SEC Form 4 · accession 0001209191-15-010739
WORTHINGTON ENTERPRISES, INC. · WOR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Mark A Russell
Officer — Pres/COO, Worthington Industri
Period of report
Jan 9, 2015
Accepted (ET)
Feb 9, 2015 · 3:09 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000108516
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Shares | holding | — | — | — | 346,147 | D | ||
| Common SharesF1 | holding | — | — | — | 15,942 | I | By 401(k) Plan |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Phantom Stock, acquired under deferred compensation planF3,F2,F4,F5 | — | Jan 9, 2015 | A | 77 | A | — | — | common shares | 77 | 185,920 | D |
| Phantom Stock, acquired under deferred compensation planF3,F2,F4,F5 | — | Jan 23, 2015 | A | 72 | A | — | — | common shares | 72 | 185,992 | D |
| Phantom Stock, acquired under deferred compensation planF2,F4,F5 | — | Feb 6, 2015 | A | 65 | A | — | — | common shares | 65 | 186,058 | D |
Explanation of responses
- F1Amount reflects the most up-to-date information available regarding holdings in the Company Plan Fund which invests in Common Shares of the Company.
- F2The accounts track common shares on a one-for-one basis
- F3This transaction was inadvertently not reported due to an oversight.
- F4Prior to October 1, 2014, the account balances related to the theoretical Company common share investment option could be immediately transferred to other investment options under the terms of the deferred compensation plan.
- F5The Company amended its Amended and Restated 2005 Deferred Compensation Plan (The "Plan") effective October 1, 2014. The amendment includes a provision that effective October 1, 2014 and thereafter, any amount credited in a participant's account to the phantom stock fund (i.e. theoretical Company common shares deemed investment option) may not be transferred to an alternative deemed investment option under the Plan until distribution from the Plan. Distributions are made only in common shares of the Company and generally commence upon leaving the Company.