HAYEK JOSEPH B 4/A

4/A · WORTHINGTON ENTERPRISES, INC. · Filed Jun 2, 2026

AI-generated summary of this filing

Updated Jun 2, 2026

Worthington (WOR) CEO Joseph B. Hayek Receives Phantom Stock Award

What Happened

Joseph B. Hayek, President & CEO and director of Worthington Enterprises, was credited with 229.12 theoretical "phantom" WOR shares under the company's deferred compensation plan on March 25, 2026. The filing values the award at $49.51 per share for a total notional value of $11,344. This is an award/credit (A) of phantom stock — a form of deferred compensation — not an open‑market purchase or sale.
This Form 4 is an amendment correcting an administrative error: the original filing had reported 188.03 phantom shares at $51.88 on March 24, 2026; the amended filing updates the record to 229.12 shares at $49.51 on March 25, 2026.

Key Details

Transaction date and price: March 25, 2026 — 229.12 phantom shares at $49.51 each (total $11,344).
Transaction type: Award/Grant (derivative — phantom stock).
Shares owned after transaction: Not disclosed in the amended filing.
Notable footnotes: Phantom shares track WOR common shares one-for-one (F1); amendment corrects an administrative error (F2); phantom shares credited under the Plan generally cannot be transferred to other deemed investment options after Oct 1, 2014 and are distributed only in WOR shares upon departure (F3); the amount includes dividend reinvestment credits through Dec 31, 2025 (F4).
Filing status: Amended filing to correct previously reported amounts (administrative correction).

Context

Phantom stock is a deferred compensation unit that mirrors the economic value of common shares but is not an immediate open‑market purchase; distributions are made in actual WOR shares (generally when the participant leaves the company). This award reflects compensation crediting rather than a buy or sale that signals near‑term trading intent.

Form 4/AAmended

Period: 2026-03-24

DirectorPresident & CEO

Transactions

Award
Phantom Stock Acquired Under the Deferred Compensation Plan
[F1][F2][F3][F4]
2026-03-25$49.51/sh+229.12$11,344→ 5,289.75 total
→ Common Shares (229.12 underlying)

Footnotes (4)

[F1]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 for Directors, as amended (the "Plan") track WOR common shares on a one-for-one basis.
[F2]This amendment is being filed to correct an administrative error and reflects that the original Form 4 should have reported 229.12 shares of phantom stock credited to the reporting person's account in the Plan on March 25, 2026 at a price of $49.51, as compared to the previously reported 188.03 shares of phantom stock credited to the reporting person's account on March 24, 2026 at a price of $51.88.
[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 dividend reinvestment feature of the 2005 NQ Plan on December 31, 2025.

Signature

/s/Patrick J. Kennedy, as attorney-in-fact for Joseph B. Hayek|2026-06-02

1 file