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WOR Form 4: Officer reports 4.37 phantom units, 6,310 shares

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Worthington Enterprises (WOR): Form 4 insider update. Officer Kevin J. Chan (Controller) reported activity dated 10/31/2025. He acquired 4.37 units of phantom stock at $56.09 and now holds 161.8 phantom stock units. His non-derivative holdings include 6,310 common shares held directly and 2,960.7 common shares held indirectly via a 401(k) Plan as of October 31, 2025.

The phantom stock in the Worthington deferred compensation plan tracks WOR common shares on a one-for-one basis. Under plan terms effective October 1, 2014, amounts credited to the phantom stock fund are not transferable to other investment options until distribution, which is made in WOR common shares and generally begins upon leaving the company. A dividend reinvestment on September 29, 2025 added theoretical WOR common shares to the account.

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Insider CHAN KEVIN J
Role Controller
Type Security Shares Price Value
Grant/Award Phantom Stock 4.37 $56.09 $245.11
holding Common Shares -- -- --
holding Common Shares -- -- --
Holdings After Transaction: Phantom Stock — 161.8 shares (Direct); Common Shares — 6,310 shares (Direct); Common Shares — 2,960.7 shares (Indirect, By 401(k) Plan)
Footnotes (1)
  1. The information in this report is based on a 401(k) Plan statement dated as of October 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, 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.
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Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
CHAN KEVIN J
(Last) (First) (Middle)
200 WEST OLD WILSON BRIDGE ROAD
(Street)
COLUMBUS OH 43085
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
WORTHINGTON ENTERPRISES, INC. [ WOR ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Controller
3. Date of Earliest Transaction (Month/Day/Year)
10/31/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Shares 6,310 D
Common Shares 2,960.7(1) I By 401(k) Plan
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Phantom Stock (2) 10/31/2025 A 4.37 (3) (3) Common Shares 4.37 $56.09 161.8(4) D
Explanation of Responses:
1. The information in this report is based on a 401(k) Plan statement dated as of October 31, 2025.
2. 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.
3. 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.
4. 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.
/s/Patrick J. Kennedy, as attorney-in-fact for Kevin J. Chan 11/03/2025
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

Source: View Original Filing on SEC EDGAR

FAQ

What did WOR officer Kevin J. Chan report on this Form 4?

He acquired 4.37 phantom stock units at $56.09 on 10/31/2025 and updated his holdings.

How many WOR common shares does Kevin J. Chan hold directly?

He holds 6,310 WOR common shares directly.

What indirect WOR holdings were disclosed for Kevin J. Chan?

He holds 2,960.7 WOR common shares indirectly via a 401(k) Plan as of October 31, 2025.

What is Kevin J. Chan’s current phantom stock balance?

Following the transaction, he holds 161.8 phantom stock units.

How does WOR phantom stock work under the deferred compensation plan?

Phantom stock tracks WOR common shares one-for-one; amounts can’t be transferred to other options after October 1, 2014 and distributions are in WOR shares.

Was there a recent dividend reinvestment affecting the phantom stock?

Yes. On September 29, 2025, dividend reinvestment credited additional theoretical WOR common shares to the account.