-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, BAQ+Q8zRF6oX1Ri9FhR2dnoDhCBwm8gT0jGPUnWuuJCiSUvHcUhnuA2EH+6je/Uz ypFwfjrsSAnuSA97xso7Og== 0000950168-94-000160.txt : 19940505 0000950168-94-000160.hdr.sgml : 19940505 ACCESSION NUMBER: 0000950168-94-000160 CONFORMED SUBMISSION TYPE: 424B3 PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19940503 FILER: COMPANY DATA: COMPANY CONFORMED NAME: NUCOR CORP CENTRAL INDEX KEY: 0000073309 STANDARD INDUSTRIAL CLASSIFICATION: 3312 IRS NUMBER: 131860817 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 424B3 SEC ACT: 1933 Act SEC FILE NUMBER: 033-27120 FILM NUMBER: 94525795 BUSINESS ADDRESS: STREET 1: 2100 REXFORD RD CITY: CHARLOTTE STATE: NC ZIP: 28211 BUSINESS PHONE: 7043667000 MAIL ADDRESS: STREET 1: 2100 REXFORD ROAD CITY: CHARLOTTE STATE: NC ZIP: 28211 FORMER COMPANY: FORMER CONFORMED NAME: NUCLEAR CORP OF AMERICA INC DATE OF NAME CHANGE: 19680911 FORMER COMPANY: FORMER CONFORMED NAME: AZTEC MECHANICAL CONTRACTORS INC DATE OF NAME CHANGE: 19660629 424B3 1 424B3 NUCOR 89626 Form S-8 File Nos. 33-27120, 2-55941, 2-69914, and 2-51735 Rule 424(b) PROSPECTUS NUCOR CORPORATION 3,092,714 shares Common Stock Par Value $.40 Per Share The shares offered hereby are being offered by senior officers or directors of Nucor Corporation who may be deemed affiliates of Nucor. See "Selling Stockholders" herein. Such shares will be sold on any stock exchange on which Nucor's Common Stock is then listed, at prices then prevailing on such exchange, or in other transactions at negotiated prices. Nucor will receive no sales proceeds. Net proceeds to Selling Stockholders will be the proceeds received by them upon such sales less brokerage commissions, if any. Nucor's Common Stock is listed on the New York Stock Exchange. The closing price on that exchange on April 29, 1994 was $61.375 per share. THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND EXCHANGE COMMISSION NOR HAS THE COMMISSION PASSED UPON THE ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE. No person has been authorized to give any information or to make any representations, other than as contained herein, in connection with the offer contained in this Prospectus, and, if given or made, such information or representations must not be relied upon. The date of this Prospectus is April 29, 1994 April 29, 1994 Prospectus Senior Officers and Directors Page 2 AVAILABLE INFORMATION Nucor Corporation ("Nucor") is subject to the informational requirements of the Securities Exchange Act of 1934 and in accordance therewith files reports, proxy statements and other information with the Securities and Exchange Commission. Such reports, proxy statements and other information (including the annual report on Form 10-K for last year and the proxy statement for this year's annual meeting of stockholders) can be inspected and copied at the public reference facilities maintained by the Securities and Exchange Commission at Room 1024, 450 Fifth Street, N.W., Washington, D.C. 20549, at the Commission's regional offices at 75 Park Place, Los Angeles, California 90036-3648, and 500 West Madison Street, Suite 1400, Chicago, Illinois 60661-2511, and at the New York Stock Exchange, on which the Common Stock of Nucor is listed. Copies of such material can be obtained from the Public Reference Section of the Securities and Exchange Commission at the above address at prescribed rates. DOCUMENTS INCORPORATED BY REFERENCE The following documents filed with the Securities and Exchange Commission are incorporated in this Prospectus by reference: (a) Nucor's latest annual report filed under Section 13 or 15(d) of the Securities Exchange Act of 1934 (the "Act"); (b) All other reports filed under Section 13 of 15(d) of the Act since the end of the fiscal year covered by the annual report referred to in (a) above; (c) Nucor's definitive proxy statement filed under Section 14 of the Act in connection with the latest annual meeting of stockholders, and any definitive proxy statements so filed in connection with any subsequent special meetings of stockholders; (d) The description of Nucor's Common Stock contained in the registration statement filed under Section 12 of the Act, including any amendment or report filed to update such description. All reports and other documents subsequently filed by Nucor pursuant to Sections 13, 14, and 15(d) of the Act, prior to filing a post-effective Amendment which indicates that all Common Stock offered hereby has been sold (or which deregisters all Common Stock remaining unsold) shall be deemed to be incorporated by reference herein and to be made a part of this Prospectus from the date of their filing. Each person to whom this Prospectus is sent or given will, on written or oral request and without charge, be furnished a copy of any document incorporated herein by reference. Requests should be made to Nucor's corporate secretary at Nucor's address or telephone number appearing herein. IDENTITY OF ISSUER Nucor was incorporated under Delaware law in 1958. Nucor's executive offices are located at 2100 Rexford Road, Charlotte, North Carolina, 28211, and its telephone number is 704/366-7000. April 29, 1994 Prospectus Senior Officers and Directors Page 3 SELLING STOCKHOLDERS The table below sets forth as of March 31, 1994, certain information about the Selling Stockholders, all of whom are senior officers or directors of Nucor, with an address c/o Nucor Corporation, 2100 Rexford Road, Charlotte, North Carolina, 28211. The figures appearing in the column entitled "Shares Beneficially Owned" include shares which may be acquired upon the exercise of options granted by Nucor pursuant to its Key Employees Incentive Stock Option Plans. The number of shares which may be acquired upon the exercise of such options is also shown separately, with respect to each selling stockholder, in the column entitled "Unexercised Options Held." The figures appearing in the column entitled "Shares Offered Hereby" were or are to be acquired (1) upon the exercise of options granted by Nucor pursuant to its Key Employees Incentive Stock Option Plans, (2) pursuant to Nucor's Senior Officers Incentive Stock Compensation Plan, (3) pursuant to Nucor's Employee Monthly Stock Investment Plan, and (4) pursuant to Nucor's Employee Stock Ownership Plan. The Selling Stockholders may from time to time offer all or part of the foregoing shares in the manner set forth on the cover page of this Prospectus. In addition, they may from time to time offer, pursuant to this Prospectus, additional shares to be acquired pursuant to the above Plans. Nucor will pay the expenses of this Prospectus but will receive no sales proceeds.
Shares Unexercised Shares Beneficially Options Offered Names and Positions Owned Held Hereby H. David Aycock, Director 717,701 --- 585,401 A. Jay Bowcutt, Vice President 13,600 9,483 13,600 James E. Campbell, Vice President 48,883 17,143 47,883 John D. Correnti, President and Chief Operating Officer 47,892 14,705 47,892 James W. Cunningham, Director 458,964 --- 405,168 Jerry V. DeMars, Vice President 32,673 14,699 32,673 Daniel R. DiMicco, Vice President 14,499 2,665 14,499 John A. Doherty, Vice President 446,592 17,143 443,064 Jeffrey P. Downing, Vice President 7,313 4,905 7,313 Ladd R. Hall, Vice President 4,799 4,713 4,799 Donald N. Holloway, Vice President 167,448 5,863 167,448 Kenneth H. Huff, Vice President 5,067 3,549 5,067 F. Kenneth Iverson, Director, Chairman and Chief Executive Officer 783,056 19,237 587,628 Terry S. Lisenby, Vice President 13,450 8,495 13,450 Hamilton Lott, Jr., Vice President 39,083 14,699 39,083 Harry R. Lowe, Vice President 12,686 7,537 9,868 Rodney B. Mott, Vice President 12,386 9,745 12,386 D. Michael Parrish, Vice President 24,983 15,635 24,983 James W. Ronner, Vice President 13,990 7,417 13,950 Larry A. Roos, Vice President 122,195 17,143 119,483 Joseph A. Rutkowski, Vice President 11,006 8,941 11,006 Samuel Siegel, Director, Vice Chairman, Chief Financial Officer, Treasurer and Secretary 564,938 22,516 486,070
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