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SunCoke Energy Inc

For the period ended Jun 30, 2024. Filed Jul 31, 2024.

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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Jun 30, 2024 · Filed Jul 31, 2024

SXC$10.21+4.2%Stored close · as of Nov 9, 2026

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8. Share-Based Compensation

  1. Share-Based Compensation

Equity Classified Awards

During the six months ended June 30, 2024, the Company granted share-based compensation to eligible participants under the SunCoke Energy, Inc. Omnibus Long-Term Incentive Plan (the “Omnibus Plan”). All awards vest immediately upon a qualifying termination of employment, as defined by the Omnibus Plan, following a change in control.

Restricted Stock Units Settled in Shares

During the six months ended June 30, 2024, the Company issued 268,565 restricted stock units (“RSU”) to certain employees and members of the Board of Directors, to be settled in shares of the Company’s common stock. The weighted average grant date fair value was $10.86 per unit, and was based on the closing price of our common stock on the date of grant. RSUs granted to employees vest and become issuable inthree annual installments beginningone year from the date of grant. The service period for certain retiree eligible participants is accelerated. RSUs granted to the Company's Board of Directors vest upon grant, but are paid out upon termination of board service.

Performance Share Units

Performance share units (“PSU”) were granted to certain employees to be settled in shares of the Company's common stock during the six months ended June 30, 2024, for which the service period will end on December 31, 2026, and will vest and become issuable during the first quarter of 2027. The service period for certain retiree eligible participants is accelerated. The Company granted the following PSUs:

SharesWeighted Average Grant Date Fair Value per Unit
PSUs(1)(2)162,510$11.51

(1)Performance measures for the PSU awards are split 50/50 between the Company'sthree-year cumulative Adjusted EBITDA (as defined in Note 12 to the consolidated financial statements with the exception of the corporate/other expenses adjustment) and the Company'sthree-year average pre-tax return on capital for its coke and logistics businesses and unallocated corporate expenses.

(2)The number of PSUs ultimately awarded will be determined by the above performance measures versus targets and the Company'sthree-year total shareholder return (“TSR”) as compared to the TSR of the companies making up the Nasdaq Iron & Steel Index (“TSR Modifier”). The TSR Modifier can impact the payout between 80 percent and 120 percent of the Company's final performance measure results.

Each PSU award may vest between 25 percent and 200 percent of the original units granted. The fair value of the PSUs granted during the six months ended June 30, 2024 is based on the closing price of our common stock on the date of grant as well as a Monte Carlo simulation for the valuation of the TSR Modifier.

Liability Classified Awards

Restricted Stock Units Settled in Cash

During the six months ended June 30, 2024, the Company issued 165,384 restricted stock units to certain employees to be settled in cash (“Cash RSU”), which vest and become payable inthree annual installments beginningone year from the grant date. The weighted average grant date fair value of the Cash RSUs granted during the six months ended June 30, 2024 was $10.96 per unit, based on the closing price of our common stock on the date of grant.

The Cash RSUs liability is adjusted based on the closing price of our common stock at the end of each quarterly period and was $1.5 million at June 30, 2024 and $2.8 million at December 31, 2023.

Cash Incentive Awards

The Company also granted long-term cash compensation to eligible participants under the Omnibus Plan. All awards vest immediately upon a qualifying termination of employment, as defined by the Omnibus Plan, following a change in control. The cash incentive award liability is included in accrued liabilities and other deferred credits and liabilities on the Consolidated Balance Sheets.

The Company issued awards with an aggregate grant date fair value of approximately $2.6 million during the six months ended June 30, 2024, for which the service period will end on December 31, 2026 and will vest and become payable during the first quarter of 2027. The service period for certain retiree eligible participants is accelerated. The performance measures for these awards are split 50/50 between the Company'sthree-year cumulative Adjusted EBITDA and the Company'sthree-year average pre-tax return on capital for its coke and logistics businesses and unallocated corporate expenses.

The cash incentive award liability at June 30, 2024 was adjusted based on the Company'sthree-year cumulative Adjusted EBITDA and the Company's three-year adjusted average pre-tax return on capital for its coke and logistics businesses and unallocated corporate expenses. The cash incentive award liability was $6.0 million at June 30, 2024 and $8.1 million at December 31, 2023.

Summary of Share-Based Compensation Expense

Below is a summary of the compensation expense, unrecognized compensation costs, and the period for which the unrecognized compensation cost is expected to be recognized over:

Three Months Ended June 30, · Six Months Ended June 30,
2024 · 2023 · 2024 · 2023 · June 30, 2024
Compensation Expense(1) · Unrecognized Compensation Cost · Weighted Average Remaining Recognition Period
(Dollars in millions) · (Years)
Equity Awards:
RSUs$1.4$1.1$1.8$1.4$1.82.1
PSUs0.10.21.11.51.22.1
Total equity awards$1.5$1.3$2.9$2.9
Liability Awards:
Cash RSUs$0.3$0.3$0.8$1.0$2.11.7
Cash incentive award0.40.41.31.72.32.0
Total liability awards$0.7$0.7$2.1$2.7

(1)Compensation expense recognized by the Company is included in selling, general and administrative expenses on the Consolidated Statements of Income.

The Company issued $0.1 million and $0.3 million of share based compensation to the Company's Board of Directors during the six months ended June 30, 2024 and 2023, respectively.

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