Metallus Inc

During the quarter ended December 31, 2023, officers (as defined in Exchange Act Rule 16a-1(f)) of the Company adopted written plans for the sale of the Company’s common shares intended to satisfy the affirmative defense conditions of Exchange Act Rule 10b5-1(c) (“Rule 10b5-1 trading arrangements”) as follows:

On November 14, 2023, Nicholas A. Yacobozzi, Chief Accounting Officer, adopted a 10b5-1 trading arrangement that provides for the potential sale of up to 19,350 common shares that may be earned (net of shares withheld for taxes) upon the vesting of performance-based restricted stock units awarded for the 2021-2023 performance period, as well as up to 12,900 common shares expected to be received (net of shares withheld for taxes) upon vesting of restricted stock units on March 1, 2024, which trading arrangement is scheduled to terminate no later than August 25, 2024.

Each of the above-named officers is currently and is expected to remain in compliance with his or her share ownership guidelines following the sale of any common shares pursuant to his or her 10b5-1 trading arrangement.

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year

On February 26, 2024, the Company amended its existing Amended and Restated Articles of Incorporation, as amended (the “Amended Articles”), to revise Article FIRST to change its corporate name to “Metallus Inc.” The amendment was approved by the Company’s Board of Directors and was effected by the filing of a Certificate of Amendment to the Amended Articles with the Ohio Secretary of State.

Also effective on February 26, 2024, the Company amended its existing Code of Regulations to reflect the new corporate name (the “Amended and Restated Regulations”). The Amended and Restated Regulations were approved by the Company’s Board of Directors.

The foregoing descriptions are qualified in their entirety by reference to the Certificate of Amendment to the Amended Articles and the Amended and Restated Regulations, copies of which are attached as Exhibits 3.1 and 3.2, respectively, to this Annual Report on Form 10-K and are incorporated by reference herein.