Daniel R. Brown - Jun 18, 2025 Form 4 Insider Report for UNITED STATES STEEL CORP (X)

Role: SVP Adv. Tech. Steelmaking
Signature: /s/ Megan Bombick By Power of Attorney from Daniel R. Brown
Stock symbol: X
Transactions as of: Jun 18, 2025
Transactions value $: $0
Form type: 4
Date filed: 6/18/2025, 08:32 PM
Previous filing: Mar 3, 2025
SEC: View on sec.gov

Reporting Owners (1)

Name	Relationship	Address	Signature	Signature date	CIK
Brown Daniel R	SVP Adv. Tech. Steelmaking	600 GRANT STREET, PITTSBURGH	/s/ Megan Bombick By Power of Attorney from Daniel R. Brown	2025-06-18	0001910100

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	X	COMMON STOCK	Disposed to Issuer		-130K	-100%		0	Jun 18, 2025	Direct	F1, F2
transaction	X	COMMON STOCK	Award	$0	+32.6K		$0.00	32.6K	Jun 18, 2025	Direct	F3
transaction	X	COMMON STOCK	Disposed to Issuer		-32.6K	-100%		0	Jun 18, 2025	Direct	F1, F4
transaction	X	COMMON STOCK	Disposed to Issuer		-4.95K	-100%		0	Jun 18, 2025	By 401(k) Plan	F1, F5

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	X	Stock Option (Right to Buy)	Disposed to Issuer		-850	-100%		0	Jun 18, 2025	Common Stock	850	$39.27	Direct	F1, F6

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	On June 18, 2025, United States Steel Corporation (the "Company") consummated the merger transaction (the "Merger") contemplated by that certain Agreement and Plan of Merger (the "Merger Agreement"), dated as of December 18, 2023, by and among Nippon Steel North America, Inc., a New York corporation ("Parent"), 2023 Merger Subsidiary, Inc., a Delaware corporation and a wholly owned subsidiary of Parent, and the Company. The effective time of the Merger is referred to herein as the "Effective Time".
F2	Reflects (i) shares of common stock of the Company, par value $1.00 (the "Shares"), held directly by the reporting person, (ii) restricted stock units previously granted to the reporting person, and (iii) ROCE-based and TSR-based performance stock units previously granted to the reporting person that relate to performance periods that were completed prior to the Effective Time that, in each case, as of immediately prior to the Effective Time, were converted into the right to receive $55 in cash per Share (the "Per Share Merger Consideration"), less any applicable tax withholdings in accordance with the terms of the Merger Agreement.
F3	Reflects the acquisition of ROCE-based and TSR-based performance stock units and other performance-based stock awards (collectively, "PSUs") that were deemed to have been earned as of immediately prior to the Effective Time in accordance with the terms of the Merger Agreement.
F4	Immediately prior to the Effective Time, in accordance with the terms of the Merger Agreement, each of these PSUs was converted into the right to receive the Per Share Merger Consideration, less any applicable tax withholdings.
F5	As a result of the Effective Time, each of the Shares that the reporting person previously reported as beneficially owned under the Company's 401(k) retirement plan was liquidated in exchange for the Per Share Merger Consideration.
F6	Immediately prior to the Effective Time, in accordance with the terms of the Merger Agreement, each of these stock options was converted into the right to receive an amount in cash equal to the positive difference, if any, between the Per Share Merger Consideration and the applicable exercise price, less any applicable tax withholdings.