SEC Form 4 · accession 0001209191-15-057482
WORTHINGTON ENTERPRISES, INC. · WOR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Andrew J Billman
Officer — Pres., Worthington Cylinders
Period of report
Jun 26, 2015
Accepted (ET)
Jun 30, 2015 · 2:32 pm EDT
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 sharesF1 | Jun 26, 2015 | A | 8,000 | $0.00 | A | 66,363 | D | |
| Common shares | Jun 29, 2015 | F | 1,697 | $30.58 | D | 64,666 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Non-Qualified stock option (right to buy)F2 | $30.92 | Jun 26, 2015 | A | 8,500 | A | Jun 26, 2016 | Jun 26, 2025 | common shares | 8,500 | 8,500 | D |
| Phantom Stock, acquired under deferred compensation planF3,F4,F5 | — | Jun 26, 2015 | A | 18 | A | — | — | common shares | 18 | 2,303 | D |
Explanation of responses
- F1An award of restricted stock was granted pursuant to the Worthington Industries, Inc. Amended and Restated 1997 Long-Term Incentive Plan. The restricted stock will vest on the third anniversary i.e. June 26, 2018.
- F2This non-qualified stock option was granted pursuant to the Worthington Industries, Inc. 2010 Stock Option Plan. Date listed is the first day any portion of the option will vest. Additional portions of 33.33% of the option vest annually on 6/26/2017 and 6/26/2018.
- F3The account tracks common shares on a one-for-one basis.
- 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.