CHAN KEVIN J 4

4 · WORTHINGTON ENTERPRISES, INC. · Filed May 19, 2026

AI-generated summary of this filing

Updated May 19, 2026

Worthington (WOR) Controller Kevin Chan Receives Phantom Stock Award

What Happened

Kevin J. Chan, Controller of Worthington Enterprises, Inc. (WOR), received an award/credit of 4.59 theoretical (phantom) WOR common shares on May 15, 2026.
The filing values the credit at $53.38 per share, totaling approximately $245. This was a plan credit (derivative award), not an open-market purchase or sale.

Key Details

Transaction date: 2026-05-15; Price used for valuation: $53.38 per share.
Amount credited: 4.59 theoretical (phantom) WOR common shares; total value ≈ $245.
Shares owned after the transaction: not specified in the Form 4 filing.
Filing: Form 4 filed 2026-05-19 (within the standard two business-day window for insider reporting).
Footnotes of note:
- F1: Report based on a 401(k) statement dated May 15, 2026.
- F2–F4: These are “phantom” shares under the company’s deferred compensation plan that track WOR common shares one-for-one, cannot be transferred to other deemed investment options after Oct 1, 2014, and are distributed only in WOR common shares (generally upon leaving the company). The reported amount includes dividend-reinvested theoretical shares credited Mar 27, 2026.

Context

This is a derivative plan credit (phantom stock) within a deferred compensation/401(k) plan, which is a routine compensation/benefit transaction and does not represent a market purchase or sale.
Phantom-share credits track the company’s common stock value but are unfunded and settle in actual WOR shares upon distribution; they should be interpreted as plan compensation rather than an independent insider purchase signal.

Form 4

Period: 2026-05-15

Controller

Transactions

Award
Phantom Stock
[F2][F3][F4]
2026-05-15$53.38/sh+4.59$245→ 240.13 total
→ Common Shares (4.59 underlying)

Holdings

Footnotes (4)

[F1]The information in this report is based on a 401(k) Plan statement dated as of May 15, 2026.
[F2]The theoretical WOR common shares ("phantom stock") credited to the reporting person's account in the Worthington Industries, Inc. Amended and Restated 2005 Deferred Compensation Plan, as amended (the "Plan") track WOR common shares on a one-for-one basis.
[F3]Prior to October 1, 2014, the account balances related to the phantom stock investment option could be immediately transferred to other deemed investment options under the terms of the Plan. The Plan provides that, effective October 1, 2014 and thereafter, any amount credited in a participant's account to the phantom stock fund may not be transferred to an alternative deemed investment option under the Plan until distribution from the Plan. Distributions are made only in WOR common shares and generally commence upon leaving Worthington Enterprises, Inc. and its subsidiaries.
[F4]The amount reported includes the additional unfunded theoretical common shares (i.e., phantom stock) credited pursuant to the theoretical Worthington Enterprises, Inc. common shares deemed investment option pursuant to the dividend reinvestment feature of the 2005 NQ Plan on March 27, 2026.

Signature

/s/Patrick J. Kennedy, as attorney-in-fact for Kevin J. Chan|2026-05-19

1 file