SEC Form 4 · accession 0001193125-26-401855
WORTHINGTON ENTERPRISES, INC. · WOR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Kerrii B Anderson
Director
Period of report
Sep 23, 2025
Accepted (ET)
Sep 25, 2026 · 10:28 am EDT
Rule 10b5-1 plan
box not checked
Issuer CIK
0000108516
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common SharesF1 | Sep 24, 2026 | A | 2,510 | $0.00 | A | 76,659 | D | |
| Common Shares | holding | — | — | — | 1,421 | I | By Cameron Taff Anderson Separate Trust | |
| Common Shares | holding | — | — | — | 1,421 | I | By Alexa M. Anderson Separate Trust | |
| Common Shares | holding | — | — | — | 436 | I | By spouse |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Phantom StockF4,F2,F3 | — | Sep 23, 2026 | A | 193 | A | — | — | Common Shares | 193 | 12,822 | D |
Explanation of responses
- F1An award of restricted stock was granted pursuant to the Worthington Enterprises, Inc. 2025 Equity Plan for Non-Employee Directors. The restricted stock will vest on the earlier to occur of (1) the first anniversary of the grant date; or (2) the date on which the next Annual Meeting of Shareholders of Worthington Enterprises, Inc. is held.
- F2The theoretical WOR common shares ("phantom stock") credited to the reporting person's account in the Worthington Industries, Inc. Amended and Restated 2005 Deferred Compensation Plan for Directors, as amended (the "Plan") track WOR common shares on a one-for-one basis.
- F3Prior to October 1, 2014, the account balances related to the phantom stock investment option could be immediately transferred to other deemed investment options under the terms of the Plan. The Plan provides that, effective October 1, 2014 and thereafter, any amount credited in a participant's account to the phantom stock fund may not be transferred to an alternative deemed investment option under the Plan until distribution from the Plan. Distributions are made only in WOR common shares and generally commence upon leaving the Board of Directors of Worthington Enterprises, Inc.
- F4The amount shown reflects additional theoretical common shares (i.e., phantom stock) which were credited pursuant to the dividend reinvestment feature of the 2005 Director Deferred Compensation Plan since the date on which the amount of theoretical common shares credited pursuant to the dividend reinvestment feature under the 2005 Director Deferred Compensation Plan was last updated in the reporting person's Form 4 filed on September 24, 2025.