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Form 8-K

sec.gov

8-K — STEEL DYNAMICS INC

Accession: 0001104659-26-108777

Filed: 2026-09-18

Period: 2026-09-17

CIK: 0001022671

SIC: 3312 (STEEL WORKS, BLAST FURNACES ROLLING MILLS (COKE OVENS))

Item: Regulation FD Disclosure

Item: Financial Statements and Exhibits

Documents

8-K — tm2625690d1_8k.htm (Primary)

EX-99.1 — EXHIBIT 99.1 (tm2625690d1_ex99-1.htm)

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UNITED STATES

SECURITIES AND

EXCHANGE COMMISSION

WASHINGTON, DC

20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of

the Securities Exchange Act of 1934

Date of Report (date of earliest event reported)

September 17, 2026

STEEL

DYNAMICS, INC.

(Exact name of registrant as specified in its

charter)

Indiana

0-21719

35-1929476

(State

or other jurisdiction

of incorporation)

(Commission

File Number)

(IRS

Employer

Identification No.)

7575

West Jefferson Blvd, Fort Wayne,

Indiana 46804

(Address of principal executive offices) (Zip

Code)

Registrant’s telephone number, including

area code: 260-969-3500

Not Applicable

(Former name or former address, if changed since

last report)

Check the appropriate box below if the Form 8-K

filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨ Written

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

¨ Soliciting

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

¨ Pre-commencement

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

¨ Pre-commencement

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

Securities registered pursuant to Section 12(b) of

the Act:

Title of each class

Trading Symbol

Name of each exchange on which registered

Common

Stock voting, $0.0025 par value

STLD

NASDAQ

Global Select Market

Indicate

by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405

of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging

growth company ¨

If

an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying

with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Item 7.01. Regulation FD Disclosure.

On September 17, 2026, Steel Dynamics, Inc.

issued a press release titled “Steel Dynamics Provides Third Quarter 2026 Earnings Guidance.”  A copy of that press release

is attached hereto as Exhibit 99.1.

The information contained in Exhibit 99.1 is furnished under this

Item 7.01 and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended,

or incorporated by reference in any filing thereunder or under the Securities Act of 1933, as amended, except as may be expressly set

forth by specific reference in any such filing.

Item 9.01. Financial Statements and Exhibits

(d) Exhibits.

The following exhibit is furnished

with this report:

Exhibit Number

Description

99.1

A press release dated September 17, 2026, titled “Steel Dynamics Provides Third Quarter 2026 Earnings Guidance.”

104

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SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934,

the registrant has duly caused this Report to be signed on its behalf by the undersigned hereto duly authorized.

STEEL DYNAMICS, INC.

/s/ Theresa E. Wagler

Date: September 18, 2026

By:

Theresa E. Wagler

Title:

Executive Vice President and Chief

Financial Officer

EX-99.1 — EXHIBIT 99.1

EX-99.1

Filename: tm2625690d1_ex99-1.htm · Sequence: 2

Exhibit 99.1

Press Release

September 17, 2026

7575 W. Jefferson Blvd.

Fort Wayne, IN 46804

Steel Dynamics Provides Third Quarter 2026 Earnings

Guidance

FORT WAYNE, INDIANA, September 17, 2026 / PRNewswire / Steel

Dynamics, Inc. (NASDAQ/GS: STLD) today provided third quarter 2026 earnings guidance in the range of $5.34 to $5.38 per diluted share.

Comparatively, the company’s sequential second quarter 2026 earnings were $3.69 per diluted share, and prior year third quarter

earnings were $2.74 per diluted share.

Third quarter 2026 profitability from the company’s steel operations

is expected to be significantly higher than sequential second quarter results, driven by metal margin expansion across the platform and

record shipments. The company expects average realized steel selling values to increase in combination with lower scrap costs. Steel customer

order activity remains strong, supported by solid underlying demand and persistently low customer inventories, which continue to support

favorable pricing conditions. Steel demand across key end markets remains solid, led by non-residential construction, energy, automotive,

and industrial sectors.

Third quarter 2026 earnings from the company’s metals recycling

operations are expected to be lower than sequential second quarter results, due to lower metal spreads and modestly lower shipments.

The company expects third quarter 2026 earnings from its steel fabrication

operations to improve modestly from sequential second quarter results, supported by stronger shipments, which more than offset metal spread

compression as higher pricing was offset by increased steel input material costs. Customer order activity remains strong, building on

the momentum that began in late 2025, with the current backlog nearly 50 percent higher than prior-year third quarter levels and extending

through the first quarter of 2027. Demand remains healthy across commercial construction, data center and warehouse development, manufacturing,

and healthcare markets. Looking forward into 2027, the company anticipates further steel fabrication volume growth supported by continued

domestic manufacturing investment, U.S. infrastructure spending and stimulus programs, and ongoing onshoring activity.

Third quarter 2026 earnings from the company’s aluminum operations

are expected to improve meaningfully compared to sequential second quarter results, driven by increased shipments. The aluminum team continues

to make strong progress on the commissioning and startup of the company’s aluminum flat rolled products mill in Columbus, Mississippi.

All three cold mills are now operational, and the first of two Continuous Annealing and Solution Heat (CASH) lines is operating and is

expected to ship commercial material in the fourth quarter. The second CASH line is expected to begin producing material for customer

qualification before the end of the year.

The company has repurchased $261 million, or just under one percent,

of its common stock so far during the third quarter of 2026.

The company currently plans to release its third quarter 2026 earnings

after the market closes on October 19, 2026, and will hold a conference call the next day at 11:00 a.m. Eastern Daylight Time

to discuss the company's performance.

About Steel Dynamics, Inc.

Steel Dynamics is a leading industrial metals solutions company, with

facilities located throughout the United States, and in Mexico. The company operates using a circular manufacturing model, producing lower-carbon-emission,

quality products with recycled scrap as the primary input. Steel Dynamics is one of the largest domestic steel producers and metal recyclers

in North America, combined with a meaningful downstream steel fabrication platform. The company also has aluminum operations, further

diversifying its product offerings to supply aluminum flat rolled products with higher recycled content to the countercyclical sustainable

beverage can industry, in addition to the automotive and industrial sectors. Steel Dynamics is committed to operating with the highest

integrity and to being the safest, most efficient producer of high-quality, broadly diversified, value-added metal products.

Forward-Looking Statements

This press release contains some predictive statements about future

events, including statements related to conditions in domestic or global economies, conditions in steel, aluminum, and recycled metals

marketplaces, Steel Dynamics' revenues, costs of purchased materials, future profitability and earnings, and the operation of new, existing

or planned facilities. These statements, which we generally precede or accompany by such typical conditional words as “anticipate”,

“intend”, “believe”, “estimate”, “plan”, “seek”, “project”, or

“expect”, or by the words “may”, “will”, or “should”, are intended to be made as “forward-looking”,

subject to many risks and uncertainties, within the safe harbor protections of the Private Securities Litigation Reform Act of 1995. These

statements speak only as of this date and are based upon information and assumptions, which we consider reasonable as of this date, concerning

our businesses and the environments in which they operate. Such predictive statements are not guarantees of future performance, and we

undertake no duty to update or revise any such statements. Some factors that could cause such forward-looking statements to turn out differently

than anticipated include: (1) domestic and global economic factors; (2) global steelmaking overcapacity and imports of steel,

together with increased scrap prices; (3) the cyclical nature of the metals industries and the industries we serve; (4) volatility

and major fluctuations in prices and availability of scrap metal, scrap substitutes and supplies, and our potential inability to pass

higher costs on to our customers; (5) cost and availability of electricity, natural gas, oil, and other energy resources are subject

to volatile market conditions; (6) increased environmental, greenhouse gas emissions and sustainability considerations from our customers

and investors or related regulations; (7) compliance with and changes in environmental and remediation requirements; (8) significant

price and other forms of competition from other steel and aluminum producers, scrap processors and alternative materials; (9) availability

of an adequate source of supply of scrap for our metals recycling operations; (10) cybersecurity threats and risks to the security

of our sensitive data and information technology; (11) the implementation of our growth strategy; (12) our ability to retain, develop

and attract key personnel; (13) litigation and legal compliance; (14) unexpected equipment downtime or shutdowns; (15) difficulties in

the launch or production ramp-up of new products; (16) our aluminum operations depend on a core group of significant customers; (17) governmental

agencies may refuse to grant or renew some of our licenses and permits; (18) our existing debt agreements contain, and any future financing

agreements may contain, restrictive covenants that may limit our flexibility; and (19) the impacts of impairment charges.

More specifically, we refer you to our more detailed explanation of

these and other factors and risks that may cause such predictive statements to turn out differently, as set forth in our most recent Annual

Report on Form 10-K under the headings Special Note Regarding Forward-Looking Statements and Risk Factors, in our Quarterly Reports

on Form 10-Q, or in other reports which we file with the Securities and Exchange Commission. These reports are available publicly

on the Securities and Exchange Commission website, www.sec.gov, and on our website, www.steeldynamics.com under “Investors –

SEC Filings.”

Contact:

Investor Relations — +1.260.969.3500

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