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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549 
FORM 8-K 
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of report (Date of earliest event reported): May 3, 2024 (April 30, 2024)
United States Steel Corporation
(Exact Name of Registrant as Specified in Charter) 
  
Delaware
 1-16811 25-1897152
(State or Other Jurisdiction
of Incorporation)
(Commission
File Number)
(I.R.S. Employer
Identification No.)

600 Grant Street,
Pittsburgh, PA 15219-2800
(Address of Principal Executive Offices, and Zip Code)

(412) 433-1121
Registrant’s Telephone Number, Including Area Code
____________________________________________
(Former Name or Former Address, if Changed Since Last Report) 
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 (see General Instruction A.2. below):
☐ Written communication 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 communication pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communication pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common Stock
X
New York Stock Exchange
Common Stock
X
Chicago Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
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 5.07. Submission of Matters to a Vote of Security Holders.

The Annual Meeting of Stockholders of the United States Steel Corporation (the “Corporation”) was held on April 30, 2024. The following matters were acted upon:

1. ELECTION OF DIRECTORS

Tracy A. Atkinson, Andrea J. Ayers, David B. Burritt, Alicia J. Davis, Terry L. Dunlap, John J. Engel, John V. Faraci, Murry S. Gerber, Jeh. C. Johnson, Paul A. Mascarenas, Michael H. McGarry, David S. Sutherland and Patricia A. Tracey were elected as directors, to serve an annual term expiring at the 2025 annual meeting of stockholders, by the following votes:

Nominee Votes For Votes Against Abstentions Broker Non-Votes
Tracy A. Atkinson 153,482,605 2,083,178 1,323,438 32,049,995
Andrea J. Ayers 154,075,427 1,487,206 1,326,588 32,049,995
David B. Burritt 153,076,174 2,417,690 1,395,357 32,049,995
Alicia J. Davis 153,709,434 1,859,973 1,319,814 32,049,995
Terry L. Dunlap 152,887,947 2,663,244 1,338,030 32,049,995
John J. Engel 150,950,643 4,402,377 1,536,201 32,049,995
John V. Faraci 151,616,204 3,906,234 1,366,783 32,049,995
Murry S. Gerber 151,971,110 3,561,135 1,356,976 32,049,995
Jeh C. Johnson 152,699,837 2,672,858 1,516,526 32,049,995
Paul A. Mascarenas 153,078,811 2,489,037 1,321,373 32,049,995
Michael H. McGarry 152,306,082 3,260,202 1,322,937 32,049,995
David S. Sutherland 152,022,954 3,508,634 1,357,633 32,049,995
Patricia A. Tracey 151,044,822 4,495,555 1,348,844 32,049,995

2. ADVISORY VOTE ON EXECUTIVE COMPENSATION

The results of the non-binding advisory vote to approve the compensation of certain executive officers of the Corporation were as follows:

Votes For Votes Against Abstentions Broker Non-Votes
150,574,470 4,277,148 2,037,603 32,049,995

3. RATIFICATION OF APPOINTMENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

The appointment of PricewaterhouseCoopers LLP as the independent registered public accounting firm of the Corporation for 2024 was ratified by the following votes:

Votes For Votes Against Abstentions Broker Non-Votes
181,080,748 5,918,879 1,939,589 0

Item 9.01.    Financial Statements and Exhibits

(d) Exhibits:

Exhibit No. Description
104
Cover Page Interactive Data File (embedded within the Inline XBRL document).






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/ Manpreet S. Grewal
Manpreet S. Grewal
Vice President, Controller & Chief Accounting Officer


Dated: May 3, 2024