8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 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 7, 2025

     METALLUS INC.
(Exact name of registrant as specified in its charter)




Ohio	1-36313	46-4024951
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

Dueber Avenue, SW, Canton, OH 44706

    

     (Address of Principal Executive Offices) (Zip Code)

    

     (330) 471-7000

    

     (Registrant's Telephone Number, Including Area Code)

    

     Not Applicable

    

     (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:


☐	Written communications 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 communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐	Pre-commencement communications 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 Shares, without par value	MTUS	New York 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 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

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

At the Annual Meeting of Shareholders held on May 7, 2025, shareholders elected to three-year terms each of the four directors nominated by the Board. The shareholders also ratified the selection of Ernst & Young LLP as the Company’s independent auditor for the year ending December 31, 2025 and approved, on an advisory basis, the compensation of the Company’s named executive officers. The final voting results from the Annual Meeting are as follows:

Proposal 1 - Election of four directors, each to hold office for a three-year term expiring at the 2028 annual meeting


Class I Nominees	For	Withheld	Broker Non-Votes
Kenneth V. Garcia	31,700,504	329,640	6,499,314
Ellis A. Jones	29,941,959	2,088,185	6,499,314
Melissa M. Miller	31,812,755	217,389	6,499,314
Donald T. Misheff	31,749,827	280,317	6,499,314


Class II Nominee	For	Withheld	Broker Non-Votes

Proposal 2 - Ratification of the selection of Ernst & Young LLP as the Company's Independent auditor for the fiscal year ending December 31, 2025


For	Against	Abstain
38,115,720	379,583	34,155

Proposal 3 - Approval, on an advisory basis, of the compensation of the Company’s named executive officers


For	Against	Abstain	Broker Non-Votes
31,666,789	310,746	52,606	6,499,317

SIGNATURES

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.




		METALLUS INC.

Date: May 8, 2025	By:	/s/ Kristine C. Syrvalin
		Kristine C. Syrvalin
		Executive Vice President, General Counsel and Chief Human Resources Officer

Metallus Inc. filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders