Needham Daniel R. 4

What Happened

• Daniel R. Needham, Executive Vice President of Nucor (NUE), had 6,438 shares withheld by the company to satisfy tax liabilities related to prior restricted stock unit vesting (disposals at $250.00 per share, total $1,609,500). On the same date he was granted a total of 5,178 shares/RSUs (2,875 shares and 2,303 RSUs) at $0.00 (awards/derivative awards).

Key Details

• Transaction date: June 1, 2026; Form 4 filed June 3, 2026 (timely).
• Withheld/disposed (tax withholding): 3,048 shares (F1) = $762,000; 2,401 shares (F2) = $600,250; 989 shares (F3) = $247,250. Total withheld: 6,438 shares for $1,609,500.
• Awards/acquisitions: 2,875 shares (A) and 2,303 RSUs/derivative units (A, derivative) granted at $0.00 (total 5,178).
• Shares owned after the transactions: not stated in the excerpt of the filing.
• Footnotes: F1–F3 indicate the withheld shares paid tax from prior RSU vestings reported on Form 4s dated 6/5/23, 6/4/24, and 6/3/25. F4 explains the RSUs vest in three annual installments beginning June 1, 2027 (shares issued when vested). F5 notes employee stock option disclosure exists in the filing set but no option exercise reported here.
• Transaction codes: F = tax withholding (disposition), A = award/acquisition (includes derivative RSUs).

Context

• These were not open-market sales but routine share withholding by the issuer to cover tax liabilities upon RSU vesting — a common administrative action that does not necessarily signal selling for cash or market sentiment.
• The 2,303-unit entry is a derivative RSU award that vests over three years starting June 1, 2027; the awarded units convert to common shares when they vest and are issued thereafter.