Worthington Steel (WS) COO has shares withheld to cover tax on vesting

Filing Impact

(Moderate)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Worthington Steel, Inc. Chief Operating Officer Jeffrey R. Klingler reported a tax-related share disposition tied to equity compensation. On the reported date, 4,898 Common Shares were withheld at $33.58 per share to cover his tax obligations upon the vesting of restricted stock, according to the footnote.

After this tax-withholding disposition, Klingler held 98,904 Common Shares directly. He also reported indirect holdings of 1.22 Common Shares through a 401K and 4,600 Common Shares through an IRA. The filing shows a routine compensation-related tax event rather than an open-market trade.

Insider Trade Summary

3 transactions reported

Mixed 3 txns

Insider KLINGLER JEFFREY R

Role Chief Operating Officer

Type	Security	Shares	Price	Value
Tax Withholding	Common Shares	4,898	$33.58	$164K
holding	Common Shares	--	--	--
holding	Common Shares	--	--	--

Holdings After Transaction: Common Shares — 98,904 shares (Direct, null); Common Shares — 4,600 shares (Indirect, By IRA)

Footnotes (1)

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Key Figures

Shares withheld for taxes: 4,898 shares Withholding price per share: $33.58/share Direct shares after transaction: 98,904 shares +2 more

5 metrics

Shares withheld for taxes 4,898 shares Withheld upon restricted stock vesting

Withholding price per share $33.58/share Value used for tax-withholding disposition

Direct shares after transaction 98,904 shares Direct Common Shares following tax withholding

Indirect IRA holdings 4,600 shares Indirect Common Shares held by IRA

Indirect 401K holdings 1.22 shares Indirect Common Shares held by 401K

Key Terms

restricted stock, tax withholding obligations, transaction code F, 401K, +1 more

5 terms

restricted stock financial

"Represents shares withheld upon the vesting of restricted stock in order to satisfy"

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.

tax withholding obligations financial

"in order to satisfy the reporting person's tax withholding obligations upon such vesting"

transaction code F regulatory

"transaction_code": "F","transaction_type": "non-derivative""

401K financial

"direct_or_indirect": "I","nature_of_ownership": "By 401K""

An employer-sponsored retirement savings plan in the United States that lets workers set aside part of their paycheck into investments with tax advantages; some plans also include employer matching contributions, which is like free money added to your savings. It matters to investors because 401(k) balances represent a large pool of household retirement assets that influence personal financial security, investor behavior, and long-term demand for stocks and bonds.

IRA financial

"direct_or_indirect": "I","nature_of_ownership": "By IRA""

An individual retirement account (IRA) is a savings account designed to help people put aside money for their retirement, often with tax advantages that encourage long-term savings. It matters to investors because it can grow over time, providing financial security later in life, and offers benefits that can reduce current taxes or allow investments to compound more effectively.

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 07/01/2026 - 04:17 PM Accepted by SEC EDGAR 07/01/2026 - 04:16 PM

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^*

KLINGLER JEFFREY R

(Last)

(First)

(Middle)

100 OLD WILSON BRIDGE ROAD

(Street)

COLUMBUS

OHIO

43085

(City)

(State)

(Zip)

UNITED STATES

(Country)

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

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/30/2026

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	06/30/2026		F⁽¹⁾		4,898	D	$33.58	98,904	D
Common Shares								4,600	I	By IRA
Common Shares								1.22	I	By 401K

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. Represents shares withheld upon the vesting of restricted stock in order to satisfy the reporting person's tax withholding obligations upon such vesting.

	/s/Joseph Y. Heuer, as attorney-in-fact for Jeffrey Klingler	07/01/2026
	** 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

FAQ

What did Worthington Steel (WS) COO Jeffrey Klingler report in this Form 4?

Jeffrey Klingler reported a tax-related disposition of shares. 4,898 Worthington Steel Common Shares were withheld at $33.58 per share to satisfy tax obligations on restricted stock vesting, a routine compensation and tax event rather than an open-market trade.

How many Worthington Steel shares were withheld for taxes in this filing?

The filing shows 4,898 Common Shares withheld for taxes. These shares were retained by the company at $33.58 per share when restricted stock vested, covering Jeffrey Klingler’s tax withholding obligations instead of an open-market sale of those shares.

How many Worthington Steel shares does Jeffrey Klingler hold after this Form 4 event?

After the reported transaction, Jeffrey Klingler held 98,904 Common Shares directly. He also reported indirect ownership of 1.22 shares through a 401K and 4,600 shares through an IRA, reflecting both direct and retirement-account positions in Worthington Steel.

Was this Worthington Steel Form 4 an open-market sale by the COO?

No, it was not an open-market sale. The 4,898 shares were withheld by Worthington Steel to cover Jeffrey Klingler’s tax obligations upon restricted stock vesting, a standard tax-withholding mechanism rather than a discretionary sale into the market.

What does transaction code F mean in the Worthington Steel Form 4?

Transaction code F indicates shares used to pay an exercise price or tax liability. Here, 4,898 Worthington Steel Common Shares were withheld to satisfy Jeffrey Klingler’s tax withholding obligations when restricted stock vested, as explained in the accompanying footnote.