Ancora's Highly Conflicted Nominees Have A Questionable and Option-Limiting Plan

Ancora and Alan Kestenbaum Are Not Acting in the Best Interest of U. S. Steel's Stockholders

Proposed CEO With Inadequate Experience

Alan Kestenbaum has never run a company of the same caliber, size or complexity

Board Nominees Lack Public Company Experience

Two of Ancora’s nominees have never served as directors of public company boards

Proposed Directors Have No Relevant Industry Experience

No directors on Ancora’s slate have any mini-mill experience, which comprises 38% of U. S. Steel’s domestic flat-rolled business and is the future of steelmaking

Dave Burritt’s Leadership Track Record Eclipses Alan Kestenbaum’s Record...

		Dave Burritt-Led U. S. Steel	Alan Kestenbaum-Led Stelco
TRANSFORMATION	Starting Point	Highly-levered legacy blast furnace footprint	Minimal liabilities post-restructuring
	Portfolio Transformation	9 Blast Furnaces¹ 5 Electric Arc Furnaces² 6 Blast Furnaces²	2 Blast Furnaces³ 2 Blast Furnaces³
	Strategic Capex Deployed	Nearly $5B deployed to transform U. S. Steel into a modern, high-value producer	$0B
SCALE	Revenue	$15.6B⁴	$2.9B⁵
	Operating Facilities	13^4,6	2
	Employees	22.1K⁴	2.2K⁷

There is No Debate

The scope of the Dave Burritt-led transformation towers over Alan Kestenbaum’s record at Stelco

1 Active blast furnace facilities include Gary Works (4), Mon Valley Works (2), Great Lakes Works (3). [To be confirmed with company]
2 Active blast furnace facilities include Gary Works (4) and, Mon Valley Works (2). Electric arc furnace includes BRS (2), BR2 (2) and Fairfield (1).
3 Active blast furnace facilities include Hamilton Works and Lake Erie Works. [Confirm if Company has info on # of BF at each site].
4 U. S. Steel metrics as of 2024.
5 Metrics for Stelco at the time of Kestenbaum’s departure as CEO / Co.’s sale.
6 U. S. Steel owns and operates 5 flat rolled mills, 2 iron ore mines, 2 mini mills, 3 tubular facilities, and 1 integrated facility in Slovakia ("USSE"). Excluding JVs and finishing facilities.
7 Employee count of 4,018 at Ferroglobe was the largest of Kestenbaum’s career.

Ancora and Cleveland-Cliffs: An Alarming Number of Coincidences or a Not-So-Subtle Relationship?

Neighbors and Stockholders

Ancora, also headquartered in Cleveland, Ohio, is a long-time stockholder of Cleveland-Cliffs.

Cleveland-Cliffs has Experience Supporting Ancora Proxy Fights

Publicly supported Ancora during its campaign against Norfolk Southern in 2024, and its CEO Lourenco Goncalves wrote to “express [his] support in [Ancora’s] current proxy fight with Norfolk Southern” and that Cleveland-Cliffs did “not foresee any negative impact to our great relationship with Norfolk Southern in the event of a Board turnover.”

Nominees Have Significantly Benefitted Financially from Cleveland-Cliffs

Alan Kestenbaum served as CEO and then as Executive Chairman of Stelco Holdings Inc., where he was responsible for the company’s acquisition by Cleveland-Cliffs in November 2024.
Roger K. Newport served as CEO and a Director of AK Steel, where he led the company until retiring in connection with fire sale to Cleveland-Cliffs.

A Retired Cliffs Board Member

Ancora nominee Robert P. Fisher served as a richly rewarded, long-tenured director on the Cleveland-Cliffs’ Board from 2014 to 2024, including as Chair of the Compensation Committee.