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Item 16. FORM 10-K SUMMARY

13K characters. Original on sec.gov ·

Item 16. FORM 10-K SUMMARY

None.

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EXHIBIT INDEX

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Articles of Incorporation

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3.1Amended and Restated Articles of Incorporation of Steel Dynamics, Inc., reflecting all amendments thereto through May 11, 2023, incorporated herein by reference from Exhibit 3.1 to our Form 10-Q filed August 8, 2023.
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3.2*Amended and Restated Bylaws of Steel Dynamics, Inc., reflecting all amendments thereto through January 31, 2024. ​ ​
Instruments Defining the Rights of Security Holders, Including Indentures
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4.1Description of Common Stock, incorporated herein by reference from Exhibit 4.1 to our Form 10-K filed February 27, 2020.
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4.27aIndenture dated December 6, 2016, relating to our issuance of $400 million 5.000% Senior Notes due 2026, among Steel Dynamics, Inc., as Issuer, the Initial Subsidiary Guarantors named therein, and Wells Fargo Bank, National Association, as Trustee, incorporated herein by reference from Exhibit 4.27 to our Form 8-K filed December 8, 2016.
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4.27bForm of 5.000% Senior Notes due 2026 (included in Exhibit 4.27a), incorporated herein by reference from Exhibit 4.27 to our Form 8-K filed December 8, 2016.
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4.31Indenture dated December 4, 2019, among Steel Dynamics, Inc., as Issuer, and Wells Fargo Bank, National Association, as Trustee, incorporated herein by reference from Exhibit 4.1 to our Registration Statement on Form S-3 (Registration No. 333-235343) filed December 4, 2019.
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4.32First Supplemental Indenture dated December 11, 2019, relating to our issuance of $400 million 2.800% Notes due 2024, and $600 million 3.450% Notes due 2030 among Steel Dynamics, Inc., as Issuer, and Wells Fargo Bank, National Association, as Trustee, incorporated herein by reference from Exhibit 4.2 to our Form 8-K filed December 11, 2019.
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4.33Form of 2.800% Notes due 2024 (included in Exhibit 4.32), incorporated herein by reference from Exhibit 4.3 to our Form 8-K filed December 11, 2019.
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4.34Form of 3.450% Notes due 2030 (included in Exhibit 4.32), incorporated herein by reference from Exhibit 4.4 to our Form 8-K filed December 11, 2019.
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4.35Second Supplemental Indenture, dated as of June 5, 2020, relating to our issuance of $400 million 2.400% Notes due 2025 and $500 million 3.250% Notes due 2031, between Steel Dynamics, Inc. and Wells Fargo Bank, National Association, as Trustee, incorporated herein by reference from Exhibit 4.2 to our Form 8-K filed June 5, 2020.
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4.36Form of 2.400% Notes due 2025 (included in Exhibit 4.35), incorporated herein by reference from Exhibit 4.3 to our Form 8-K filed June 5, 2020.
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4.37Form of 3.250% Notes due 2031 (included in Exhibit 4.35), incorporated herein by reference from Exhibit 4.4 to our Form 8-K filed June 5, 2020.
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4.38Third Supplemental Indenture, dated as of October 9, 2020, relating to our issuance of $350 million 1.650% Notes due 2027 and $400 million 3.250% Notes due 2050, between Steel Dynamics, Inc. and Wells Fargo Bank, National Association, as Trustee, incorporated herein by reference from Exhibit 4.2 to our Form 8-K filed October 9, 2020.
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4.39Form of 1.650% Notes due 2027 (included in Exhibit 4.38), incorporated herein by reference from Exhibit 4.3 to our Form 8-K filed October 9, 2020.
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4.40Form of 3.250% Notes due 2050 (included in Exhibit 4.38), incorporated herein by reference from Exhibit 4.4 to our Form 8-K filed October 9, 2020.
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4.41Indenture, dated as of December 7, 2022, between Steel Dynamics, Inc., as Issuer, and U.S. Bank Trust Company, National Association, as Trustee, incorporated herein by reference from Exhibit 4.1 to our Registration Statement on Form S-3 (Registration No. 333-268703) filed December 7, 2022.
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Material Contracts
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10.20†Steel Dynamics, Inc., Change in Control Benefit Plan, incorporated herein by reference from our Exhibit 10.20 to our 8-K filed December 4, 2012.
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10.55†Steel Dynamics, Inc. 2014 Employee Stock Purchase Plan, incorporated herein by reference from our May 15, 2014, Notice of Annual Meeting and Stockholders filed March 27, 2014.
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10.61†2018 Executive Incentive Compensation Plan, approved by stockholders on May 17, 2018, incorporated herein by reference from our May 17, 2018, Notice of Annual Meeting of Stockholders filed March 28, 2018.
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10.62Credit Agreement dated as of July 19, 2023, among Steel Dynamics, Inc. and the agents and lenders named therein, incorporated herein by reference from Exhibit 10.62 to our Form 8-K filed July 21, 2023.
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10.63†Steel Dynamics, Inc. 2023 Equity Incentive Plan, as approved by stockholders on May 11, 2023, incorporated herein by reference from our Notice of 2023 Annual Meeting & Proxy Statement filed March 30, 2023.
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Other
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21.1*List of our Subsidiaries.
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23.1*Consent of Ernst & Young LLP.
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24.1Powers of attorney (see signature pages on pages 93 and 94 of this Report).
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97.1*Policy on Recoupment of Executive Officer Incentive-Based Compensation In the Event of Restatements
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Executive Officer Certifications
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31.1*Certification of Chief Executive Officer required by Item 307 of Regulation S-K as promulgated by the Securities and Exchange Commission and pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
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31.2*Certification of Chief Financial Officer required by Item 307 of Regulation S-K as promulgated by the Securities and Exchange Commission and pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
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32.1*Certification of Chief Executive Officer Pursuant to 18 U.S.C Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
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32.2*Certification of Chief Financial Officer Pursuant to 18 U.S.C Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
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XBRL Documents
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101.INS*XBRL Instance Document – the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
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101.SCH*Inline XBRL Taxonomy Extension Schema Document
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101.CAL*Inline XBRL Taxonomy Extension Calculation Linkbase Document
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101.DEF*Inline XBRL Taxonomy Extension Definition Linkbase Document
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101.LAB*Inline XBRL Taxonomy Extension Label Linkbase Document
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101.PRE*Inline XBRL Taxonomy Presentation Linkbase Document
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104*Cover page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

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  • Filed concurrently herewith

† Indicates a management contract or compensatory plan or arrangement.

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SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of Securities Exchange Act of 1934, Steel Dynamics, Inc. has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

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February 29, 2024​
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​STEEL DYNAMICS, INC.
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​By:/s/ MARK D. MILLETT
​​Mark D. Millett
​​Chief Executive Officer
​​(Principal Executive Officer)

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POWER OF ATTORNEY

Each person whose signature appears below constitutes and appoints Mark D. Millett and Theresa E. Wagler, either of whom may act without the joinder of the other, as his or her true and lawful attorneys-in-fact and agents with full power of substitution and resubstitution, for him or her, and in his or her name, place and stead, in any and all capacities to sign any and all amendments, and supplements to this 2023 Annual Report on Form 10-K, filed pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended, and to file the same, with all exhibits thereto, and all other documents in connection therewith, with the Securities and Exchange Commission, granting unto said attorneys-in-fact and agents full power and authority to do and performs each and every act and thing requisite and necessary to be done, as full to all intents and purposes as he or she might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents or their substitute or substitutes may lawfully do or cause to be done by virtue thereof. Pursuant to the requirements of the Securities Exchange Act of 1934, this 2023 Annual Report on Form 10-K has been signed below by the following persons on behalf of Steel Dynamics, Inc. and in the capacities and on the dates indicated.

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SignaturesTitleDate
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/s/ MARK D. MILLETTChairman and Chief Executive OfficerFebruary 29, 2024
Mark D. Millett(Principal Executive Officer)​
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/s/ THERESA E. WAGLERExecutive Vice President and Chief Financial OfficerFebruary 29, 2024
Theresa E. Wagler(Principal Financial Officer and​
​Principal Accounting Officer)​
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/s/ SHEREE L. BARGABOSDirectorFebruary 29, 2024
Sheree L. Bargabos​​
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/s/ KENNETH W. CORNEWDirectorFebruary 29, 2024
Kenneth W. Cornew​​
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/s/ TRACI M. DOLANDirectorFebruary 29, 2024
Traci M. Dolan​​
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/s/ JENNIFER L HAMANNDirectorFebruary 29, 2024
Jennifer L. Hamann​​
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/s/ JAMES C. MARCUCCILLIDirectorFebruary 29, 2024
James C. Marcuccilli​​
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/s/ BRADLEY S. SEAMANDirectorFebruary 29, 2024
Bradley S. Seaman​​
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/s/ GABRIEL L. SHAHEENDirectorFebruary 29, 2024
Gabriel L. Shaheen​​
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/s/ LUIS M. SIERRADirectorFebruary 29, 2024
Luis M. Sierra​​
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/s/ STEVEN A. SONNENBERGDirectorFebruary 29, 2024
Steven A. Sonnenberg​​
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/s/ RICHARD P. TEETS, JR.DirectorFebruary 29, 2024
Richard P. Teets, Jr.​​

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