On May 23, 2019, the stockholders of AK Steel Holding Corporation (the “Company”) approved the 2019 Omnibus Supplemental Incentive Plan (“2019 Plan”) at the 2019 Annual Meeting of Stockholders (the “2019 Annual Meeting”). Previously, on March 21, 2019, upon recommendation from the Management Development and Compensation Committee (the “Committee”), the Board of Directors (the “Board”) of the Company approved the 2019 Plan, subject to stockholder approval. The 2019 Plan provides the Board with the means for granting various types of equity-based awards and performance awards to Executive Officers, key employees, and non-employee Directors of the Company and its operating subsidiaries and affiliates.
The principal purpose of awards under the 2019 Plan is to enhance the commonality of interests between Management team members and the Company’s stockholders by linking compensation to Company performance and to appreciation in the market price of the Company’s common stock. Grants also are intended to encourage Executive Officers and other key members of Management to remain employed with the Company and contribute to its performance by (1) restricting their ability to benefit from a grant until it vests and/or is earned based upon performance, and (2) giving them an incentive to make meaningful contributions to the Company’s business performance by linking the value of the awards they do receive to that business performance. The 2019 Plan is intended to facilitate the ability of the Committee to plan for and make equity-based and other awards to achieve these goals, while also complying with good governance practices with respect to such awards.
For additional detail concerning the terms and conditions of the 2019 Plan, please refer to the discussion in the Company’s Proxy Statement for the 2019 Annual Meeting, as filed with the Securities and Exchange Commission on April 10, 2019 (the “2019 Proxy Statement”), under the caption “Approval of the 2019 Omnibus Supplemental Incentive Plan.”
The foregoing description of the 2019 Plan and the discussion of the terms and conditions of the 2019 Plan contained in the 2019 Proxy Statement are both qualified in their entirety by reference to the full text of the 2019 Plan, a copy of which is attached hereto as Exhibit 10.1 and incorporated by reference herein.
Item 5.07 Submission of Matters to a Vote of Security Holders.
On May 23, 2019, the Company held its 2019 Annual Meeting of Stockholders. Each proposal subject to a vote at the 2019 Annual Meeting was described in detail in the Company’s 2019 Proxy Statement. With respect to each of the proposals, the Company’s stockholders voted as indicated below.
EX-10.1 2 exhibit101form8-kproxy.htm EXHIBIT 10.1 Exhibit {Exhibit 10.1 to Form 8-K filed 5.28.2019 – AK Steel Omnibus Supplemental Incentive Plan v 1}EXHIBIT 10.1AK STEEL HOLDING CORPORATION2019 OMNIBUS SUPPLEMENTAL INCENTIVE PLAN______________________________________________________(as of May 23,…
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AK Steel Holding Corporation is an integrated producer of flat-rolled carbon, stainless and electrical steels and tubular products through its subsidiary, AK Steel Corporation (AK Steel). The Company operates approximately eight steelmaking and finishing plants, over two coke plants and approximately two tube manufacturing plants across states, which include Indiana, Kentucky, Michigan, Ohio, Pennsylvania and West Virginia. These operations produce flat-rolled carbon, specialty stainless and electrical steels that it sells in sheet and strip form, and carbon and stainless steel that it finishes into welded steel tubing. The Company also produces metallurgical coal through its subsidiary, AK Coal Resources, Inc. (AK Coal). In addition, the Company operates trading companies in Mexico and Europe that buy and sell steel and steel products and other materials. It sells flat-rolled carbon steel products, consisting of coated, cold-rolled, and hot-rolled carbon steel products.