Pay vs Performance Disclosure
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12 Months Ended |
|
Dec. 31, 2024
USD ($)
|
Dec. 31, 2023
USD ($)
|
Dec. 31, 2022
USD ($)
|
Dec. 31, 2021
USD ($)
|
Dec. 31, 2020
USD ($)
|
| Pay vs Performance Disclosure |
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| Pay vs Performance Disclosure, Table |
Pay Versus Performance Disclosure In accordance with rules adopted by the SEC pursuant to the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010, we provide the following disclosure regarding executive “compensation actually paid” (“CAP”) and certain Company and peer group financial performance measures for the fiscal years listed below. Please refer to our CD&A for a complete description of how executive compensation relates to Company performance and how the Committee makes its decisions.
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Value of Initial
Fixed $100
Investment Based
On: |
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Summary
Compensation
Table Total for
PEO
($) (1) |
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Compensation
Actually Paid
to PEO
($) (1) (2) (3) |
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Average
Summary
Compensation
Table Total for
Non-PEO
NEOs
($) (4) |
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Average
Compensation
Actually Paid
to Non-PEO
NEOs
($) (2) (3) (4) |
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Net
Income
(in
millions)
($) |
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| 2024 |
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19,024,088 |
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|
334,785 |
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|
7,046,119 |
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1,183,362 |
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|
229 |
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|
253 |
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2,027 |
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9.8 |
% |
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| 2023 |
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22,500,626 |
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40,100,366 |
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7,436,632 |
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12,599,657 |
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337 |
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|
299 |
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4,525 |
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23.0 |
% |
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| 2022 |
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23,073,171 |
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37,341,765 |
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6,499,047 |
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8,430,764 |
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252 |
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216 |
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7,607 |
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46.9 |
% |
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| 2021 |
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11,618,019 |
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52,148,691 |
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5,246,942 |
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23,557,361 |
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215 |
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179 |
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6,827 |
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55.0 |
% |
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| 2020 |
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11,265,538 |
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12,399,819 |
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7,296,327 |
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5,762,046 |
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98 |
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106 |
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721 |
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6.8 |
% |
| (1) |
|
The principal executive officer, or PEO, for each of the years listed is Leon J. Topalian. |
| (2) |
|
The dollar amounts shown in these columns reflect CAP computed in accordance with SEC rules. The SEC rules require the use of the fair value of Nucor common stock at points in time and do not reflect that a significant portion of CAP may never be earned or delivered to NEOs due to a number of factors, including the failure of the NEOs to satisfy vesting requirements or a decrease in the fair value of Nucor common stock. The Total Adjustments for Equity Awards are shown in the table below. |
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Total Compensation from Summary Compensation Table |
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$ |
19,024,088 |
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$ |
22,500,626 |
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$ |
23,073,171 |
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$ |
11,618,019 |
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$ |
11,265,538 |
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Adjustments for Equity Awards: |
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Grant date values in the Summary Compensation Table |
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(13,807,054 |
) |
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|
(13,953,031 |
) |
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(13,632,413 |
) |
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(5,689,943 |
) |
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(5,312,358 |
) |
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Year-end fair value of unvested awards granted in the current year |
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8,633,098 |
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20,034,869 |
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18,173,840 |
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12,422,466 |
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6,896,426 |
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Year-over-year difference of year-end fair values for unvested awards granted in prior years |
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(12,189,182 |
) |
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7,651,801 |
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7,527,586 |
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28,207,308 |
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81,777 |
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Fair values at vest date for awards granted and vested in current year |
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443,693 |
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688,608 |
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546,000 |
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— |
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— |
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Difference in prior year-end fair values and vest date fair values for awards granted in prior years |
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|
(1,995,672 |
) |
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2,970,935 |
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1,412,224 |
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5,434,578 |
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(690,755 |
) |
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Dividends or dividend equivalents in the current year prior to vesting |
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225,814 |
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206,558 |
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241,357 |
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156,263 |
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159,191 |
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Total Adjustments for Equity Awards |
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(18,689,303 |
) |
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17,599,740 |
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14,268,594 |
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40,530,672 |
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1,134,281 |
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CAP (as calculated) |
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334,785 |
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40,100,366 |
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37,341,765 |
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52,148,691 |
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12,399,819 |
|
 2025 Proxy Statement 51
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Total Compensation from Summary Compensation Table |
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7,046,119 |
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7,436,632 |
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6,499,047 |
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5,246,942 |
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7,296,327 |
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Adjustments for Equity Awards: |
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Grant date values in the Summary Compensation Table |
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(4,313,020 |
) |
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(4,372,935 |
) |
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(3,844,616 |
) |
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(2,431,870 |
) |
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(2,578,948 |
) |
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Year-end fair value of unvested awards granted in the current year |
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2,794,844 |
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6,034,842 |
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3,238,139 |
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5,092,457 |
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1,938,739 |
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Year-over-year difference of year-end fair values for unvested awards granted in prior years |
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(4,189,878 |
) |
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2,449,994 |
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430,648 |
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11,458,211 |
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(483,507 |
) |
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Fair values at vest date for awards granted and vested in current year |
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107,665 |
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214,417 |
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1,194,601 |
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528,952 |
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658,862 |
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Difference between prior year-end fair values and vest date fair values for awards granted in prior years |
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(391,617 |
) |
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732,283 |
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834,710 |
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3,512,002 |
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(1,239,087 |
) |
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Dividends or dividend equivalents in the current year prior to vesting |
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129,249 |
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104,424 |
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78,235 |
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150,667 |
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169,660 |
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Total Adjustments for Equity Awards |
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(5,862,757 |
) |
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5,163,025 |
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1,931,717 |
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18,310,419 |
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(1,534,281 |
) |
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CAP (as calculated) |
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1,183,362 |
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12,599,657 |
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8,430,764 |
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23,557,361 |
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5,762,046 |
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| (3) |
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Equity valuation assumptions for calculating CAP are not materially different from grant date valuation assumptions. |
| (4) |
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Information regarding non-PEO named executive officers, or NEOs, reflects the average Summary Compensation Table total compensation and average CAP for the following executives by year: |
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| Stephen D. Laxton |
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Stephen D. Laxton |
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James D. Frias |
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James D. Frias |
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James D. Frias |
| Allen C. Behr |
|
Daniel R. Needham |
|
Stephen D. Laxton |
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Douglas J. Jellison |
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Ladd R. Hall |
| Daniel R. Needham |
|
K. Rex Query |
|
Daniel R. Needham |
|
David A. Sumoski |
|
Raymond S. Napolitan, Jr. |
| K. Rex Query |
|
David A. Sumoski |
|
K. Rex Query |
|
D. Chad Utermark |
|
David A. Sumoski |
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MaryEmily Slate |
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D. Chad Utermark |
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D. Chad Utermark |
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| (5) |
|
Total shareholder return (“TSR”) is calculated based on the value of an initial fixed investment of $100 on December 31, 2019, assuming reinvestment of dividends. The peer group TSR represents TSR of the S&P 1500 Steel Index, which is the peer group used by the Company for purposes of Item 201(e) of SEC Regulation S-K in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2024. |
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| Company Selected Measure Name |
ROE
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| Named Executive Officers, Footnote |
| (4) |
|
Information regarding non-PEO named executive officers, or NEOs, reflects the average Summary Compensation Table total compensation and average CAP for the following executives by year: |
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| Stephen D. Laxton |
|
Stephen D. Laxton |
|
James D. Frias |
|
James D. Frias |
|
James D. Frias |
| Allen C. Behr |
|
Daniel R. Needham |
|
Stephen D. Laxton |
|
Douglas J. Jellison |
|
Ladd R. Hall |
| Daniel R. Needham |
|
K. Rex Query |
|
Daniel R. Needham |
|
David A. Sumoski |
|
Raymond S. Napolitan, Jr. |
| K. Rex Query |
|
David A. Sumoski |
|
K. Rex Query |
|
D. Chad Utermark |
|
David A. Sumoski |
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|
MaryEmily Slate |
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D. Chad Utermark |
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D. Chad Utermark |
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| Peer Group Issuers, Footnote |
The peer group TSR represents TSR of the S&P 1500 Steel Index, which is the peer group used by the Company for purposes of Item 201(e) of SEC Regulation S-K in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2024.
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| PEO Total Compensation Amount |
$ 19,024,088
|
$ 22,500,626
|
$ 23,073,171
|
$ 11,618,019
|
$ 11,265,538
|
| PEO Actually Paid Compensation Amount |
$ 334,785
|
40,100,366
|
37,341,765
|
52,148,691
|
12,399,819
|
| Adjustment To PEO Compensation, Footnote |
| (2) |
|
The dollar amounts shown in these columns reflect CAP computed in accordance with SEC rules. The SEC rules require the use of the fair value of Nucor common stock at points in time and do not reflect that a significant portion of CAP may never be earned or delivered to NEOs due to a number of factors, including the failure of the NEOs to satisfy vesting requirements or a decrease in the fair value of Nucor common stock. The Total Adjustments for Equity Awards are shown in the table below. |
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Total Compensation from Summary Compensation Table |
|
$ |
19,024,088 |
|
|
$ |
22,500,626 |
|
|
$ |
23,073,171 |
|
|
$ |
11,618,019 |
|
|
$ |
11,265,538 |
|
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|
|
Adjustments for Equity Awards: |
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|
Grant date values in the Summary Compensation Table |
|
|
(13,807,054 |
) |
|
|
(13,953,031 |
) |
|
|
(13,632,413 |
) |
|
|
(5,689,943 |
) |
|
|
(5,312,358 |
) |
|
|
|
|
|
|
Year-end fair value of unvested awards granted in the current year |
|
|
8,633,098 |
|
|
|
20,034,869 |
|
|
|
18,173,840 |
|
|
|
12,422,466 |
|
|
|
6,896,426 |
|
|
|
|
|
|
|
Year-over-year difference of year-end fair values for unvested awards granted in prior years |
|
|
(12,189,182 |
) |
|
|
7,651,801 |
|
|
|
7,527,586 |
|
|
|
28,207,308 |
|
|
|
81,777 |
|
|
|
|
|
|
|
Fair values at vest date for awards granted and vested in current year |
|
|
443,693 |
|
|
|
688,608 |
|
|
|
546,000 |
|
|
|
— |
|
|
|
— |
|
|
|
|
|
|
|
Difference in prior year-end fair values and vest date fair values for awards granted in prior years |
|
|
(1,995,672 |
) |
|
|
2,970,935 |
|
|
|
1,412,224 |
|
|
|
5,434,578 |
|
|
|
(690,755 |
) |
|
|
|
|
|
|
Dividends or dividend equivalents in the current year prior to vesting |
|
|
225,814 |
|
|
|
206,558 |
|
|
|
241,357 |
|
|
|
156,263 |
|
|
|
159,191 |
|
|
|
|
|
|
|
Total Adjustments for Equity Awards |
|
|
(18,689,303 |
) |
|
|
17,599,740 |
|
|
|
14,268,594 |
|
|
|
40,530,672 |
|
|
|
1,134,281 |
|
|
|
|
|
|
|
CAP (as calculated) |
|
|
334,785 |
|
|
|
40,100,366 |
|
|
|
37,341,765 |
|
|
|
52,148,691 |
|
|
|
12,399,819 |
|
|
|
|
|
|
| Non-PEO NEO Average Total Compensation Amount |
$ 7,046,119
|
7,436,632
|
6,499,047
|
5,246,942
|
7,296,327
|
| Non-PEO NEO Average Compensation Actually Paid Amount |
$ 1,183,362
|
12,599,657
|
8,430,764
|
23,557,361
|
5,762,046
|
| Adjustment to Non-PEO NEO Compensation Footnote |
| (2) |
|
The dollar amounts shown in these columns reflect CAP computed in accordance with SEC rules. The SEC rules require the use of the fair value of Nucor common stock at points in time and do not reflect that a significant portion of CAP may never be earned or delivered to NEOs due to a number of factors, including the failure of the NEOs to satisfy vesting requirements or a decrease in the fair value of Nucor common stock. The Total Adjustments for Equity Awards are shown in the table below. |
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| |
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|
Total Compensation from Summary Compensation Table |
|
|
7,046,119 |
|
|
|
7,436,632 |
|
|
|
6,499,047 |
|
|
|
5,246,942 |
|
|
|
7,296,327 |
|
|
|
|
|
|
|
Adjustments for Equity Awards: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Grant date values in the Summary Compensation Table |
|
|
(4,313,020 |
) |
|
|
(4,372,935 |
) |
|
|
(3,844,616 |
) |
|
|
(2,431,870 |
) |
|
|
(2,578,948 |
) |
|
|
|
|
|
|
Year-end fair value of unvested awards granted in the current year |
|
|
2,794,844 |
|
|
|
6,034,842 |
|
|
|
3,238,139 |
|
|
|
5,092,457 |
|
|
|
1,938,739 |
|
|
|
|
|
|
|
Year-over-year difference of year-end fair values for unvested awards granted in prior years |
|
|
(4,189,878 |
) |
|
|
2,449,994 |
|
|
|
430,648 |
|
|
|
11,458,211 |
|
|
|
(483,507 |
) |
|
|
|
|
|
|
Fair values at vest date for awards granted and vested in current year |
|
|
107,665 |
|
|
|
214,417 |
|
|
|
1,194,601 |
|
|
|
528,952 |
|
|
|
658,862 |
|
|
|
|
|
|
|
Difference between prior year-end fair values and vest date fair values for awards granted in prior years |
|
|
(391,617 |
) |
|
|
732,283 |
|
|
|
834,710 |
|
|
|
3,512,002 |
|
|
|
(1,239,087 |
) |
|
|
|
|
|
|
Dividends or dividend equivalents in the current year prior to vesting |
|
|
129,249 |
|
|
|
104,424 |
|
|
|
78,235 |
|
|
|
150,667 |
|
|
|
169,660 |
|
|
|
|
|
|
|
Total Adjustments for Equity Awards |
|
|
(5,862,757 |
) |
|
|
5,163,025 |
|
|
|
1,931,717 |
|
|
|
18,310,419 |
|
|
|
(1,534,281 |
) |
|
|
|
|
|
|
CAP (as calculated) |
|
|
1,183,362 |
|
|
|
12,599,657 |
|
|
|
8,430,764 |
|
|
|
23,557,361 |
|
|
|
5,762,046 |
|
|
|
|
|
|
| Compensation Actually Paid vs. Total Shareholder Return |
|
|
|
|
|
| Compensation Actually Paid vs. Net Income |
|
|
|
|
|
| Compensation Actually Paid vs. Company Selected Measure |
|
|
|
|
|
| Total Shareholder Return Vs Peer Group |
|
|
|
|
|
| Tabular List, Table |
In our assessment, the most important financial performance measures used to link CAP to our NEOs in 2024 to our performance were:
|
|
|
|
|
| Total Shareholder Return Amount |
$ 229
|
337
|
252
|
215
|
98
|
| Peer Group Total Shareholder Return Amount |
253
|
299
|
216
|
179
|
106
|
| Net Income (Loss) |
$ 2,027,000,000
|
$ 4,525,000,000
|
$ 7,607,000,000
|
$ 6,827,000,000
|
$ 721,000,000
|
| Company Selected Measure Amount |
0.098
|
0.23
|
0.469
|
0.55
|
0.068
|
| PEO Name |
Leon J. Topalian
|
|
|
|
|
| Measure:: 1 |
|
|
|
|
|
| Pay vs Performance Disclosure |
|
|
|
|
|
| Name |
ROE
|
|
|
|
|
| Measure:: 2 |
|
|
|
|
|
| Pay vs Performance Disclosure |
|
|
|
|
|
| Name |
ROAIC
|
|
|
|
|
| Measure:: 3 |
|
|
|
|
|
| Pay vs Performance Disclosure |
|
|
|
|
|
| Name |
stock price
|
|
|
|
|
| PEO | Equity Awards Adjustments |
|
|
|
|
|
| Pay vs Performance Disclosure |
|
|
|
|
|
| Adjustment to Compensation, Amount |
$ (18,689,303)
|
$ 17,599,740
|
$ 14,268,594
|
$ 40,530,672
|
$ 1,134,281
|
| PEO | Aggregate Grant Date Fair Value of Equity Award Amounts Reported in Summary Compensation Table |
|
|
|
|
|
| Pay vs Performance Disclosure |
|
|
|
|
|
| Adjustment to Compensation, Amount |
(13,807,054)
|
(13,953,031)
|
(13,632,413)
|
(5,689,943)
|
(5,312,358)
|
| PEO | Year-end Fair Value of Equity Awards Granted in Covered Year that are Outstanding and Unvested |
|
|
|
|
|
| Pay vs Performance Disclosure |
|
|
|
|
|
| Adjustment to Compensation, Amount |
8,633,098
|
20,034,869
|
18,173,840
|
12,422,466
|
6,896,426
|
| PEO | Year-over-Year Change in Fair Value of Equity Awards Granted in Prior Years That are Outstanding and Unvested |
|
|
|
|
|
| Pay vs Performance Disclosure |
|
|
|
|
|
| Adjustment to Compensation, Amount |
(12,189,182)
|
7,651,801
|
7,527,586
|
28,207,308
|
81,777
|
| PEO | Vesting Date Fair Value of Equity Awards Granted and Vested in Covered Year |
|
|
|
|
|
| Pay vs Performance Disclosure |
|
|
|
|
|
| Adjustment to Compensation, Amount |
443,693
|
688,608
|
546,000
|
0
|
0
|
| PEO | Change in Fair Value as of Vesting Date of Prior Year Equity Awards Vested in Covered Year |
|
|
|
|
|
| Pay vs Performance Disclosure |
|
|
|
|
|
| Adjustment to Compensation, Amount |
(1,995,672)
|
2,970,935
|
1,412,224
|
5,434,578
|
(690,755)
|
| PEO | Dividends or Other Earnings Paid on Equity Awards not Otherwise Reflected in Total Compensation for Covered Year |
|
|
|
|
|
| Pay vs Performance Disclosure |
|
|
|
|
|
| Adjustment to Compensation, Amount |
225,814
|
206,558
|
241,357
|
156,263
|
159,191
|
| Non-PEO NEO | Equity Awards Adjustments |
|
|
|
|
|
| Pay vs Performance Disclosure |
|
|
|
|
|
| Adjustment to Compensation, Amount |
(5,862,757)
|
5,163,025
|
1,931,717
|
18,310,419
|
(1,534,281)
|
| Non-PEO NEO | Aggregate Grant Date Fair Value of Equity Award Amounts Reported in Summary Compensation Table |
|
|
|
|
|
| Pay vs Performance Disclosure |
|
|
|
|
|
| Adjustment to Compensation, Amount |
(4,313,020)
|
(4,372,935)
|
(3,844,616)
|
(2,431,870)
|
(2,578,948)
|
| Non-PEO NEO | Year-end Fair Value of Equity Awards Granted in Covered Year that are Outstanding and Unvested |
|
|
|
|
|
| Pay vs Performance Disclosure |
|
|
|
|
|
| Adjustment to Compensation, Amount |
2,794,844
|
6,034,842
|
3,238,139
|
5,092,457
|
1,938,739
|
| Non-PEO NEO | Year-over-Year Change in Fair Value of Equity Awards Granted in Prior Years That are Outstanding and Unvested |
|
|
|
|
|
| Pay vs Performance Disclosure |
|
|
|
|
|
| Adjustment to Compensation, Amount |
(4,189,878)
|
2,449,994
|
430,648
|
11,458,211
|
(483,507)
|
| Non-PEO NEO | Vesting Date Fair Value of Equity Awards Granted and Vested in Covered Year |
|
|
|
|
|
| Pay vs Performance Disclosure |
|
|
|
|
|
| Adjustment to Compensation, Amount |
107,665
|
214,417
|
1,194,601
|
528,952
|
658,862
|
| Non-PEO NEO | Change in Fair Value as of Vesting Date of Prior Year Equity Awards Vested in Covered Year |
|
|
|
|
|
| Pay vs Performance Disclosure |
|
|
|
|
|
| Adjustment to Compensation, Amount |
(391,617)
|
732,283
|
834,710
|
3,512,002
|
(1,239,087)
|
| Non-PEO NEO | Dividends or Other Earnings Paid on Equity Awards not Otherwise Reflected in Total Compensation for Covered Year |
|
|
|
|
|
| Pay vs Performance Disclosure |
|
|
|
|
|
| Adjustment to Compensation, Amount |
$ 129,249
|
$ 104,424
|
$ 78,235
|
$ 150,667
|
$ 169,660
|