DEFA14A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

SCHEDULE 14A INFORMATION

Proxy Statement Pursuant to Section 14(a) of

the Securities Exchange Act of 1934 (Amendment No.     )

 

Filed by the Registrant     
Filed by a Party other than the Registrant     
Check the appropriate box:     
☐      Preliminary Proxy Statement   ☐      Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
☐      Definitive Proxy Statement     
☑      Definitive Additional Materials     
☐      Soliciting Material Pursuant to Section 240.14a-11(c) or Section 240.14a-12

AK STEEL HOLDING CORPORATION

 

(Name of Registrant as Specified In Its Certificate)

 

      

 

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check the appropriate box):

 

No fee required.

 

Fee computed on table below per Exchange Act Rules 14a-6(i)(4) and 0-11.

 

  (1)

Title of each class of securities to which transaction applies:

      

 

 

  (2)

Aggregate number of securities to which transaction applies:

      

 

 

  (3)

Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (Set forth the amount on which the filing fee is calculated and state how it was determined):

      

 

 

  (4)

Proposed maximum aggregate value of transaction:

      

 

 

  (5)

Total fee paid:

      

 

 

Fee paid previously with preliminary materials.

 

Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing.

 

  (1)

Amount Previously Paid:

      

 

 

  (2)

Form, Schedule or Registration Statement No.:

      

 

 

  (3)

Filing Party:

      

 

 

  (4)

Date Filed:

      

 


*** Exercise Your Right to Vote ***

Important Notice Regarding the Availability of Proxy Materials for the

Stockholder Meeting to Be Held on May 23, 2019.

 

 
 

 

AK STEEL HOLDING CORPORATION

 

 

 

LOGO  

LOGO

 

AK STEEL HOLDING CORPORATION

ATTN: AMY DORNACHER

9227 CENTRE POINTE DRIVE

WEST CHESTER, OH 45069

 

 

 

 
         
      

Meeting Information

 

Meeting Type:         Annual Meeting

 

For holders as of:    March 25, 2019

 

Date:  May 23, 2019        Time: 1:30 p.m., EDT

 

Location:    Meeting live via the Internet-please visit

                     www.virtualshareholdermeeting.com/AKS2019.

 

The company will be hosting the meeting live via the Internet this year. To attend the meeting via the Internet please visit www.virtualshareholdermeeting.com/AKS2019 and be sure to have the information that is printed in the box marked by the arrow LOGO (located on the following page).

 

   
     
    

You are receiving this communication because you hold shares in the company named above.

 

This is not a ballot. You cannot use this notice to vote these shares. This communication presents only an overview of the more complete proxy materials that are available to you on the Internet. You may view the proxy materials online at www.proxyvote.com or easily request a paper copy (see reverse side).

 

We encourage you to access and review all of the important information contained in the proxy materials before voting.

 

   

 

See the reverse side of this notice to obtain proxy   materials and voting instructions.

   
 


—  Before You Vote   —

How to Access the Proxy Materials

 

 

      

 

Proxy Materials Available to VIEW or RECEIVE:

   

NOTICE AND PROXY STATEMENT                ANNUAL REPORT

   

 

How to View Online:

   

Have the information that is printed in the box marked by the arrow LOGO (located on the following page) and visit: www.proxyvote.com.

   

 

How to Request and Receive a PAPER or E-MAIL Copy:

   

If you want to receive a paper or e-mail copy of these documents, you must request one. There is NO charge for requesting a copy. Please choose one of the following methods to make your request:

   

                                 1) BY INTERNET:

     www.proxyvote.com    
   

                                 2) BY TELEPHONE:

     1-800-579-1639    
   

                                 3) BY E-MAIL*:

     sendmaterial@proxyvote.com    
   

 

*   If requesting materials by e-mail, please send a blank e-mail with the information that is printed in the box marked by the arrow LOGO (located on the following page) in the subject line.

   

 

Requests, instructions and other inquiries sent to this e-mail address will NOT be forwarded to your investment advisor. Please make the request as instructed above on or before May 10, 2019 to facilitate timely delivery.

 

              

—  How To Vote   —

Please Choose One of the Following Voting Methods

 

LOGO         
      

Vote By Internet:

   

 

Before The Meeting:

   

Go to www.proxyvote.com. Have the information that is printed in the box marked by the arrow LOGO (located on the following page) available and follow the instructions.

   

 

During The Meeting:

   

Go to www.virtualshareholdermeeting.com/AKS2019. Have the information that is printed in the box marked by the arrow LOGO (located on the following page) available and follow the instructions.

   

 

Vote By Mail: You can vote by mail by requesting a paper copy of the materials, which will include a proxy card.

 

        


  Voting Items  
 

 

The Board of Directors recommends a vote “FOR”

the listed nominees.

  1.   Election of Directors.  
    Nominees:  
   

1a.  Dennis C. Cuneo

 
   

1b.  Sheri H. Edison

 
   

1c.  Mark G. Essig

 
   

1d.  William K. Gerber

 
   

1e.  Gregory B. Kenny

 
   

1f.   Ralph S. Michael, III

 
   

1g.  Roger K. Newport

 
   

1h.  Dwayne A. Wilson

 
   

1i.   Vicente Wright

 

LOGO

   

1j.   Arlene M. Yocum

 

 

 

The Board of Directors recommends you vote

“FOR” proposals 2, 3 and 4.

 

2.

The ratification of the Audit Committee’s appointment of Ernst & Young LLP as the independent registered public accounting firm for 2019.

 

 

3.

The resolution to approve the compensation of the Named Executive Officers.

 

 

4.

The approval of the 2019 Omnibus Supplemental Incentive Plan.

 

NOTE: The Company will also conduct such business as may properly come before the meeting or any adjournment thereof.

 


 

 

 

 

       

 

       

 

 

LOGO