Worthington Steel, Inc. Form 4 Filings

Worthington Steel, Inc. Executive Chairman John B. Blystone reported compensation-related share movements in Common Shares. On July 7, 2026, a performance share award granted in 2023 vested, adding 14,750 Common Shares at $0.00 per share. In connection with this vesting, 6,408 shares were withheld at $32.16 per share to satisfy tax withholding obligations. Following these transactions, Blystone directly holds 241,957 Common Shares. These are non-market transactions, with no open‑market buying or selling reported.

Worthington Steel, Inc. executive Clifford Larivey reported compensation-related share activity. He received a grant of 2,906 Common Shares at no cost tied to the vesting of a 2023 performance share award, while 1,297 shares were withheld to cover tax obligations. After these transactions, he directly owns 71,451 Common Shares, reflecting a net increase in his equity stake from the award rather than an open-market trade.

Worthington Steel, Inc. Chief Financial Officer Timothy A. Adams reported routine equity compensation activity involving common shares. On the same date, a performance share award granted in 2023 vested, resulting in an acquisition of 2,837 common shares at no cost. In connection with this vesting, 1,266 shares were withheld to cover tax withholding obligations, a non-market disposition rather than an open-market sale. After these transactions, Adams directly held 53,476 common shares, reflecting ongoing alignment with shareholders through equity-based compensation.

Worthington Steel, Inc. Chief Operating Officer Jeffrey R. Klingler reported compensation-related share activity on common shares. He received a grant/award of 8,655 common shares tied to the vesting of a performance share award granted in 2023, bringing his direct holdings to 107,559 common shares.

Upon vesting, 3,861 shares were withheld at $32.16 per share to satisfy tax withholding obligations, a non‑market disposition recorded under code F. The filing also shows indirect holdings of 1.22 common shares through a 401(k) and 4,600 common shares through an IRA.

Worthington Steel, Inc. Chief Financial Officer Timothy A. Adams reported an automatic tax-related share disposition. On the vesting of restricted stock, 1,153 Common Shares were withheld at $33.58 per share to satisfy tax withholding obligations. After this non‑market transaction, he directly holds 51,905 Common Shares.

Worthington Steel, Inc. President and CEO Geoffrey G. Gilmore reported a routine tax-related share disposition. On June 30, 2026, 9,075 common shares were withheld upon the vesting of restricted stock to satisfy his tax withholding obligations, at an indicated price of $33.58 per share. Following this non-derivative tax-withholding event, he directly holds 335,857 common shares.

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.

Worthington Steel, Inc. executive Clifford Larivey reported a routine tax-related share disposition. On the vesting of restricted stock, 1,873 common shares were withheld at $33.58 per share to satisfy his tax withholding obligations, rather than sold in the open market. After this withholding, he directly holds 68,545 common shares.

KLINGLER JEFFREY R reported acquisition or exercise transactions in this Form 4 filing.

Worthington Steel, Inc. Chief Operating Officer Jeffrey R. Klingler received a grant of 10,590 common shares as restricted stock under the Worthington Steel Inc. 2023 Long-Term Incentive Plan. The restricted stock will vest on the third anniversary of the grant date, on June 26, 2029.

Following this award, Klingler directly holds 103,802 common shares. He also has indirect holdings reported as 1.22 common shares through a 401K and 4,600 common shares through an IRA, reflecting retirement-related ownership separate from his direct position.

GILMORE GEOFFREY G reported acquisition or exercise transactions in this Form 4 filing.

Worthington Steel, Inc. director and President & CEO Geoffrey G. Gilmore reported an equity compensation grant. He received 39,915 Common Shares at a price of $0.00 per share as a grant, increasing his direct holdings to 344,932 Common Shares.

The award is in the form of restricted stock granted under the Worthington Steel Inc. 2023 Long-Term Incentive Plan. According to the disclosure, the restricted stock will vest on the third anniversary of the grant date, June 26, 2029, aligning the CEO’s compensation with longer-term company performance.

Worthington Steel Executive Chairman John B. Blystone reported routine equity compensation activity. On June 26, he acquired 14,665 Common Shares as a restricted stock award under the Worthington Steel Inc. 2023 Long-Term Incentive Plan, with a transaction price of $0.0000 per share.

The restricted stock will vest on the third anniversary of the grant date, on June 26, 2029. On June 29, 7,414 Common Shares were withheld upon the vesting of restricted stock to satisfy his tax withholding obligations. After these transactions, he directly owned 233,615 Common Shares.

Joseph Gwen reported acquisition or exercise transactions in this Form 4 filing.

Worthington Steel, Inc. corporate controller Joseph Gwen received an award of 1,630 common shares as restricted stock compensation on June 26, 2026, at no purchase price. The award was granted under the Worthington Steel Inc. 2023 Long-Term Incentive Plan and will vest on June 26, 2029. Following this grant, Gwen directly holds 4,166 common shares.

ADAMS TIMOTHY A reported acquisition or exercise transactions in this Form 4 filing.

Worthington Steel, Inc. Chief Financial Officer Timothy A. Adams received an award of 8,150 Common Shares as restricted stock on June 26, 2026 under the Worthington Steel Inc. 2023 Long-Term Incentive Plan. The restricted stock will vest on the third anniversary of the grant date, June 26, 2029. Following this award, Adams directly holds 52,248 Common Shares.

Larivey Clifford reported acquisition or exercise transactions in this Form 4 filing.

Worthington Steel, Inc. reported that executive Clifford Larivey, President Flat Rolled Steel Processing, received a grant of 6,110 common shares as restricted stock compensation. The shares were awarded at no cash cost per share and increase his direct holdings to 70,418 common shares.

The restricted stock was granted under the Worthington Steel Inc. 2023 Long-Term Incentive Plan and will vest on the third anniversary of the grant date on June 26, 2029. Until vesting, the award remains subject to the plan’s terms and continued service conditions.

Heuer Joseph reported acquisition or exercise transactions in this Form 4 filing.

Worthington Steel, Inc. reported that its General Counsel, Joseph Heuer, received an award of 4,890 Common Shares as restricted stock. The award was granted at $0.00 per share as equity compensation under the Worthington Steel Inc. 2023 Long-Term Incentive Plan.

The restricted stock will vest on the third anniversary of the grant date, scheduled for June 26, 2029. After this grant, Heuer directly holds 19,169 Common Shares, reflecting a routine, compensation-related increase in his equity position rather than an open-market purchase or sale.

Worthington Steel, Inc. Chief Operating Officer Jeffrey R. Klingler reported option exercises and share sales in company stock. On June 1–2, 2026, he sold a total of 20,236 common shares in open-market transactions at weighted average prices of about $43.00–$44.53, executed in multiple trades within stated price ranges.

Over the same period, he exercised stock options to acquire 20,236 common shares at exercise prices of $14.37, $18.64, and $21.51 per share under the Worthington Steel, Inc. 2023 Long Term Incentive Plan. After these transactions, he holds 93,212 common shares directly, plus small additional indirect holdings through a 401(k) and an IRA.

Worthington Steel, Inc. Chief Financial Officer Timothy A. Adams reported a combination of option exercise and share sales in company stock. On June 1, 2026, he exercised 2,367 Non-Qualified Stock Options at an exercise price of $13.10 per share, receiving the same number of common shares.

That same day, he sold a total of 2,367 Common Shares in open-market transactions, including 1,100 shares at a weighted-average price of $41.699 and 1,267 shares at a weighted-average price of $42.7705. The sales occurred in multiple trades within price ranges of $41.35–$42.19 and $42.38–$43.01. After these transactions, Adams directly held 44,098 Common Shares of Worthington Steel.

Worthington Steel, Inc. executive Clifford Larivey exercised stock options and sold shares in a mixed Form 4 transaction. On May 22, 2026, he sold 11,105 Common Shares in an open-market transaction at a weighted average price of $40.0945 per share, with actual prices ranging from $40.00 to $40.41. He also exercised several non-qualified stock options to acquire a total of 4,929 Common Shares at exercise prices of $14.37, $21.51, $33.36, and $34.10 per share. Following these transactions, he directly holds 64,308 Common Shares, and the option records indicate that at least one option grant was fully exercised.

Worthington Steel director Jon J. Bowsher reported buying additional stock. On January 30, 2026, he purchased 2,500 common shares of Worthington Steel at a weighted average price of $40.15 per share, in multiple trades between $40.105 and $40.1689.

Following this transaction, Bowsher directly owns 17,893 common shares of Worthington Steel. The purchase was reported on a Form 4 as an open-market or private purchase transaction.

Worthington Steel, Inc. director Scott J. Kelly reported buying common shares of the company. On January 27, 2026, he purchased 7,000 common shares at a price of $39.1099 per share. After this transaction, he beneficially owned 16,157 common shares, held in direct ownership.

Worthington Steel, Inc. director Mary Fackler Schiavo reported routine activity in deferred compensation and common shares. On January 22, 2026, 291.578 units of WS phantom stock under the Non-Qualified Deferred Compensation Plan for Directors were converted into the economic equivalent of 291.578 common shares, reflecting a prior deferral election tied to 2014 compensation.

The same day, she acquired 291.578 common shares at an exercise price of $0.00 per share in connection with that conversion, then disposed of a small fractional amount of 0.578 common shares at $35.14 per share, consistent with plan terms that pay fractional shares in cash. After these transactions, she directly owned 96,779 common shares and 18,172.848 WS phantom shares credited to her deferred compensation account.

Worthington Steel, Inc. insider share withholding reported

Worthington Steel, Inc. President and CEO, and Director, Geoffrey G. Gilmore reported a Form 4 transaction involving company common shares on 12/22/2025. The filing shows that 9,610 common shares were disposed of at a price of $36.32 per share, identified with transaction code "F," which indicates shares were withheld to cover tax obligations.

After this tax withholding transaction, Gilmore beneficially owns 305,017 common shares of Worthington Steel, Inc., held directly. The filing notes that the shares were withheld upon the vesting of restricted stock in order to satisfy the reporting person's tax withholding obligations upon such vesting.

Worthington Steel, Inc.'s Chief Financial Officer, Timothy A. Adams, reported an automatic share withholding related to equity compensation. On 12/22/2025, 971 common shares of Worthington Steel were withheld at a price of $36.32 per share, coded as an "F" transaction, which indicates shares taken to cover tax withholding when restricted stock vests. After this transaction, Adams beneficially owned 44,098 common shares directly. This event reflects routine tax-related administration of existing equity awards rather than an open-market purchase or sale.

Worthington Steel, Inc. Chief Operating Officer reported a routine share withholding related to equity compensation. On 12/22/2025, 1,429 common shares were disposed of at $36.32 per share in a transaction coded "F," meaning the shares were withheld to cover tax obligations upon the vesting of restricted stock. After this transaction, the reporting person beneficially owns 93,212 common shares directly, 4,600 shares through an IRA, and a small position recorded in a 401(k) plan.

Worthington Steel, Inc. insider share withholding reported

A reporting person of Worthington Steel, Inc. (WS), who serves as both a Director and Executive Chairman, reported a routine equity transaction dated 12/22/2025. The filing shows that 9,950 common shares were disposed of at a price of $36.32 per share, coded as transaction type F, which indicates shares withheld to cover tax obligations.

After this transaction, the reporting person directly beneficially owns 226,364 common shares. The explanation states that the shares were withheld upon the vesting of restricted stock to satisfy tax withholding obligations, highlighting this as an administrative step tied to equity compensation rather than an open-market sale.

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.

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.

Mark C. Davis, a director of Worthington Steel, Inc. (WS), received a grant of 5,836 restricted common shares on 09/26/2025 under the Worthington Steel, Inc. 2023 Equity Incentive Plan for Non-Employee Directors. The restricted shares were granted at a price of $0 and increased his reported beneficial ownership to 21,219 shares following the transaction. The restricted stock will vest on the date of the company’s next Annual Meeting of Shareholders provided Mr. Davis remains on the board. The Form 4 was signed by Joseph Y. Heuer as attorney-in-fact on 09/30/2025.

Sidney A. Ribeau, a director of Worthington Steel, Inc. (WS), was granted 5,836 restricted common shares on 09/26/2025 under the Worthington Steel, Inc. 2023 Equity Incentive Plan for Non-Employee Directors. The restricted shares were issued at a stated price of $0 and will vest on the date of the companys next Annual Meeting of Shareholders if Mr. Ribeau remains on the board. After the grant, the filing reports Mr. Ribeau beneficially owns 78,843 common shares. The Form 4 was submitted by attorney-in-fact Joseph Y. Heuer and signed on 09/30/2025.

Worthington Steel, Inc. (WS) director Mary Fackler Schiavo was granted 5,836 restricted common shares on 09/26/2025 under the 2023 Equity Incentive Plan for Non-Employee Directors. The award vests on the date of the next annual shareholders meeting provided the director remains on the board. After the grant, the reporting person beneficially owns 96,488 common shares. The Form 4 was signed by an attorney-in-fact on 09/30/2025.

John H. McConnell II, a director of Worthington Steel, Inc. (WS), was granted 5,836 restricted common shares on 09/26/2025 under the company's 2023 Equity Incentive Plan for Non-Employee Directors. The shares were awarded at no cash price and will vest on the date of the next Annual Meeting of Shareholders if he remains on the board. After the grant, Mr. McConnell beneficially owns 43,167 shares directly; an additional 245 shares are reported as indirectly owned by his spouse. The Form 4 was signed by an attorney-in-fact on 09/30/2025.

Nancy G. Mistretta, a director of Worthington Steel, Inc. (WS), was granted 5,836 restricted shares of common stock on 09/26/2025 at no cash cost. After the award, she beneficially owns 15,393 shares. The restricted stock award was made under the Worthington Steel, Inc. 2023 Equity Incentive Plan for Non-Employee Directors and will vest on the date of the next Annual Meeting of Shareholders if the director remains on the Board.

Worthington Steel director Charles M. Chiappone was granted 5,836 restricted common shares on 09/26/2025 under the Worthington Steel, Inc. 2023 Equity Incentive Plan for Non-Employee Directors. The grant was reported on Form 4 and was recorded at a price of $0, increasing Mr. Chiappone's beneficial ownership to 17,243 shares. The restricted shares will vest on the date of the next Annual Meeting of Shareholders only if the director remains on the board. The Form 4 was signed by an attorney-in-fact on 09/30/2025.

Scott J. Kelly, a Worthington Steel, Inc. director, was granted 5,836 restricted common shares on 09/26/2025 under the company's 2023 Equity Incentive Plan for Non-Employee Directors. The restricted shares will vest on the date of the next Annual Meeting of Shareholders if Mr. Kelly remains on the board. Following the reported transaction, Mr. Kelly beneficially owns 9,157 common shares. The Form 4 was signed by an attorney-in-fact on behalf of Scott J. Kelly.