WS Form 4: Jon Bowsher Receives 5,836 Restricted Shares; Ownership 15,393

Rhea-AI Filing Summary

Jon J. Bowsher, a director of Worthington Steel, Inc. (WS), was granted 5,836 restricted shares on 09/26/2025 under the Worthington Steel, Inc. 2023 Equity Incentive Plan for Non-Employee Directors. Following the grant, he beneficially owns 15,393 common shares. The restricted stock vests on the date of the next Annual Meeting of Shareholders provided he remains on the Board. The Form 4 was signed by an attorney-in-fact on behalf of Mr. Bowsher and filed on 09/30/2025.

Positive

• 5,836 restricted shares granted to a director, strengthening alignment with shareholders
• Post-transaction ownership of 15,393 shares disclosed, giving clear ownership context
• Vesting tied to the next Annual Meeting, encouraging director retention through the meeting

Negative

• None.

Insights

Corporate Governance Expert

TL;DR: Director received restricted stock that vests at next annual meeting, aligning his interests with shareholders.

The grant of 5,836 restricted shares to a non-employee director is a routine equity-based compensation mechanism to align long-term interests with shareholders. Vesting tied to continued board service until the next annual meeting encourages retention through the upcoming corporate cycle. The disclosure is straightforward and contains the necessary transaction date, post-transaction ownership and vesting condition. No derivative instruments, exercise prices, or additional material terms are disclosed beyond the vesting trigger.

Securities Compliance Analyst

TL;DR: Form 4 accurately reports a non-employee director award; filing appears complete for the disclosed transaction.

The Form 4 lists the acquisition code, number of shares acquired, post-transaction beneficial ownership and an explanation stating the award is under the 2023 Equity Incentive Plan and vests at the next Annual Meeting if the director remains on the Board. The form includes signature by an attorney-in-fact and the transaction and filing dates. There are no amendments or additional transactions reported. From a compliance perspective, the filing meets Section 16 reporting elements for this grant.

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
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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^*

BOWSHER JON J

(Last) (First) (Middle)

100 OLD WILSON BRIDGE ROAD

(Street)

COLUMBUS OH 43085

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Worthington Steel, Inc. [ WS ]

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)
09/26/2025

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	09/26/2025		A(1)		5,836	A	$0	15,393	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 Steel, Inc. 2023 Equity Incentive Plan for Non-Employee Directors. The restricted stock will vest on the date on which the next Annual Meeting of Shareholders of Worthington Steel, Inc. is held if the non-employee director remains on the Board.

	/s/ Joseph Y. Heuer, as attorney-in-fact for Jon J. Bowsher	09/30/2025
	** 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 Jon J. Bowsher report on the Form 4 for Worthington Steel (WS)?

He reported an acquisition of 5,836 restricted common shares on 09/26/2025, increasing his beneficial ownership to 15,393 shares.

When do the restricted shares granted to the director vest?

The restricted stock vests on the date of the next Annual Meeting of Shareholders if the director remains on the Board.

Under which plan were the restricted shares granted?

The award was granted under the Worthington Steel, Inc. 2023 Equity Incentive Plan for Non-Employee Directors.

What dates are reported on the Form 4 filing?

The transaction date is 09/26/2025 and the Form 4 was signed and filed on 09/30/2025.

Does the Form 4 report any derivative securities or option exercises?

No. The filing reports only a non-derivative award of restricted common shares; no derivatives or option exercises are disclosed.