What changed in this filing

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Item 9A. Controls and Procedures

2021-02-25 compared with 2020-02-20 · 36 added, 15 removed, 213 unchanged (19% of the section changed)

19 unchanged sentences

Changes in Internal Control over Financial Reporting

T here was no change in the Company’s internal control over financial reporting that occurred during the year ended December 31, 2019 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

There was no change in the Company’s internal control over financial reporting that occurred during the year ended December 31, 2020 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

We have not experienced any material impact to our internal control over financial reporting despite the fact that many of our employees worked remotely for a portion of the year due to COVID-19.

We are continually monitoring and assessing the effects of COVID-19 on our internal control to minimize the impact to their design and operating effectiveness.

Other Information

31 unchanged sentences

001-35243, filed on August 7, 2019).

Second Supplemental Indenture, dated as of January 1, 2020 (filed herewith)

4.3.2 Second Supplemental Indenture, dated as of January 1, 2020 (incorporated by reference herein to Exhibit 4.3.2 to the Company’s Annual Report on Form 10-K for the annual period ended December 31, 2019, filed on February 20, 2020, File No.

10.1 Second Amended and Restated Credit Agreement, dated August 5, 2019 by and among SunCoke Energy, Inc.

4 unchanged sentences

and SunCoke Energy Partners, L.P.

Borrower Joinder Agreement, dated as of December 31, 2019 by and between SunCoke Energy Partners Finance Corp., SunCoke Energy, Inc., the other borrowers and Bank of America Administrative Agent (filed herewith)

and certain other subsidiaries of SunCoke Energy, Inc., as joint and several borrowers, the several lenders party thereto from time to time and Bank of America, N.A., as administrative agent (incorporated by reference herein to Exhibit 10.2 to the Company’s Annual Report on Form 10-K for the annual period ended December 31, 2019, filed on February 20, 2020, File No.

10.2.1 Borrower Joinder Agreement, dated as of December 31, 2019 by and between SunCoke Energy Partners Finance Corp., SunCoke Energy, Inc., the other borrowers and Bank of America Administrative Agent (incorporated by reference herein to Exhibit 10.2.1 to the Company’s Annual Report on Form 10-K for the annual period ended December 31, 2019, filed on February 20, 2020, File No.

10.3** SunCoke Energy, Inc.

14 unchanged sentences

or one of its Affiliates (incorporated by reference herein to Exhibit 10.5.3 to the Company's Annual Report on Form 10-K, filed on February 16, 2017, File No.

Form of Restricted Share Unit Agreement under the SunCoke Energy, Inc.

10.5.4** Form of Stock Settled Restricted Share Unit Agreement under the SunCoke Energy, Inc.

Long-Term Performance Enhancement Plan by and between SunCoke Energy, Inc.

and employees of SunCoke Energy, Inc.

or one of its Affiliates (incorporated by reference herein to Exhibit 10.4 to the Company’s Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2016 filed on April 27, 2016, File No.

or one of its Affiliates (filed herewith)

10.5.5** Form of Cash Settled Restricted Share Unit Agreement under the SunCoke Energy, Inc.

Long-Term Performance Enhancement Plan by and between SunCoke Energy, Inc.

and employees of SunCoke Energy, Inc.

or one of its Affiliates (filed herewith)

10.5.6** Form of Performance Share Unit Agreement under the SunCoke Energy, Inc.

1 unchanged sentence

and employees of SunCoke Energy, Inc.

or one of its Affiliates (incorporated by reference herein to Exhibit 10.5.5 to the Company's Annual Report on Form 10-K for the years ended December 31, 2017, filed on February 15, 2018, File No.

or one of its Affiliates (filed herewith)

SunCoke Energy, Inc.

3 unchanged sentences

and employees of SunCoke Energy, Inc.

or one of its Affiliates (incorporated by reference herein to Exhibit 10.6.1 to the Company's Annual Report on Form 10-K for the year ended December 31, 2017, filed on February 15, 2018, File No.

or one of its Affiliates (filed herewith)

SunCoke Energy, Inc.

38 unchanged sentences

2 to Registration Statement on Form S-1 filed on June 3, 2011, File No.

10.13.4† Amendment No.

7 to Coke Supply Agreement, dated July 30, 2020, by and among Jewell Coke Company, L.P., ArcelorMittal Cleveland LLC (f/k/a ArcelorMittal Cleveland Inc.) and ArcelorMittal USA LLC (f/k/a ISG Indiana Harbor Inc.) (incorporated by reference herein to Exhibit 10.

4 to the Company’s Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2020, filed on November 6, 2020, File No.

Coke Purchase Agreement, dated as of October 28, 2003, by and between Haverhill North Coke Company, ArcelorMittal Cleveland Inc.

13 unchanged sentences

2 to Registration Statement on Form S-1 filed on June 3, 2011, File No.

10.14.4 Amendment No.

8 to Coke Purchase Agreement, dated July 30, 2020, by and among Haverhill Coke Company (f/k/a Haverhill North Coke Company), ArcelorMittal Cleveland LLC (f/k/a ArcelorMittal Cleveland Inc.) and ArcelorMittal USA LLC (f/k/a ISG Indiana Harbor Inc.) (incorporated by reference herein to Exhibit 10.3 to the Company’s Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2020, filed on November 6, 2020, File No.

10.15† Coke Purchase Agreement, dated as of August 31, 2009, by and between Haverhill North Coke Company and AK Steel Corporation (incorporated by reference herein to Exhibit 10.27 to the Company’s Amendment No.

5 to Registration Statement on Form S-1 filed on July 18, 2011, File No.

10.15.1† Second Amendment to Coke Purchase Agreement, dated July 7, 2020, between AK Steel Corporation and Haverhill Coke Company LLC (incorporated by reference herein to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2020, filed on August 3, 2020, File No.

10.15.2 Third Amendment to Coke Purchase Agreement, dated October 8, 2020, between AK Steel Corporation and Haverhill Coke Company LLC (incorporated by reference herein to Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2020, filed on November 6, 2020, File No.

10.16† Amended and Restated Coke Purchase Agreement, dated as of February 19, 1998, by and between Indiana Harbor Coke Company, L.P.

36 unchanged sentences

21.1* Subsidiaries of the Registrant (filed herewith)

22.1* List of Issuers and Guarantor Subsidiaries

23.1* Consent of KPMG LLP (filed herewith)

22 unchanged sentences

Pursuant to the requirements of the Securities Act of 1934, this report has been signed by the following persons on behalf of the registrant and in the capacities indicated on February 25, 2021.

Signature Title

/s/ Michael G.

President and Chief Executive Officer

Rippey* President and Chief Executive Officer

(Principal Executive Officer)

Senior Vice President and Chief Financial Officer (Principal Financial Officer)

/s/ Fay West Senior Vice President and Chief Financial Officer (Principal Financial Officer)

/s/ Allison S.

Vice President, Controller and Treasurer

Lausas* Vice President, Controller and Treasurer

(Principal Accounting Officer)

/s/ Alvin Bledsoe*

/s/ Arthur F.

Anton* Chairman of the Board

/s/ Alvin Bledsoe* Director

Alvin Bledsoe

/s/ Martha Z.

/s/ Susan Landahl*

Carnes* Director

Della Ratta, Jr.* Director

/s/ Susan Landahl* Director

Susan Landahl

Chairman of the Board

/s/ Michael W.

Lewis* Director

Sweetnam* Director

* Fay West, pursuant to powers of attorney duly executed by the above officers and directors of SunCoke Energy, Inc.

and filed with the SEC in Washington, D.C., hereby executes this Annual Report on Form 10-K on behalf of each of the persons named above in the capacity set forth opposite his or her name.

February 20, 2020

/s/ Fay West February 25, 2021

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 9A. Controls and Procedures