[Form 4] Worthington Steel, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Worthington Steel, Inc. (WS) reported a Form 4 showing that director George P. Stoe was granted 8,068 restricted common shares on 09/26/2025 under the Worthington Steel, Inc. 2023 Equity Incentive Plan for Non-Employee Directors. The shares were reported as acquired at a price of $0 and increase Mr. Stoe's beneficial ownership to 22,063 shares. The restricted stock will vest on the date of the company's next Annual Meeting of Shareholders, provided the director remains on the board.

Positive

• 8,068 restricted shares granted to director George P. Stoe under the 2023 Equity Incentive Plan
• Vesting tied to next Annual Meeting, aligning director retention with shareholder governance
• Beneficial ownership increased to 22,063 shares, disclosed transparently on Form 4

Negative

• None.

Insights

Financial Analyst

TL;DR: Director received 8,068 restricted shares at no cash cost, modestly increasing reported ownership to 22,063 shares.

The grant of 8,068 restricted common shares on 09/26/2025 is a routine director compensation event under the 2023 Equity Incentive Plan. The award was reported at a $0 acquisition price, reflecting a compensation grant rather than an open-market purchase. Vesting is conditional on continued board service until the next Annual Meeting, aligning the director's interests with shareholders over the short term. This filing is informational and not expected to be material to company-wide financials.

Corporate Governance Expert

TL;DR: Standard restricted stock grant for a non-employee director with time-based vesting tied to the next Annual Meeting.

The disclosure states the restricted stock award is granted under the company's 2023 Equity Incentive Plan for Non-Employee Directors and vests upon the next Annual Meeting if the recipient remains a board member. This structure is common for director compensation to promote retention and alignment. The Form 4 was signed by an attorney-in-fact and filed 09/30/2025, documenting the transaction in compliance with Section 16 reporting requirements.

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^*

Stoe George P

(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)		8,068	A	$0	22,063	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 George P. Stoe	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 George P. Stoe report on the Form 4 for WS?

The Form 4 reports a grant of 8,068 restricted common shares acquired on 09/26/2025, increasing his beneficial ownership to 22,063 shares.

Under which plan were the restricted shares granted to the director?

The restricted stock was granted pursuant to the Worthington Steel, Inc. 2023 Equity Incentive Plan for Non-Employee Directors.

What is the acquisition price reported for the restricted shares?

The restricted shares were reported as acquired at a price of $0.

When will the restricted shares vest?

The restricted stock will vest on the date of the company's next Annual Meeting of Shareholders if the director remains on the board.

When was the Form 4 signature dated?

The Form 4 was signed by an attorney-in-fact on behalf of George P. Stoe and dated 09/30/2025.