CHAN KEVIN J 4

What Happened Kevin J. Chan, Controller of Worthington Enterprises, received a long‑term performance share payout and related derivative share credit on July 7, 2026. The filing shows: 362 common shares granted (reported at $0 acquisition value), 162 shares withheld/disposed to cover tax withholding at $53.09 per share (proceeds of $8,601), and 45.93 derivative shares acquired at $53.09 per share (reported value $2,438).

Key Details

• Transaction date: July 7, 2026.
• Grants/acquisitions: 362 shares (award, $0 reported) and 45.93 derivative shares @ $53.09 ($2,438).
• Disposal: 162 shares withheld to satisfy tax obligations @ $53.09 = $8,601.
• Shares owned after the transaction: not disclosed in the filing.
• Notable footnotes: the 362-share award is a payout from a long‑term performance award approved June 22, 2026 for the 3‑year period ending May 31, 2026 (F1); 162 withheld shares reflect tax withholding on vesting (F2); derivative/phantom share treatment and dividend reinvestment are described in footnotes F4–F6.
• Filing timeliness: no late filing flag noted in the report.

Context

• The 362 shares are a performance award (A code) — an acquisition/award rather than an open‑market purchase. The 162‑share disposal (F code) represents shares withheld to cover taxes (a routine administrative withholding, not an active sale for investment reasons).
• The 45.93 shares reported as a derivative acquisition reflect phantom/derivative share credits under the company’s deferred compensation/phantom stock arrangements (see F4–F6), including dividend reinvestment adjustments.