Form 4: Worthington Enterprises CEO Joseph Hayek Reports Significant Increase in Beneficial Ownership
Insider Ownership Report
Joseph B. Hayek, President and CEO of Worthington Enterprises, Inc., has reported an increase in his direct and indirect beneficial ownership of common shares and phantom stock.
Summary
- Joseph B. Hayek, President & CEO and Director of Worthington Enterprises, Inc. (WOR), reported changes in his beneficial ownership of company securities.
- Direct ownership of Common Shares stands at 210,814.
- Indirect ownership includes 2,000 Common Shares held via an IRA (Merrill-Lynch) and 1,659 Common Shares held via an IRA (Vanguard), with the latter amount including shares acquired through dividend reinvestment as of June 30, 2025.
- An acquisition of 3.95 units of Phantom Stock under the Deferred Compensation Plan occurred on July 11, 2025, valued at $63.53 per unit.
- Total beneficial ownership of Phantom Stock is 4,938.56 units, which includes additional theoretical common shares credited via dividend reinvestment as of June 27, 2025.
- Phantom stock units track WOR common shares on a one-for-one basis.
- Effective October 1, 2014, amounts credited to the phantom stock fund in the Deferred Compensation Plan cannot be transferred to alternative investment options until distribution, which generally occurs upon leaving Worthington Enterprises, Inc. and its subsidiaries, and distributions are made only in WOR common shares.
Sentiment
Score: 7
Explanation: The acquisition of additional shares and phantom stock by a key executive like the President & CEO generally indicates management confidence in the company's prospects, which is a positive signal for investors.
Positives
- The President & CEO, Joseph B. Hayek, increased his beneficial ownership of the company's common shares and phantom stock, signaling confidence in the company's future.
Future Outlook
The document does not contain any forward-looking statements or guidance regarding the company's future performance or strategic direction.
Industry Context
This Form 4 filing reports an insider transaction, which is specific to Worthington Enterprises, Inc. and its executive management. It does not provide broader industry trends or context.
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Plan Rule Change | Effective October 1, 2014, the Worthington Industries, Inc. Amended and Restated 2005 Deferred Compensation Plan for Directors was amended to restrict the transferability of phantom stock account balances. Amounts credited to the phantom stock fund can no longer be transferred to alternative deemed investment options until distribution, which occurs upon leaving the company and its subsidiaries, and distributions are made only in WOR common shares. | 10/01/2014 | This change aligns the phantom stock holdings more closely with long-term equity ownership, as executives cannot easily convert or transfer these holdings until their departure, reinforcing long-term commitment and aligning interests with shareholders. |
Stakeholder Impact
- Shareholders: The increase in beneficial ownership by the President & CEO may be viewed positively, signaling management's confidence in the company's value and future performance.
Key Dates
| Date | Description |
|---|---|
| 10/01/2014 | Effective date for changes to the Worthington Industries, Inc. Amended and Restated 2005 Deferred Compensation Plan for Directors, restricting transferability of phantom stock. |
| 06/27/2025 | Date of dividend reinvestment for phantom stock credited to the 2005 NQ Plan. |
| 06/30/2025 | Date of dividend reinvestment for common shares held in IRA (Vanguard). |
| 07/11/2025 | Date of earliest transaction reported, specifically the acquisition of phantom stock. |
| 07/14/2025 | Date the Form 4 filing was signed and submitted. |
Keywords
Worthington Enterprises, WOR, Joseph B. Hayek, Form 4, Insider Ownership, Beneficial Ownership, Phantom Stock, Deferred Compensation Plan, Director, CEO
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