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SUNCOKE ENERGY, INC. : Change in Directors or Principal Officers, Financial Statements


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Item 5.02. Departure of Directors or Certain Officers; Election of Directors;

           Appointment of Certain Officers; Compensatory Arrangements of Certain

Board Appointment and Promotion of Katherine T. Gates

On December 8, 2022, the Board of Directors (the “Board”) of SunCoke Energy,
(the “Company”) unanimously appointed Katherine T. Gates, age 46, to the
position of President of the Company effective January 1, 2023, and as a member
of the Board effective as of the same date. Mr. Michael G. Rippey, the Company’s
current President and Chief Executive Officer, will continue to serve as Chief
Executive Officer from the date of Ms. Gates’ promotion to President.

Ms. Gates joined the Company in February 2013. She has been a member of the
Company’s senior leadership team since 2015, when she was appointed as Senior
Vice President, General Counsel and Chief Compliance Officer, and she has held
various positions of increasing responsibility since then, including her current
role as the Company’s Senior Vice President, Chief Legal Officer and Chief Human
Resources Officer, since 2019. In addition, from October 2015 through June 2019,
she served as a director on the board of SunCoke Energy Partners GP LLC, the
general partner of SunCoke Energy Partners, L.P., the Company’s former publicly
traded master limited partnership subsidiary. Ms. Gates began her legal career
in private practice as a Partner at Beveridge & Diamond, P.C., where she served
on the firm’s Management Committee, addressing budget, compensation, commercial,
and other issues.

Ms. Gates will stand for election at the Company’s 2023 Annual Meeting of
Stockholders. As an employee of the Company, Ms. Gates will not serve on any
independent Board committees and, consistent with the Company’s director
compensation policies, she will receive no additional compensation for services
as a director.

As the Company’s President, Ms. Gates will receive an annual base salary of
$661,500 and will be eligible to receive an annual non-equity incentive plan
award with a targeted value of 80% of her base salary. Ms. Gates also will be
eligible to receive annual long-term incentive compensation awards, with a
targeted value of 150% of her base salary, with applicable performance and
vesting metrics as determined by the Compensation Committee of the Company’s
Board of Directors.

There are no arrangements or understandings between Ms. Gates and any other
persons pursuant to which she was promoted to President or selected as a
director. Additionally, Ms. Gates has no family relationships with any director
or other executive officer of the Company, and does not have any direct or
indirect material interest in any transaction required to be disclosed pursuant
to Item 404(a) of Regulation S-K.

A copy of the press release issued by the Company announcing Ms. Gates’ promotion is attached as Exhibit 99.1 to this Current Report on Form 8-K.
Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the
Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the
liabilities under that Section and shall not be deemed to be incorporated by
reference into any filing of the Registrant under the Securities Act of 1933 or
the Exchange Act.

Item 9.01. Financial Statements and Exhibits.

  No.        Description

99.1           Press Release dated December 12, 2022 (included herewith).

 104         Cover Page Interactive Data File (embedded within the Inline XBRL document)

                                  Page 2 of 3


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