/d557654dex41.htm) |

| [removed: 4(xii)] [added: 4(xiii)] | | [Form of 4.400% Notes due May 2048 (included in Exhibit [removed: 4(vi)] [added: 4(vii)] above) (incorporated by reference to Exhibit 4.3 to the Current Report on Form 8-K filed April 26, 2018 (File No. 001-04119))](http://www.sec.gov/Archives/edgar/data/73309/000119312518135232/d557654dex41.htm) |

| 10(iii) | | [2014 Omnibus Incentive Compensation Plan (incorporated by reference to Appendix A to the Definitive Proxy Statement on Schedule 14A filed March 25, 2014 (File No. 001-04119)) [removed: (#)](http://www.sec.gov/Archives/edgar/data/73309/000119312514114117/d648536ddef14a.htm)] [added: (#)](http://www.sec.gov/Archives/edgar/data/73309/000119312514114117/d648536ddef14a.htm#toc648536_24)] |

| [removed: 10(v)] [added: 10(vi)] | | [Senior Officers Long-Term Incentive Plan (Supplement to 2014 Omnibus Incentive Compensation Plan) for awards granted after December 31, 2017 (incorporated by reference to Exhibit 10(v) to the Annual Report on Form 10-K for the year ended December 31, 2017 (File No. 001-04119)) (#)](http://www.sec.gov/Archives/edgar/data/73309/000119312518064018/d441208dex10v.htm) |

| [removed: 10(vi)] [added: 10(viii)] | | [Senior Officers Annual Incentive Plan, as amended and restated effective January 1, 2013, for awards granted prior to January 1, 2018 (incorporated by reference to Appendix A to the Definitive Proxy Statement on Schedule 14A filed March 27, 2013 (File No. 001-04119)) [removed: (#)](http://www.sec.gov/Archives/edgar/data/73309/000119312513128184/d467131ddef14a.htm)] [added: (#)](http://www.sec.gov/Archives/edgar/data/73309/000119312513128184/d467131ddef14a.htm#toc467131_25)] |

| [removed: 10(vii)] [added: 10(ix)] | | [Senior Officers Long-Term Incentive Plan, as amended and restated effective January 1, 2013, for awards granted prior to January 1, 2018 (incorporated by reference to Appendix B to the Definitive Proxy Statement on Schedule 14A filed March 27, 2013 (File No. 001-04119)) [removed: (#)](http://www.sec.gov/Archives/edgar/data/73309/000119312513128184/d467131ddef14a.htm)] [added: (#)](http://www.sec.gov/Archives/edgar/data/73309/000119312513128184/d467131ddef14a.htm#toc467131_26)] |

| [removed: 10(viii)] [added: 10(x)] | | [Form of Restricted Stock Unit Award Agreement – time-vested awards (incorporated by reference to Exhibit 10(iv) to the Annual Report on Form 10-K for the year ended December 31, 2005 (File No. 001-04119)) (#)](http://www.sec.gov/Archives/edgar/data/73309/000119312506047010/dex10iv.htm) |

| [removed: 10(ix)] [added: 10(xi)] | | [Form of Restricted Stock Unit Award Agreement – retirement-vested awards (incorporated by reference to Exhibit 10(v) to the Annual Report on Form 10-K for the year ended December 31, 2005 (File No. 001-04119)) (#)](http://www.sec.gov/Archives/edgar/data/73309/000119312506047010/dex10v.htm) |

| [removed: 10(x)] [added: 10(xii)] | | [Form of Restricted Stock Unit Award Agreement for Non-Employee Directors (incorporated by reference to Exhibit 10 to the Quarterly Report on Form 10-Q for the quarter ended April 1, 2006 (File No. 001-04119)) (#)](http://www.sec.gov/Archives/edgar/data/73309/000119312506100013/dex10.htm) |

| [removed: 10(xi)] [added: 10(xiii)] | | [Form of Award Agreement for Annual Stock Option Grants used for awards granted prior to May 8, 2014 (incorporated by reference to Exhibit 10 to the Quarterly Report on Form 10-Q for the quarter ended June 30, 2012 (File No. 001-04119)) (#)](http://www.sec.gov/Archives/edgar/data/73309/000119312512343602/d375370dex10.htm) |

| [removed: 10(xii)] [added: 10(xiv)] | | [Form of Award Agreement for Annual Stock Option Grants used for awards granted after May 7, 2014 (incorporated by reference to Exhibit 10.1 to the Quarterly Report on Form 10-Q for the quarter ended July 5, 2014 (File No. 001-04119)) (#)](http://www.sec.gov/Archives/edgar/data/73309/000119312514307878/d732444dex101.htm) |

| [removed: 10(xiii)] [added: 10(xv)] | | [Employment Agreement of John J. Ferriola (incorporated by reference to Exhibit 10(vii) to the Annual Report on Form 10-K for the year ended December 31, 2001 (File No. 001-04119)) (#)](http://www.sec.gov/Archives/edgar/data/73309/000095016802000432/dex10vii.txt) |

| [removed: 10(xiv)] [added: 10(xvi)] | | [Amendment to Employment Agreement of John J. Ferriola (incorporated by reference to Exhibit 10(xix) to the Annual Report on Form 10-K for the year ended December 31, 2007 (File No. 001-04119)) (#)](http://www.sec.gov/Archives/edgar/data/73309/000119312508039702/dex10xix.htm) |

| [removed: 10(xv)] [added: 10(xvii)] | | [Employment Agreement of Ladd R. Hall (incorporated by reference to Exhibit 10 to the Quarterly Report on Form 10-Q for the quarter ended September 29, 2007 (File No. 001-04119)) (#)](http://www.sec.gov/Archives/edgar/data/73309/000114420407058382/v092455_ex10.htm) |

| [removed: 10(xvi)] [added: 10(xviii)] | | [Employment Agreement of R. Joseph Stratman (incorporated by reference to Exhibit 10.1 to the Quarterly Report on Form 10-Q for the quarter ended September 29, 2007 (File No. 001-04119)) (#)](http://www.sec.gov/Archives/edgar/data/73309/000114420407058382/v092445_ex10-1.htm) |

| [removed: 10(xvii)] [added: 10(xix)] | | [Employment Agreement of James D. Frias (incorporated by reference to Exhibit 10(xi) to the Annual Report on Form 10-K for the year ended December 31, 2009 (File No. 001-04119)) (#)](http://www.sec.gov/Archives/edgar/data/73309/000119312510040686/dex10xi.htm) |

| [removed: 10(xviii)] [added: 10(xx)] | | [Employment Agreement of James R. Darsey (incorporated by reference to Exhibit 10(xxii) to the Annual Report on Form 10-K for the year ended December 31, 2010 (File No. 001-04119)) (#)](http://www.sec.gov/Archives/edgar/data/73309/000119312511049351/dex10xxii.htm) |

| [removed: 10(xix)] [added: 10(xxi)] | | [Employment Agreement of Raymond S. Napolitan, Jr. (incorporated by reference to Exhibit 10.2 to the Quarterly Report on Form 10-Q for the quarter ended June 29, 2013 (File No. 001-04119)) (#)](http://www.sec.gov/Archives/edgar/data/73309/000119312513323814/d564555dex102.htm) |

Financial Statements and Supplementary Data”:

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

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

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

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

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

| 4* | | [Description of Securities of Nucor Corporation](https://www.sec.gov/Archives/edgar/data/73309/000156459020007794/nue-ex4_275.htm) |

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

| 10(v)* | | [Amendment No. 1 to Senior Officers Annual Incentive Plan (Supplement to 2014 Omnibus Incentive Compensation Plan) (#)](https://www.sec.gov/Archives/edgar/data/73309/000156459020007794/nue-ex10v_273.htm) |

| 10(vii)* | | [Amendment No. 1 to Senior Officers Long-Term Incentive Plan (Supplement to 2014 Omnibus Incentive Compensation Plan) (#)](https://www.sec.gov/Archives/edgar/data/73309/000156459020007794/nue-ex10vii_274.htm) |

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

| 10(xxvii) | | [Employment Agreement of MaryEmily Slate (incorporated by reference to Exhibit 10 to the Quarterly Report on Form 10-Q for the quarter ended June 29, 2019 (File No. 001-04119)) (#)](http://www.sec.gov/Archives/edgar/data/73309/000156459019029949/nue-ex10_82.htm) |

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

| 10(xxviii) | | [Retirement, Separation, Waiver and Release Agreement of R. Joseph Stratman (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K/A filed June 5, 2019 (File No. 001-04119)) (#)](http://www.sec.gov/Archives/edgar/data/73309/000119312519166073/d733994dex101.htm) |

| 10(xxix) | | [Retirement, Separation, Waiver and Release Agreement of John J. Ferriola (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K/A filed January 3, 2020 (File No. 001-04119)) (#)](http://www.sec.gov/Archives/edgar/data/73309/000119312520001292/d857467dex101.htm) |

| | | |

| 104* | | Cover Page from the Annual Report on Form 10-K of Nucor Corporation for the year ended December 31, 2019, filed February 28, 2020, formatted in Inline XBRL (included in Exhibit 101). |

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

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

| 13* | | [2018 Annual Report to Stockholders (portions incorporated by reference)](https://www.sec.gov/Archives/edgar/data/73309/000119312519057744/d691427dex13.htm) |

| [added: | |] NUCOR CORPORATION | | |

| | | [removed: Chairman,] [added: | | President and] Chief Executive Officer [removed: and President] |

| [added: | |] Dated: February 28, [removed: 2019] [added: 2020] | | |

[removed: POWER] [added: POWER] OF [removed: ATTORNEY][added: ATTORNEY]

| /s/ [removed: John] [added: Leon] J. [removed: Ferriola] [added: Topalian] | | /s/ Lloyd J. Austin III |

| [removed: John] [added: Leon] J. [removed: Ferriola Chairman,] [added: Topalian President,] Chief Executive Officer and [removed: President (Principal] [added: Director (Principal] Executive [removed: Officer)] [added: Officer)] | | [removed: Lloyd] [added: Lloyd] J. Austin [removed: III Director] [added: III Director] |

| [removed: James] [added: James] D. [removed: Frias Chief] [added: Frias Chief] Financial Officer, Treasurer [removed: and Executive] [added: and Executive] Vice [removed: President (Principal] [added: President (Principal] Financial [removed: Officer)] [added: Officer)] | | [removed: Patrick] [added: Patrick] J. [removed: Dempsey Director] [added: Dempsey Director] |

| [removed: Michael] [added: Michael] D. [removed: Keller Vice] [added: Keller Vice] President and Corporate [removed: Controller (Principal] [added: Controller (Principal] Accounting [removed: Officer)] [added: Officer)] | | [removed: Victoria F. Haynes Director] [added: Christopher J. Kearney Director] |

| [added: /s/ Michael D. Keller] | | /s/ Christopher J. Kearney |

| | | [removed: Laurette] [added: Laurette] T. [removed: Koellner Director] [added: Koellner Director] |

Dated: February 28, [removed: 2019][added: 2020]

SIGNATURES

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

| | | | | |

| | | By: | | /s/ Leon J. Topalian |

| | | | | Leon J. Topalian |

| | | | | |

| | | /s/ Joseph D. Rupp |

| | | Joseph D. Rupp Director |

| | | John H. Walker Non-Executive Chairman |

| | | /s/ Nadja Y. West |

| | | Nadja Y. West Director |

| --- | --- |

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

SIGNATURES

| | | |

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

| By: | | /s/ John J. Ferriola |

| | | John J. Ferriola |

| /s/ Michael D. Keller | | /s/ Victoria F. Haynes |

| | | Christopher J. Kearney Director |

| | | John H. Walker Lead Director |

| --- | --- |

Not applicable.

Executive Officers of the Registrant

_Craig A.

Feldman_ (54), Executive Vice President of Raw Materials, was named EVP in April 2018.

He continues to serve as President of The David J.

Joseph Company (DJJ), a role he has held since 2013.

Mr. Feldman began his career as a Brokerage Representative for DJJ in 1986, subsequently serving as District Manager of DJJ’s Salt Lake City brokerage office, Commercial Vice President at DJJ’s subsidiary, Western Metals Recycling (“WMR”), and President of WMR.

Mr. Feldman served on the operational staff of DJJ’s then-owner in the Netherlands from 2005 until his 2007 appointment as DJJ’s Executive Vice President, Recycling Operations.

Mr. Feldman became a Vice President and General Manager of Nucor when DJJ was acquired by Nucor in 2008.

_John J.

Ferriola_ (66), has served as Chairman of the Board of Directors of Nucor since 2014, as Chief Executive Officer since 2013 and as President since 2011.

Previously, Mr. Ferriola served as President and Chief Operating Officer from 2011 to 2012 and, prior to that, as Chief Operating Officer of Steelmaking Operations from 2007 to 2010, Executive Vice President from 2002 to 2007 and Vice President from 1996 to 2001.

He has also been a director of Nucor since 2011.

Mr. Ferriola joined Nucor in 1991 as the Manager of Maintenance and Engineering at Nucor Steel-Texas.

He later served as General Manager of Vulcraft-Texas, Nucor Steel-Nebraska and Nucor Steel-Indiana.

_James D.

Frias_ (62), has been Chief Financial Officer, Treasurer and Executive Vice President since 2010.

Prior to that, Mr. Frias was Vice President of Finance from 2006 to 2009.

Mr. Frias joined Nucor in 1991 as Controller of Nucor Building Systems-Indiana.

He also served as Controller of Nucor Steel-Indiana and as Corporate Controller.

Mr. Frias joined the board of directors of Carlisle Companies Incorporated in 2015.

_Ladd R.

Hall_ (62), Executive Vice President of Flat-Rolled Products, was named EVP in 2007, having previously served as Vice President of Nucor since 1994.

He began his Nucor career in Inside Sales at Nucor Steel-Utah in 1981.

He later served as Sales Manager of Vulcraft-Utah, and General Manager of Vulcraft-Texas, Vulcraft-Utah, Nucor Steel-South Carolina and Nucor Steel-Berkeley County.

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_Raymond S.

Napolitan, Jr._ (61), Executive Vice President of Engineered Bar Products, was named EVP in 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.

He was elected Vice President of Nucor in 2007.

Mr. Napolitan began his Nucor career in 1996 as Engineering Manager of Nucor Building Systems-Indiana, and later served as General Manager of Nucor Building Systems-Texas.

_R.

Joseph Stratman_ (62), Chief Digital Officer (“CDO”) and Executive Vice President, was named EVP in 2007 and CDO in 2016.

He was elected Vice President of Nucor in 1999.

Mr. Stratman joined Nucor in 1989 as Controller of Nucor Building Systems-Indiana.

He then served as Controller of Nucor-Yamato Steel Company (Limited Partnership) (“Nucor-Yamato”), General Manager of Nucor Steel-Nebraska and General Manager of Nucor-Yamato.

_David A.

Sumoski_ (52), Executive Vice President of Merchant and Rebar Products, was named EVP in 2014.

He previously served as General Manager of Nucor Steel Memphis, Inc. from 2012 to 2014 and as General Manager of Nucor Steel Marion, Inc. from 2008 to 2012.

Mr. Sumoski was named Vice President of Nucor in 2010.