CHAN KEVIN J 4

What Happened Kevin J. Chan, Controller of Worthington Enterprises, received a derivative award credited to his 401(k) account under the company's deferred compensation plan: 4.15 theoretical WOR common shares at a reported per-share value of $59.10, totaling roughly $245. This was an acquisition (award) of phantom stock, not an open-market purchase of actual shares.

Key Details

• Transaction type: Award/acquisition of derivative (phantom) shares
• Transaction date: 2026-02-06; Filing date: 2026-02-09 (filed within the required reporting window)
• Amount: 4.15 theoretical shares @ $59.10 each = ~$245
• Shares owned after transaction: Not specified in this Form 4 (balance shown on a 401(k) statement referenced)
• Footnotes of note:
  • F1: Report is based on a 401(k) statement dated Feb 6, 2026.
  • F2: The reported shares are “phantom stock” that track WOR common shares one-for-one.
  • F3: Phantom-stock credits after Oct 1, 2014 cannot be moved to other deemed investment options and are distributed only in WOR common shares (typically when leaving the company).
  • F4: Amount includes additional unfunded theoretical shares from dividend reinvestment as of Dec 31, 2025.

Context This was a small-value derivative award credited inside a deferred compensation/401(k) plan, not a direct purchase of company stock. Phantom shares track the stock price but are not immediately issued as actual shares until distribution under plan terms, so this filing is informational rather than a clear bullish bet by the insider.