STOCK TITAN

Worthington Enterprises (NYSE: WOR) controller awarded new phantom stock units

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

Rhea-AI Filing Summary

CHAN KEVIN J reported acquisition or exercise transactions in this Form 4 filing.

Worthington Enterprises Controller Kevin J. Chan reported his equity interests in the company. He holds 7,036 common shares directly and 3,103.4 common shares indirectly through a 401(k) Plan, based on a statement dated July 10, 2026. He also received an award of 4.52 units of phantom stock at $54.27 per unit under the Worthington Industries, Inc. Amended and Restated 2005 Deferred Compensation Plan, bringing his phantom stock balance to 311.17 units. These theoretical WOR common shares track actual common shares on a one-for-one basis and, under the plan, cannot be moved to other investment options and are generally distributed only in WOR common shares after leaving Worthington Enterprises and its subsidiaries. The reported phantom stock amount includes additional units credited through a dividend reinvestment feature on June 29, 2026.

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Insider CHAN KEVIN J
Role Controller
Type Security Shares Price Value
Grant/Award Phantom Stock Acquired Under the Deferred Compensation Plan 4.52 $54.27 $245.30
holding Common Shares -- -- --
holding Common Shares -- -- --
Holdings After Transaction: Phantom Stock Acquired Under the Deferred Compensation Plan — 311.17 shares (Direct); Common Shares — 7,036 shares (Direct); Common Shares — 3,103.4 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 July 10, 2026. 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 dividend reinvestment feature of the 2005 NQ Plan on June 29, 2026.
Direct common shares 7,036 shares Common Shares held directly by Kevin J. Chan after the reported transactions
401(k) common shares 3,103.4 shares Common Shares held indirectly through a 401(k) Plan as of July 10, 2026
Phantom stock units acquired 4.52 units Phantom stock acquired under the Deferred Compensation Plan on July 10, 2026
Phantom stock balance 311.17 units Total theoretical WOR common shares (phantom stock) credited to Chan’s deferred account
Phantom stock grant price $54.27 per unit Price per phantom stock unit for the 4.52-unit acquisition on July 10, 2026
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
"credited to the reporting person's account in the Worthington Industries, Inc. Amended and Restated 2005 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.
401(k) Plan financial
"based on a 401(k) Plan statement dated as of July 10, 2026"
A 401(k) plan is a workplace retirement account that lets employees set aside part of their pay into a tax-advantaged savings pot, often with employers adding matching contributions — like a workplace piggy bank for future income. It matters to investors because the amount people save and how employers fund these plans influence consumer spending, corporate payroll costs and the flow of money into financial markets, which can affect stock prices and company valuations.
dividend reinvestment feature financial
"includes the additional unfunded theoretical common shares credited pursuant to the dividend reinvestment feature"
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FAQ

What did Kevin J. Chan report in his latest Form 4 for WOR?

Kevin J. Chan reported his direct and 401(k) holdings of Worthington Enterprises common shares and an additional 4.52 phantom stock units credited under the company’s deferred compensation plan, bringing his total phantom stock to 311.17 units.

How many Worthington Enterprises (WOR) shares does Kevin J. Chan hold directly and indirectly?

Kevin J. Chan holds 7,036 Worthington Enterprises common shares directly and 3,103.4 shares indirectly through a 401(k) Plan, based on a plan statement dated July 10, 2026, as disclosed in the Form 4 filing.

What phantom stock award did Kevin J. Chan receive from WOR?

Kevin J. Chan received an award of 4.52 phantom stock units at $54.27 per unit under the Worthington Industries, Inc. 2005 Deferred Compensation Plan, increasing his total phantom stock balance to 311.17 units tracking WOR common shares one-for-one.

How does the Worthington Enterprises (WOR) phantom stock work for Kevin J. Chan?

Chan’s phantom stock represents theoretical WOR common shares that track the stock one-for-one. Under the deferred compensation plan, these amounts generally cannot be reallocated to other options and are distributed in WOR common shares after he leaves the company.

What role did dividend reinvestment play in Kevin J. Chan’s WOR phantom stock?

The amount of 311.17 phantom stock units reported for Kevin J. Chan includes additional unfunded theoretical common shares credited via the plan’s dividend reinvestment feature on June 29, 2026, increasing his deferred compensation tied to WOR stock.

Is Kevin J. Chan’s 401(k) position in Worthington Enterprises (WOR) tradable within the plan?

The filing notes only that Chan’s 401(k) holdings total 3,103.4 WOR common shares as of July 10, 2026; separate plan provisions described in the footnotes address transferability limits for the phantom stock, not the 401(k) position.
SEC Form 4
FORM 4UNITED 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 OHIO 43085

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
WORTHINGTON ENTERPRISES, INC. [ WOR ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Controller
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
07/10/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Shares7,036D
Common Shares3,103.4(1)IBy 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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Phantom Stock Acquired Under the Deferred Compensation Plan(2)07/10/2026A4.52 (3) (3)Common Shares4.52$54.27311.17(4)D
Explanation of Responses:
1. The information in this report is based on a 401(k) Plan statement dated as of July 10, 2026.
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 dividend reinvestment feature of the 2005 NQ Plan on June 29, 2026.
/s/Patrick J. Kennedy, as attorney-in-fact for Kevin J. Chan07/13/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)