WOR Form 4: 6,310-share sale and phantom stock rise to 153.09
Rhea-AI Filing Summary
Kevin J. Chan, identified as an officer and controller of Worthington Enterprises, Inc. (WOR), reported changes in his beneficial ownership dated 10/03/2025. He disposed of 6,310 common shares and, following that transaction, beneficially owns 2,960.7 common shares indirectly through a 401(k) plan statement dated 10/03/2025. The filing also shows an acquisition of 4.41 theoretical "phantom" WOR common shares credited to his account under the company’s deferred compensation plan, bringing the reported phantom stock balance to 153.09 shares. The phantom shares track WOR common shares one-for-one and are payable only in actual WOR common shares on distribution; the filing notes a dividend reinvestment credit applied on 09/29/2025.
Positive
- None.
Negative
- None.
Insights
Insider reduced direct holdings but retains indirect and deferred exposure.
The reported sale of 6,310 common shares on 10/03/2025 lowered direct ownership while the reporting person continues to hold 2,960.7 shares indirectly via a 401(k) plan. The filing separately records an increase in deferred-compensation "phantom" shares to 153.09, which convert to actual shares only upon distribution.
This pattern shows liquidating some direct stock while maintaining exposure through employer-sponsored plans; monitor for additional Section 16 filings and any scheduled distributions from the deferred plan in the near-to-medium term.
Deferred-compensation mechanics increased theoretical share balance via dividend reinvestment.
The phantom stock position represents a non‑funded, theoretical holding that tracks common shares one-for-one and was credited with dividends on 09/29/2025. The filing explains these phantom shares cannot be transferred within the plan and are distributed in actual common shares when participants separate from service.
Investors should note that the $55.63 figure in the filing relates to valuation of the reported phantom allocation; it does not reflect an open market purchase obligation by the company.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Grant/Award | Phantom Stock | 4.41 | $55.63 | $245.33 |
| holding | Common Shares | -- | -- | -- |
| holding | Common Shares | -- | -- | -- |
Footnotes (1)
- The information in this report is based on a 401(k) Plan statement dated as of October 3, 2025. 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. 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. 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 September 29, 2025.