SEC Form 4 · accession 0001209191-17-042807
WORTHINGTON ENTERPRISES, INC. · WOR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Sidney A Ribeau
Director
Period of report
Jun 30, 2017
Accepted (ET)
Jul 3, 2017 · 3:17 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 Shares | Jun 30, 2017 | M | 5,000 | $22.95 | A | 42,519 | D | |
| Common Shares | Jun 30, 2017 | S | 5,000 | $50.34 | D | 37,519 | 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 OptionF1 | $22.95 | Jun 30, 2017 | M | 5,000 | D | Sep 26, 2008 | Sep 26, 2017 | common shares | 5,000 | 0 | D |
| Phantom StockF5,F2,F3,F4 | — | holding | — | — | — | — | — | common shares | 16,295 | 16,295 | D |
Explanation of responses
- F1This option was granted out of the Worthington Industries, Inc. 2000 Stock Option Plan for Outside Directors and will become vested and fully exercisable on the first to occur: (i) the first anniversary of the Grant Date or (ii) the date of the Company's next Annual Meeting of Shareholders following the Grant Date. Date listed is the first day this option was exercisable and the option expiration is 9/26/2017
- F2The accounts track common shares on a one-for-one basis
- F3Prior to 10-1-14 the account balance related to the theoretical common share investment option could be immediately transferred to other investment options under the terms of the deferred compensation plan.
- F4The Company amended its Amended and Restated 2005 Deferred Compensation Pan for Outside Directors (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.
- F5The amount shown reflects an additional 68 theoretical common shares (i.e. phantom stock) pursuant to the dividend reinvestment feature of Worthington Industries, Inc.'s Deferred Compensation Plan for Directors.