Worthington Steel declares $0.16 dividend and posts Q2 FY2026 results

Rhea-AI Filing Summary

Worthington Steel, Inc. reported its results for the three months ended November 30, 2025, and discussed its outlook for the third quarter of fiscal 2026 through a news release, conference call, and investor presentation, all of which are included as exhibits to this report. The company also announced that its board of directors declared a regular quarterly cash dividend of $0.16 per common share, declared on December 17, 2025, and payable on March 27, 2026, to shareholders of record as of March 13, 2026. The earnings materials include both GAAP and non-GAAP financial measures with reconciliations to help compare performance over time.

8-K Event Classification

3 items: 2.02, 8.01, 9.01

3 items

Item 2.02 Results of Operations and Financial Condition Financial

Disclosure of earnings results, typically an earnings press release or preliminary financials.

Item 8.01 Other Events Other

Voluntary disclosure of events the company deems important to shareholders but not covered by other items.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, or exhibit attachments filed with this report.

FAQ

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

What did Worthington Steel (WS) disclose in this 8-K filing?

Worthington Steel disclosed that it issued a news release reporting results for the three months ended November 30, 2025, held an earnings conference call, provided an investor presentation, and announced a quarterly cash dividend.

What dividend did Worthington Steel (WS) declare and when will it be paid?

The board of Worthington Steel declared a quarterly cash dividend of $0.16 per common share, payable on March 27, 2026 to shareholders of record at the close of business on March 13, 2026.

Which period do the reported financial results for Worthington Steel (WS) cover?

The reported financial results cover the three months ended November 30, 2025, which is the second quarter of the company’s fiscal 2026.

What materials did Worthington Steel (WS) provide with its quarterly results?

Worthington Steel provided a financial news release (Exhibit 99.1), an earnings conference call transcript (Exhibit 99.2), and an investor presentation (Exhibit 99.3) related to its second-quarter fiscal 2026 results.

Does Worthington Steel (WS) use non-GAAP financial measures in its disclosures?

Yes. The company uses both GAAP and non-GAAP financial measures in its financial release, investor presentation, and conference call, and provides explanations and reconciliations to the most comparable GAAP measures.

Are the earnings materials in this Worthington Steel (WS) filing considered filed or furnished?

The information in Item 2.02, including Exhibits 99.1, 99.2, and 99.3, is being furnished and is not deemed “filed” for purposes of Section 18 of the Exchange Act unless specifically stated otherwise.

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Accepted by SEC EDGAR 12/19/2025 - 04:23 PM Learn about SEC filing dates

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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): December 17, 2025

WORTHINGTON STEEL, INC.

(Exact name of Registrant as Specified in Its Charter)

Ohio			001-41830	92-2632000
(State or Other Jurisdiction of Incorporation)			(Commission File Number)	(IRS Employer Identification No.)
100 W. Old Wilson Bridge Road
Columbus, Ohio				43085
(Address of Principal Executive Offices)				(Zip Code)

Registrant’s Telephone Number, Including Area Code: (614) 840-3462

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Shares, without par value		WS		New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.02 Results of Operations and Financial Condition.

On December 17, 2025, Worthington Steel, Inc. (“we,” “us,” “our” and “registrant”) issued a news release (the “Financial Release”) reporting results for the three months ended November 30, 2025 (the second quarter of fiscal 2026). A copy of the Financial Release is furnished herewith as Exhibit 99.1 and is incorporated herein by reference.

We conducted a conference call on December 18, 2025, to discuss our unaudited financial results for the second quarter of fiscal 2026 and address our outlook for the third quarter of fiscal 2026. A copy of the transcript of the conference call is included herewith as Exhibit 99.2 and is incorporated herein by reference. During the conference call, we referenced an investor presentation that was made available on our website throughout the conference call. The investor presentation is included herewith as Exhibit 99.3 and is incorporated herein by reference.

We have included financial measures prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) and non-GAAP financial measures in the Financial Release, the investor presentation, and the conference call to provide investors with additional information that we believe allows for increased comparability of the performance of our ongoing operations from period to period. Please see the Financial Release and the investor presentation for further explanations of why we use the non-GAAP financial measures and the reconciliations to the most comparable GAAP financial measures.

The information contained in this Item 2.02, including Exhibit 99.1, Exhibit 99.2 and Exhibit 99.3, is being furnished pursuant to Item 2.02 and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, unless we specifically state that the information is to be considered “filed” under the Exchange Act or incorporate the information by reference into a filing under the Exchange Act or the Securities Act of 1933, as amended.

Item 8.01 Other Events.

On December 17, 2025, we issued a news release (the “Dividend Release”) reporting that our board of directors declared a quarterly cash dividend of $0.16 per common share. The dividend was declared on December 17, 2025, and is payable on March 27, 2026, to our shareholders of record at the close of business on March 13, 2026. A copy of the Dividend Release is filed herewith as Exhibit 99.4.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits:

Exhibit No.	Description
99.1	News Release of Worthington Steel, Inc. issued on December 17, 2025 (Financial Release)
99.2	Transcript of Worthington Steel, Inc. Earnings Conference Call held on December 18, 2025
99.3	Investor Presentation of Worthington Steel, Inc., dated December 17, 2025
99.4	News Release of Worthington Steel, Inc. issued on December 17, 2025 (Dividend Release)
104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

			WORTHINGTON STEEL, INC.
Date:	December 19, 2025	By:	/s/ Joseph Y. Heuer
			Joseph Y. Heuer Vice President - General Counsel and Secretary