Worthington (NYSE: WOR) CEO adds phantom stock, holds over 210k shares
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
HAYEK JOSEPH B reported acquisition or exercise transactions in this Form 4 filing.
Worthington Enterprises President & CEO Joseph B. Hayek reported a routine compensation-related change in his holdings. On April 2, 2026, his account under the company’s Deferred Compensation Plan was credited with 5.32 phantom stock units that track Worthington common shares on a one-for-one basis.
These phantom shares, including amounts added through dividend reinvestment features, brought his phantom stock balance to 5,272.93 theoretical shares. The filing also shows he directly holds 210,814 common shares and indirectly holds additional common shares through IRAs at Merrill Lynch and Vanguard. The disclosure does not show any open-market buying or selling, only grants and dividend-related credits within benefit plans.
Positive
- None.
Negative
- None.
Insider Trade Summary
4 transactions reported
Mixed
4 txns
Insider
HAYEK JOSEPH B
Role
President & CEO
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Grant/Award | Phantom Stock Acquired Under the Deferred Compensation Plan | 5.32 | $52.04 | $276.85 |
| holding | Common Shares | -- | -- | -- |
| holding | Common Shares | -- | -- | -- |
| holding | Common Shares | -- | -- | -- |
Holdings After Transaction:
Phantom Stock Acquired Under the Deferred Compensation Plan — 5,272.93 shares (Direct);
Common Shares — 210,814 shares (Direct);
Common Shares — 2,000 shares (Indirect, By IRA (Merrill-Lynch))
Footnotes (1)
- The amount reported includes additional common shares acquired pursuant to the dividend reinvestment feature of the IRA as reported in the plan statement dated December 31, 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 for Directors, 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 dividend reinvestment feature of the 2005 NQ Plan on March 27, 2026.
Key Figures
Phantom stock units granted: 5.32 units
Reference price per unit: $52.04 per unit
Total phantom stock balance: 5,272.93 units
+3 more
6 metrics
Phantom stock units granted
5.32 units
Credited under Deferred Compensation Plan on April 2, 2026
Reference price per unit
$52.04 per unit
Price associated with 5.32 phantom stock units
Total phantom stock balance
5,272.93 units
Theoretical WOR common shares in deferred plan after transaction
Direct common shares
210,814 shares
Direct WOR common share holdings after reported transactions
Merrill Lynch IRA shares
2,000 shares
Indirect WOR common shares held by IRA (Merrill-Lynch)
Vanguard IRA shares
1,671 shares
Indirect WOR common shares held by IRA (Vanguard)
Key Terms
phantom stock, Deferred Compensation Plan, dividend reinvestment feature, IRA, +1 more
5 terms
phantom stock financial
"The theoretical WOR common shares ("phantom stock") credited to the reporting person's account"
A phantom stock is a form of compensation that gives employees or executives the benefits of stock ownership, such as the increase in stock value, without actually giving them real shares. It acts like a promise to pay the employee the equivalent value of company stock later, often as a bonus or incentive. This allows companies to motivate and reward staff without diluting ownership or transferring actual shares.
Deferred Compensation Plan financial
"Phantom Stock Acquired Under the Deferred Compensation Plan"
A deferred compensation plan is an arrangement where an employer agrees to pay part of an employee’s pay or bonus at a later date instead of immediately, often to reduce current tax bills or to tie rewards to long-term performance. For investors it matters because these promises create future cash obligations and influence executive incentives and retention; they can affect a company’s reported liabilities, cash flow planning and the risk profile if the business faces financial trouble.
dividend reinvestment feature financial
"includes additional common shares acquired pursuant to the dividend reinvestment feature of the IRA"
IRA financial
"By IRA (Merrill-Lynch)"
An individual retirement account (IRA) is a savings account designed to help people put aside money for their retirement, often with tax advantages that encourage long-term savings. It matters to investors because it can grow over time, providing financial security later in life, and offers benefits that can reduce current taxes or allow investments to compound more effectively.
FAQ
What did WOR CEO Joseph B. Hayek report in this Form 4?
Joseph B. Hayek reported a routine compensation entry, with 5.32 phantom stock units credited under Worthington’s Deferred Compensation Plan. These units track common shares and arise from plan features, including dividend reinvestment, rather than from open-market stock purchases or sales.
How many phantom stock units does WOR CEO Joseph B. Hayek now hold?
After the latest credit, Joseph B. Hayek’s Deferred Compensation Plan account reflects 5,272.93 theoretical Worthington common shares. These are phantom stock units, not actual shares, and are designed to mirror the value of the company’s common stock within the nonqualified plan.
How does the phantom stock plan for WOR executives work?
The plan credits theoretical Worthington common shares, called phantom stock, to participants’ accounts on a one-for-one basis. Since October 1, 2014, these balances generally cannot be shifted to other options and are distributed only in Worthington common shares, typically beginning after a participant leaves the company.