WHEREAS, we believe in full disclosure of Nucor’s direct and indirect lobbying activities and expenditures to assess whether Nucor’s lobbying is consistent with its expressed goals and in stockholders’ best interests.

RESOLVED, the stockholders of Nucor request the preparation of a report, updated annually, disclosing:

1.   Company policy and procedures governing lobbying, both direct and indirect, and grassroots      lobbying communications. 

2. Payments by Nucor used for (a) direct or indirect lobbying or (b) grassroots lobbying communications, in each case including the amount of the payment and the recipient.

3. Nucor’s membership in and payments to any tax-exempt organization that writes and endorses model legislation.

4. Description of management’s and the Board’s decision-making process and oversight for making payments described in sections 2 and 3 above.

For purposes of this proposal, a “grassroots lobbying communication” is a communication directed to the general public that (a) refers to specific legislation or regulation, (b) reflects a view on the legislation or regulation and (c) encourages the recipient of the communication to take action with respect to the legislation or regulation. “Indirect lobbying” is lobbying engaged in by a trade association or other organization of which Nucor is a member.

Both “direct and indirect lobbying” and “grassroots lobbying communications” include efforts at the local, state and federal levels.

The report shall be presented to the Audit Committee or other relevant oversight committees and posted on Nucor’s website. 

Supporting Statement We encourage transparency in Nucor’s use of funds to lobby. Nucor spent $17,750,000 from 2010 – 2018 on federal lobbying. This figure does not include state lobbying, where Nucor lobbies but disclosure is uneven or absent. For example, Nucor spent over $1.2 million on lobbying in New York from 2011 – 2018. Nucor’s lobbying over steel tariffs has attracted media attention (“Big Steel, a Tariff Winner, Steps Up Its Spending in Washington,” Wall Street Journal, February 12, 2019).

Nucor sits on the board of the National Association of Manufacturers, which spent $89,038,062 on lobbying from 2010 – 2018 and is lobbying against shareholder rights to file resolutions. Nucor also sits on boards of the American Iron and Steel Institute (“AISI”) and the World Steel Association. Nucor does not disclose its trade association memberships, nor payments and the portions used for lobbying. And Nucor does not disclose its contributions to tax-exempt organizations that write and endorse model legislation, such as supporting the American Legislative Exchange Council (ALEC) and the Heartland Institute.

We are concerned that Nucor’s lack of lobbying and trade association disclosure presents reputational risks. For example, AISI has drawn media scrutiny for lobbying for tariffs (“U.S. Steel Companies Face Downturn Despite Trump Claims of Revival,” New York Times, January 14, 2019, as has Nucor for “defending its support for the Heartland Institute’s climate denial efforts” (“Nucor CEO: Funding Of Heartland Institute’s Climate Denial ‘Is Entirely Appropriate’,” Think Progress, June 14, 2012), and over 100 companies have publicly left ALEC, including 3M, Deere, Emerson Electric and Honeywell.