[Form 4] WORTHINGTON ENTERPRISES, INC. Insider Trading Activity

Rhea-AI Filing Summary

Worthington Enterprises director Ozey K. Horton Jr. was granted 2,815 restricted common shares on 09/25/2025 under the company's 2025 Equity Plan for Non-Employee Directors. The award carries a reported price of $0.00 and increased Mr. Horton’s beneficial ownership to 46,803 shares on a direct basis. The restricted shares vest on the earlier of the first anniversary of the grant date or the date of the next Annual Meeting of Shareholders. The Form 4 was signed by an attorney-in-fact on behalf of the reporting person on 09/26/2025.

Positive

• Director received equity alignment: 2,815 restricted shares grant aligns director interests with shareholders
• Clear vesting terms: vesting on earlier of one-year anniversary or next Annual Meeting provides straightforward schedule
• Ownership disclosed: post-grant direct beneficial ownership reported as 46,803 shares

Negative

• None.

Insights

Corporate Governance Expert

TL;DR: Typical director equity award reported; vesting tied to time or next annual meeting.

The Form 4 discloses a standard non-employee director grant of 2,815 restricted shares under the 2025 Equity Plan. Vesting is simple and time-based, occurring either at the one-year anniversary or at the next shareholder meeting, which aligns director incentives with shareholder timelines. The report reflects direct beneficial ownership of 46,803 shares post-award and an effective grant date of 09/25/2025. Filing executed by attorney-in-fact on 09/26/2025.

Securities Analyst

TL;DR: Non-derivative compensation grant recorded; increases reported direct ownership to 46,803 shares.

The transaction is coded as an acquisition of restricted common shares with a reported price of $0.00, indicating a compensation issuance rather than a market purchase. The Form 4 shows the transaction date, the number of shares granted, and the post-transaction ownership level. No derivative transactions or additional conditions beyond the stated vesting schedule are disclosed in this filing.

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

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

HORTON OZEY K JR

(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)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
09/25/2025

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	09/25/2025		A		2,815(1)	A	$0.00	46,803	D

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

Explanation of Responses:

1. An award of restricted stock was granted pursuant to the Worthington Enterprises, Inc. 2025 Equity Plan for Non-Employee Directors. The restricted stock will vest on the earlier to occur of (1) the first anniversary of the grant date; or (2) the date on which the next Annual Meeting of Shareholders of Worthington Enterprises, Inc. is held.

	/s/Patrick J. Kennedy, as attorney-in-fact for Ozey K. Horton, Jr.	09/26/2025
	** 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.

FAQ

What did Ozey K. Horton Jr. receive according to the Form 4?

He was granted 2,815 restricted common shares on 09/25/2025 under the Worthington Enterprises 2025 Equity Plan for Non-Employee Directors.

How many shares does Ozey K. Horton Jr. beneficially own after the reported transaction (WOR)?

The Form 4 reports 46,803 shares beneficially owned following the transaction.

When do the restricted shares vest for the grant reported on 09/25/2025?

The restricted shares vest on the earlier of the first anniversary of the grant date or the date of the next Annual Meeting of Shareholders.

What price was reported for the restricted shares on the Form 4?

The transaction is reported with a price of $0.00, indicating a compensation issuance.

Who signed the Form 4 and when was it signed?

The Form 4 was signed by Patrick J. Kennedy, as attorney-in-fact for Ozey K. Horton, Jr. on 09/26/2025.