SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of report (Date of earliest event reported): February 17, 2014
(Exact Name of Registrant as Specified in its Charter)
(State or Other Jurisdiction of Incorporation)
|1915 Rexford Road, Charlotte, North Carolina||28211|
|(Address of Principal Executive Offices)||(Zip Code)|
Registrant’s telephone number, including area code: (704) 366-7000
(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:
|o||Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)|
|o||Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)|
|o||Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))|
|o||Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))|
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(d) On February 17, 2014, the Board of Directors of Nucor Corporation (the “Corporation”) elected Gregory J. Hayes, Senior Vice President and Chief Financial Officer of United Technologies Corporation, to the Corporation’s Board as a director, effective that day, with a term expiring at the Corporation’s 2014 annual meeting of stockholders. Concurrent with his election as a director, Mr. Hayes was appointed to the Audit Committee, the Compensation and Executive Development Committee and the Governance and Nominating Committee of the Board of Directors. There are no arrangements or understandings between Mr. Hayes and any other persons pursuant to which he was selected as a director. There are no transactions involving the Corporation and Mr. Hayes that the Corporation would be required to report pursuant to Item 404(a) of Regulation S-K. Mr. Hayes has never served as one of the Corporation’s officers or employees, and none of the Corporation’s executive officers has served or serves as a director or member of the compensation committee (or other committee performing similar functions) of United Technologies.
Mr. Hayes will receive compensation in accordance with the Corporation’s standard compensation arrangements for non-employee directors, which are described under the caption “Director Compensation” in the Corporation’s definitive proxy statement on Schedule 14A filed with the Securities and Exchange Commission on March 27, 2013, as adjusted by the Board of Directors from time to time.
A copy of the news release announcing Mr. Hayes’ election is furnished as Exhibit 99.1 and incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
|99.1||News Release of Nucor Corporation issued February 17, 2014|
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 hereunto duly authorized.
|Date: February 19, 2014||By:||/s/ James D. Frias|
Chief Financial Officer, Treasurer and Executive Vice President
INDEX TO EXHIBITS
|99.1||News Release of Nucor Corporation, issued February 17, 2014|
Nucor Announces the Addition of Gregory J. Hayes to the Nucor Board of Directors
CHARLOTTE, N.C., Feb. 17, 2014 /PRNewswire/ -- Nucor Corporation (NYSE: NUE) is pleased to announce that Gregory J. Hayes has been elected to the board of directors effective immediately. Mr. Hayes, 53, has served as Senior Vice President and Chief Financial Officer of United Technologies Corporation ("UTC"), a diversified company providing high-technology products and services to the global aerospace and building systems industries, since 2008.
Mr. Hayes joined UTC through the 1999 merger with Sundstrand Corporation, where he served as Vice President, Finance, for Sundstrand Aerospace. He was then appointed Vice President, Financial Planning and Analysis, for Hamilton Sundstrand. In 2003, he became UTC Vice President and Controller, and was appointed UTC Vice President, Accounting and Controls, in 2004. In 2006, his responsibilities were broadened to include Investor Relations.
Mr. Hayes is a graduate of Purdue University and is a Certified Public Accountant.
"Greg brings a wealth of experience in financial oversight, strategic planning and managerial leadership," said John Ferriola, Nucor's Chairman, President and Chief Executive Officer. "He will be a great addition to our board and we are pleased to welcome him to the Nucor team."
Nucor and affiliates are manufacturers of steel products, with operating facilities primarily in the U.S. and Canada. Products produced include: carbon and alloy steel -- in bars, beams, sheet and plate; steel piling; steel joists and joist girders; steel deck; fabricated concrete reinforcing steel; cold finished steel; steel fasteners; metal building systems; steel grating and expanded metal; and wire and wire mesh. Nucor, through The David J. Joseph Company, also brokers ferrous and nonferrous metals, pig iron and HBI/DRI; supplies ferro-alloys; and processes ferrous and nonferrous scrap. Nucor is North America's largest recycler.
CONTACT: Nucor Executive Offices, +1-704-366-7000, or fax, +1-704-362-4208