8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of

The Securities Exchange Act of 1934

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Date of Report (Date of earliest event reported):

May 2, 2019

United States Steel Corporation

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(Exact name of registrant as specified in its charter)

Delaware	1-16811	25-1897152
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(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

600 Grant Street, Pittsburgh, PA	15219-2800
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(Address of principal executive offices)	(Zip Code)

(412) 433-1121

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(Registrant's telephone number,

including area code)

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 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:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company  ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

Item 8.01 Other Events

On May 2, 2019, United States Steel Corporation (the “Corporation”) issued a press release announcing that it will invest more than $1 billion to construct a new sustainable endless casting and rolling facility at its Edgar Thomson Plant in Braddock, Pa., and a cogeneration facility at its Clairton Plant in Clairton, Pa., both part of the Corporation’s Mon Valley Works. The full text of the press release is furnished herewith as Exhibit 99.1. The Corporationalso posted to its website a presentation related to this investment. The presentation is furnished herewith as Exhibit 99.2.

In accordance with General Instruction B.2 of Form 8-K, the information contained in this Item 8.01, the press release and presentation are being furnished under Item 8.01 of Form 8-K and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall such information and exhibits be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

Item 9.01. Financial Statements and Exhibits

9.01(d) Exhibits:

Exhibit
No.	Description
99.1	Press Release dated May 2, 2019
99.2	State-of-the-Art Endless Casting and Rolling Investment at Mon Valley presentation

SIGNATURE

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.

UNITED STATES STEEL CORPORATION

By: /s/ Kimberly D. Fast

Name: Kimberly D. Fast

Title: Acting Controller

Dated: May 2, 2019

EX-99.1

                                                             NEWS RELEASE

CONTACTS:
Meghan Cox	Kevin Lewis
Manager	General Manager
Corporate Communications	Investor Relations
T – (412) 433-6777	T – (412) 433-6935
E – mmcox@uss.com	E – klewis@uss.com

FOR IMMEDIATE RELEASE

U. S. STEEL ANNOUNCES
STATE-OF-THE-ART STEELMAKING TECHNOLOGY INVESTMENT AT
MON VALLEY WORKS

PITTSBURGH May 2, 2019– United States Steel Corporation (NYSE: X) announced today it will invest more than $1 billion to construct a new sustainable endless casting and rolling facility at its Edgar Thomson Plant in Braddock, Pa., and a cogeneration facility at its Clairton Plant in Clairton, Pa., both part of the company’s Mon Valley Works. The cutting-edge endless casting and rolling technology combines thin slab casting and hot rolled band production into one continuous process and will make Mon Valley Works the first facility of this type in the United States, and one of only a handful in the world.

“This is a truly transformational investment for U. S. Steel.  We are combining our integrated steelmaking process with industry-leading endless casting and rolling to reinvest in steelmaking and secure the future for a new generation of steelworkers in Western Pennsylvania and the Mon Valley,” said David B. Burritt, President and Chief Executive Officer of U. S. Steel. “U. S. Steel’s investment in leading technology and advanced manufacturing aligns with our vision to be the industry leader in delivering high-quality, value-added products and innovative solutions that address our customers’ most challenging steel needs for the future. We believe that adding sustainable steel technology to our footprint will create long-term value for our employees, our region, our customers and our investors.”

©2019 U. S. Steel. All Rights Reserved www.ussteel.com United States Steel Corporation

                                                             NEWS RELEASE

The installation of endless casting and rolling technology will give U. S. Steel a world-class asset that will improve the quality and attributes of its downstream products for customers in appliance, construction and industrial markets. With this investment, Mon Valley Works will become the principal source of substrate for the production of the company’s industry-leading XG3™ Advanced High Strength Steel (AHSS) that assists automotive customers in meeting fuel efficiency standards. This project, in addition to producing sustainable AHSS, will improve environmental performance, energy conservation and reduce our carbon footprint associated with Mon Valley Works. First coil production is expected in 2022, contingent upon permitting and construction.

With this investment, U. S. Steel continues its more than a century-long commitment to innovative steelmaking in Pennsylvania. The technology will allow for optimization of the Mon Valley Works and other U. S. Steel facilities without increasing the company’s overall steelmaking capacity. The new endless casting and rolling facility will replace the existing traditional slab caster and hot strip mill facilities at the Mon Valley Works. Current and future employees will enhance their skills with more advanced manufacturing to operate and maintain the new facility through training programs developed in partnership with local universities.

As part of the project, U. S. Steel will also include construction of a new cogeneration facility, equipped with state-of-the-art emissions control systems at its Clairton Plant, to convert a portion of the coke oven gas generated at its Clairton Plant into electricity to power the steelmaking and finishing facilities throughout U. S. Steel’s Mon Valley operations.

Once completed, the new advanced steelmaking technology and state-of-the-art cogeneration facilities will incorporate the best available control technologies. Based upon current design and engineering data that is accompanying our air permit applications, we expect that the project will result in significant improvements in emissions compared to the existing facilities to be replaced, including reductions in emissions of Particulate Matter (PM) of approximately 60%, PM10 and PM2.5 of approximately 35%, sulfur dioxide of approximately 50%, and nitrogen oxides of approximately 80%. The project exemplifies our continued commitment to conserve resources and improve air quality in the Mon Valley.

Additional details on the investment, including an investor presentation, can be found at http://www.ussteel.com/MonValleyInvestment.

©2019 U. S. Steel. All Rights Reserved www.ussteel.com United States Steel Corporation

                                                             NEWS RELEASE

FORWARD LOOKING STATEMENTS

This press release contains information that may constitute “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended.  We intend the forward-looking statements to be covered by the safe harbor provisions for forward-looking statements in those sections.  Generally, we have identified such forward-looking statements by using the words “believe,” “expect,” “intend,” “estimate,” “anticipate,” “project,” “target,” “forecast,” “aim,” “should,” “will” and similar expressions or by using future dates in connection with any discussion of, among other things, operating and environmental performance, trends, events or developments that we expect or anticipate will occur in the future, and statements expressing general views about future operating results.  However, the absence of these words or similar expressions does not mean that a statement is not forward-looking.  Forward-looking statements are not historical facts, but instead represent only the Company’s beliefs regarding future events, many of which, by their nature, are inherently uncertain and outside of the Company’s control.  Such forward looking statements are not guarantees of future performance. Management believes that these forward-looking statements are reasonable as of the time made.  However, caution should be taken not to place undue reliance on any such forward-looking statements because such statements speak only as of the date when made.  Our Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.  In addition, forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from our Company's historical experience and our present expectations or projections.  These risks and uncertainties include, but are not limited to the risks and uncertainties described in “Item 1A. Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2018, and those described from time to time in our future reports filed with the Securities and Exchange Commission.

-oOo-

2019-013

United States Steel Corporation, headquartered in Pittsburgh, Pa., is a leading integrated steel producer and Fortune 250 company with major operations in the United States and Central Europe. For more information about U. S. Steel, please visit www.ussteel.com.

©2019 U. S. Steel. All Rights Reserved www.ussteel.com United States Steel Corporation

EX-99.2

May 2, 2019 State-of-the-Art Endless Casting and Rolling Investment at Mon Valley www.ussteel.com

Forward-looking Statements These slides are being provided to assist readers in understanding the construction of a state-of-the-art endless casting and rolling facility at the Company’s Mon Valley Works, results of operations, financial condition and cash flows of United States Steel Corporation. This presentation contains information that may constitute “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. We intend the forward-looking statements to be covered by the safe harbor provisions for forward-looking statements in those sections. Generally, we have identified such forward- looking statements by using the words “believe,” “expect,” “intend,” “estimate,” “anticipate,” “project,” “target,” “forecast,” “aim,” “should,” “will” and similar expressions or by using future dates in connection with any discussion of, among other things, operating performance, trends, events or developments that we expect or anticipate will occur in the future, statements relating to volume growth, share of sales and earnings per share growth, and statements expressing general views about future operating results. However, the absence of these words or similar expressions does not mean that a statement is not forward-looking. Forward-looking statements are not historical facts, but instead represent only the Company’s beliefs regarding future events, many of which, by their nature, are inherently uncertain and outside of the Company’s control. It is possible that the Company’s actual results, operating performance and financial condition may differ, possibly materially, from the anticipated results, operating performance and financial condition indicated in these forward-looking statements. Management believes that these forward-looking statements are reasonable as of the time made. However, caution should be taken not to place undue reliance on any such forward-looking statements because such statements speak only as of the date when made. Our Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law. In addition, forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from our Company's historical experience and our present expectations or projections. These risks and uncertainties include, but are not limited to the risks and uncertainties described in “Item 1A. Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2018, and those described from time to time in our future reports filed with the Securities and Exchange Commission. References to "we," "us," "our," the "Company," and "U. S. Steel," refer to United States Steel Corporation and its consolidated subsidiaries. 2

STRATEGY OVERVIEW

Building a Solid Foundation for Our Future OUR STRATEGY CRITICAL SUCCESS FACTORS . Enhance operational excellence: safe, environmentally responsible, 1 reliable and cost effective Move Down the Cost Curve operations . Create operating leverage: 2 revitalized steelmaking assets with improved operational performance Win in Attractive Markets . Invest in technology: cost structure and product 3 capabilities to serve attractive markets Move Up the Talent Curve 4

Creating New Boundaries Through Dimensions and Differentiation Investment: Asset Revitalization Endless Casting and Rolling New Boundaries: More Automotive Line Pipe HRC AHSS Industrial HRC Ability to HRC Differentiate Less Going thinner Going thicker Thin Steel Gauge Thick 5

The U. S. Steel Value Proposition Creating a compelling and sustainable investment thesis Sustainable Increased through- Reduced long-term Free Cash Flow cycle earnings capital intensity to Create leverage Stockholder Value Our value creation formula 6

INVESTMENT HIGHLIGHTS

Our Mon Valley Works is a Logical Choice for Investment Mon Valley Works Has An Advantaged Cost Structure . Structural cost advantages from highly efficient operations ‒ Advantaged logistics and energy costs . Replacing the hot strip mill (HSM) unlocks significant value creation & ‒ Enhanced optionality within U. S. Steel footprint ‒ Increased ability to serve new markets, including the growing and environmentally sustainable advanced high strength steel Edgar Thomson Irvin (AHSS) market 8

Best-in-Class Technology, Product Capability and Cost Structure Existing Iron and Steel Making New Technology Will Replace Existing Operations are Unchanged Slab Caster and Hot Strip Mill Iron Making Steel Making Endless Casting and Rolling . Maintains same level of steel making capacity of the Mon Valley . Talent and project management in place . Construction will begin immediately upon approval of permitting and is expected to take approximately 24 months . First steel currently expected in 2022 9

Significantly Reduced Costs and State-of-the-Art Product Capabilities Endless Casting & Rolling Process vs. Our Current Casting and Rolling Processes Current Process: CC/HSM – For illustrative purposes only SLAB YARD 470 Feet SLAB PROCESSING 2038 Feet PUSHER TYPE REHEAT ROUGHING HOLDING FINISHING MILL LAMINAR DOWNCOILERS FURNACES MILL TABLE COVERS STANDS FLOW COOLING RUNOUT TABLES Total length: ~2500 feet plus slab movement Future Process: Endless Casting & Rolling CROP SHEAR THIN SLAB CROP SHEAR CASTER INDUCTION PENDULUM HEATING SHEAR LAMINAR COOLING DOWNCOILERS PLATE PUSHER HIGH REDUCTION MILL HIGH SPEED FLY SHEAR AND PILER FINISHING MILL Total length: ~600 feet Lower conversion costs Lower sustaining capex Preferred technology for thin    and wide products, including advanced high strength steels 10

Investment Will Be Made in the Existing Edgar Thomson Footprint 11

A Compelling Investment Supported by Flexible Financing ~$1.2B 15+% capital return on investment1 investment Opportunistically optimize financing with a combination of the following: 2019 2020 2021 2022 . Vendor-supported financing ~$60M ~$400M ~$650M ~$90M . Senior unsecured notes . Cash / ABL ------- Investment horizon & associated capex ------- ---------- Potential financing ---------- 1Includes $150-$200M for a cogeneration facility at Clairton 12

Positions the Mon Valley to Compete and Win Expands Structural Cost Greater Footprint Optionality Advantage at Mon Valley Commercial Expands ability to serve a broader Improves yields significantly Uplift: 52% Other: 15% range of markets and customers Requires less externally Facilitates improved product loading purchased energy Contribution at other flat-rolled facilities to to run-rate maximize product mix and margins EBITDA Creates more efficient staffing Adds third production site with AHSS capabilities Variable Cost Reduction: 33% Improves overall operating Improves ability to efficiently efficiency schedule and execute planned outages for routine maintenance and facility upgrades 13

A Cogen Improves Our Environmental Performance and Energy Efficiency Cogeneration Facility Environmental Benefits Improves the energy efficiency of the Mon Valley Works Complex Significantly reduces air emissions and significantly improves overall environmental performance of our . A cogeneration facility converts process operations across the Mon Valley off-gas to electricity and steam Works Complex . Upon commissioning of the new endless Results in the elimination of some third casting and rolling facility, excess coke party electricity purchases, reducing oven gas will be converted to electricity our carbon footprint and steam using the co-generation facility Capex ~$150-$200M 14

Industry Leading Technology and Key Competitive Advantage Move down the cost curve … Win in attractive markets … Move up the talent curve … Reduced conversion Better through- costs cycle financial Increased capability Further develop performance to compete and win sustainable, best-in- in attractive markets class steel talent Improved long- Increased footprint term free cash flexibility flow yield Aligned with our strategy to create value 15

INVESTOR RELATIONS Kevin Lewis General Manager 412-433-6935 klewis@uss.com Eric Linn Manager 412-433-2385 eplinn@uss.com www.ussteel.com