STEEL DYNAMICS INC — Director's Dealing 2012

Jun 5, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: STEEL DYNAMICS INC (STLD)
CIK: 0001022671
Period of Report: 2012-06-01

Reporting Person: BATES JOHN C (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-06-01	Common Stock	M	5419	—	Acquired	39437	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-06-01	Deferred Stock Units	$0	M	5419	Disposed	2012-06-01	Common Stock (5419)	Direct
2012-06-01	Deferred Stock Units	$0	A	8539	Acquired	2017-06-01	Common Stock (8539)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	450000	Indirect

Footnotes

F1: Represents shares of common stock acquired upon conversion of a like number of deferred stock units, at the end of reporting person's elective deferral period, exempt pursuant to Rule 16b-3.

F2: Through control of Heidtman Steel Products, Inc., which holds these shares. Mr. Bates disclaims beneficial ownership of these shares, except to the extent of his pecuniary interest therein.

F3: Totals shown include the originally issued DSUs plus the cumulative additional DSUs issued in respect of deemed dividend distributions on the DSUs following each dividend date.

F4: Pursuant to registrant's 2006 Equity Incentive Plan, as amended, in respect to the reporting person's continuing service as a non-employee director and as a portion of his annual retainer, the reporting person on June 1 was granted an exempt award of Deferred Stock Units ("DSUs"). The number of DSUs granted was determined by dividing $90,000 by the closing price of registrant's common stock on the day preceding the grant date.

F5: The reporting person, by prior election, chose to receive his common stock, when converted from DSUs, at the expiration of five years following the grant date.

F6: Each whole DSU represents registrant's unsecured and unfunded obligation, upon the expiration of the reporting person's deferral period election, to convert and issue to the reporting person one share of registrant's common stock for each DSU. The DSUs are 100% vested on the grant date.