Form 4: Worthington CEO Hayek Boosts Phantom Stock Holdings

Worthington Enterprises' President and CEO, Joseph B. Hayek, reported an acquisition of phantom stock and updated his beneficial ownership of common shares.

Summary

• Joseph B. Hayek, President & CEO and Director of Worthington Enterprises, Inc. (WOR), filed a Form 4 statement.
• Hayek directly owns 210,814 common shares.
• Hayek indirectly owns 2,000 common shares through an IRA (Merrill-Lynch).
• Hayek indirectly owns 1,665 common shares through an IRA (Vanguard), which includes additional shares acquired via dividend reinvestment as of September 30, 2025.
• On December 26, 2025, Hayek acquired 5.24 phantom stock units under the Worthington Industries, Inc. Amended and Restated 2005 Deferred Compensation Plan for Directors.
• The phantom stock units track WOR common shares on a one-for-one basis and were acquired at a price of $52.87 per unit.
• Following this transaction, Hayek beneficially owns 5,011.27 phantom stock units.
• This amount includes additional unfunded theoretical common shares credited pursuant to the dividend reinvestment feature of the 2005 NQ Plan on September 29, 2025.
• Effective October 1, 2014, phantom stock balances cannot be transferred to alternative investment options under the Plan until distribution, which generally occurs upon leaving Worthington Enterprises, Inc. and its subsidiaries, and are made only in WOR common shares.

Sentiment

Score: 6

Explanation: The acquisition of phantom stock by a key executive, coupled with ongoing dividend reinvestment, generally indicates management's confidence in the company's long-term prospects. While the transaction size is small, it's a positive signal of alignment with shareholder interests.

Positives

• An insider, the President & CEO, increased his beneficial ownership of phantom stock, which can signal confidence in the company's future performance.
• Dividend reinvestment features in both the IRA and the deferred compensation plan indicate a long-term holding strategy and compounding of ownership.

Future Outlook

NA

Industry Context

NA

Stakeholder Impact

• Shareholders may view the increase in insider ownership, even in phantom stock, as a positive sign of management's commitment and belief in the company's future value.

Key Dates

Keywords

Worthington Enterprises, WOR, Joseph B. Hayek, Insider Transaction, Form 4, Phantom Stock, Deferred Compensation, Stock Ownership, Director, CEO