Worthington CFO granted new restricted stock awards

SOUZA COLIN J reported acquisition or exercise transactions in this Form 4 filing.

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Form Type

Rhea-AI Filing Summary

SOUZA COLIN J reported acquisition or exercise transactions in this Form 4 filing.

WORTHINGTON ENTERPRISES, INC. Vice President & Chief Financial Officer Colin J. Souza reported equity compensation awards in the form of restricted common shares. On June 25, 2026, he received three grants of 2,990, 1,630, and 810 restricted shares under the Worthington Enterprises, Inc. 2024 Long-Term Incentive Plan. According to the footnotes, these restricted stock awards vest on the first, second, and third anniversaries of the grant date, respectively. After these awards, Souza held 23,330 common shares directly and 1.4 common shares indirectly through a 401(k) account based on a statement dated May 31, 2026. The transactions are compensation-related grants, not open-market purchases or sales.

Insider Trade Summary

Grant/Award: 5,430 shares

Grant/Award 4 txns

Insider SOUZA COLIN J

Role VP & Chief Financial Officer

Type	Security	Shares	Price	Value
Grant/Award	Common Shares	2,990	$0.00	$0.00
Grant/Award	Common Shares	1,630	$0.00	$0.00
Grant/Award	Common Shares	810	$0.00	$0.00
holding	Common Shares	--	--	--

Holdings After Transaction: Common Shares — 23,330 shares (Direct); Common Shares — 1.4 shares (Indirect, By 401(k))

Footnotes (4)

F1. An award of restricted stock was granted pursuant to the Worthington Enterprises, Inc. 2024 Long-Term Incentive Plan. The restricted stock will vest on the third anniversary of the grant date.
F2. An award of restricted stock was granted pursuant to the Worthington Enterprises, Inc. 2024 Long-Term Incentive Plan. The restricted stock will vest on the second anniversary of the grant date.
F3. An award of restricted stock was granted pursuant to the Worthington Enterprises, Inc. 2024 Long-Term Incentive Plan. The restricted stock will vest on the first anniversary of the grant date.
F4. The information in this report is based on a 401(k) statement dated May 31, 2026.

Key Figures

Restricted stock grant 1: 2,990 shares Restricted stock grant 2: 1,630 shares Restricted stock grant 3: 810 shares +3 more

6 metrics

Restricted stock grant 1 2,990 shares Common Shares award on June 25, 2026

Restricted stock grant 2 1,630 shares Common Shares award on June 25, 2026

Restricted stock grant 3 810 shares Common Shares award on June 25, 2026

Direct holdings after grants 23,330 shares Common Shares held directly after June 25, 2026 transactions

Indirect 401(k) holdings 1.4 shares Common Shares held via 401(k) based on May 31, 2026 statement

Grant price per share $0.00 per share Reported for all restricted stock awards as compensation

Key Terms

restricted stock, 2024 Long-Term Incentive Plan, 401(k), grant, award, or other acquisition

4 terms

restricted stock financial

"An award of restricted stock was granted pursuant to the Worthington Enterprises, Inc. 2024 Long-Term Incentive Plan."

Shares granted to an individual that carry limits on transfer or sale until certain conditions are met, such as staying with the company for a set time or hitting performance targets. Think of them as a locked gift that gradually opens; for investors they matter because they affect how many shares may enter the market later, signal management incentives and potential dilution, and reveal confidence in future company performance.

2024 Long-Term Incentive Plan financial

"An award of restricted stock was granted pursuant to the Worthington Enterprises, Inc. 2024 Long-Term Incentive Plan."

401(k) financial

"The information in this report is based on a 401(k) statement dated May 31, 2026."

A 401(k) is a type of retirement savings plan offered by employers that allows workers to set aside a portion of their paycheck before taxes are taken out. The money saved in a 401(k) can grow over time through investments, helping individuals build funds for their future retirement. It matters to investors because it provides a tax-advantaged way to save and invest for long-term financial security.

grant, award, or other acquisition financial

"transaction_code_description: Grant, award, or other acquisition"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did WOR CFO Colin J. Souza report on this Form 4?

Colin J. Souza reported receiving restricted common share awards as equity compensation. On June 25, 2026, he was granted three separate blocks of restricted stock under the company’s 2024 Long-Term Incentive Plan, rather than buying or selling shares in the open market.

How many WORTHINGTON ENTERPRISES (WOR) shares does the CFO hold after these grants?

After the reported grants, Colin J. Souza held 23,330 WORTHINGTON ENTERPRISES common shares directly. He also had 1.4 common shares held indirectly through a 401(k) plan, based on a statement dated May 31, 2026, giving a snapshot of his reported ownership.

What is the size of each restricted stock grant to the WOR CFO?

The Form 4 shows three separate restricted stock grants to the CFO. They cover 2,990 common shares, 1,630 common shares, and 810 common shares, all reported at a price of $0.00 per share because they are compensation awards, not open-market purchases.

When will the WOR CFO’s restricted stock awards vest?

The restricted stock awards vest over three years on different anniversaries of the grant date. One award vests on the first anniversary, another on the second anniversary, and the third on the third anniversary, as described in the Form 4 footnotes for these equity grants.

Are the WOR CFO’s transactions in this Form 4 considered open-market buys or sells?

No, these entries are not open-market buys or sells. The Form 4 describes them as grants or awards of restricted stock under WORTHINGTON ENTERPRISES’ 2024 Long-Term Incentive Plan, with a reported price of $0.00 per share, indicating compensation rather than trading activity.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 06/26/2026 - 02:54 PM EDT

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^*

SOUZA COLIN J

(Last)

(First)

(Middle)

200 W. 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)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	VP & Chief Financial Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/25/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Shares	06/25/2026		A		2,990⁽¹⁾	A	$0.00	20,890	D
Common Shares	06/25/2026		A		1,630⁽²⁾	A	$0.00	22,520	D
Common Shares	06/25/2026		A		810⁽³⁾	A	$0.00	23,330	D
Common Shares								1.4⁽⁴⁾	I	By 401(k)

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. An award of restricted stock was granted pursuant to the Worthington Enterprises, Inc. 2024 Long-Term Incentive Plan. The restricted stock will vest on the third anniversary of the grant date.

2. An award of restricted stock was granted pursuant to the Worthington Enterprises, Inc. 2024 Long-Term Incentive Plan. The restricted stock will vest on the second anniversary of the grant date.

3. An award of restricted stock was granted pursuant to the Worthington Enterprises, Inc. 2024 Long-Term Incentive Plan. The restricted stock will vest on the first anniversary of the grant date.

4. The information in this report is based on a 401(k) statement dated May 31, 2026.

	/s/Patrick J. Kennedy, as attorney-in fact for Colin J. Souza	06/26/2026
	** 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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR