Larivey Clifford 4

What Happened

• Larivey Clifford, President — Flat Rolled Steel Processing at Worthington Steel (WS), had a performance share award vest on 2026-07-07. A total of 2,906 shares were acquired on vesting (code A, $0.00 per share). To satisfy tax withholding obligations, 1,297 of those shares were withheld (code F) at an effective value of $32.16 per share, equal to $41,712. Net shares delivered to Clifford after withholding: 1,609.

Key Details

• Transaction date: 2026-07-07 (filed with the SEC on 2026-07-08).
• Award vesting: 2,906 shares acquired (code A) at $0.00 per share.
• Tax withholding/disposition: 1,297 shares withheld (code F) at $32.16 per share = $41,712 withheld.
• Net shares received: 1,609 (2,906 vested − 1,297 withheld).
• Footnotes: F1 indicates vesting of a 2023 performance share award; F2 notes shares were withheld to satisfy tax withholding upon vesting.
• Shares owned after transaction: Not specified in the provided filing.
• Filing timeliness: Reported on 2026-07-08 for a 2026-07-07 event — appears timely.

Context

• This was a vesting of previously granted performance shares, not a market purchase. The withholding of shares to cover taxes is routine and is treated as a disposition for reporting purposes, but it does not necessarily indicate an independent sale on the open market.