STEEL DYNAMICS INC — Director's Dealing 2014

Jul 15, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: STEEL DYNAMICS INC (STLD)
CIK: 0001022671
Period of Report: 2014-07-11

Reporting Person: BATES JOHN C (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-07-11	Common Stock	A	135	—	Acquired	24431	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	470403	Indirect

Footnotes

F1: Represents the number of additional shares of common stock underlying deferred stock units (DSUs) issued to the reporting person as a dividend equivalent on existing DSUs, in connection with this person's retainer as a director under the Steel Dynamics, Inc. Amended and Restated 2006 Equity Incentive Plan. This transaction is exempt from both the reporting requirements of Section 16(a), including Rule 16a-11, and the provisions of Section 16(b), by virtue of this dividend reinvestment feature and the Company's existing Dividend Reinvestment Plan, as well as being exempt from Section 16(b) independently by virtue of Rule 16b-3(d)(1) and (3).

F2: Reportable as directly owned shares of common stock, rather than as a derivative security in Table II, because any and all underlying DSUs are payable, at such time as they are to be settled, solely in common stock. (See Lincoln National Corp. (March 20, 1992) (Q.3).

F3: Includes shares resulting from reinvestment of dividends on any underlying DSUs included in this total.

F4: 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.