Form 4: Worthington Enterprises Controller Reports Stock Changes
Insider Transaction Report
Worthington Enterprises' Controller, Kevin J. Chan, reported changes in his beneficial ownership of common shares and phantom stock, including an acquisition of phantom stock.
Summary
- Kevin J. Chan, Controller and Director of Worthington Enterprises, Inc. (WOR), filed a Form 4 disclosing changes in his beneficial ownership.
- Direct beneficial ownership of Common Shares stands at 6,310.
- Indirect beneficial ownership of Common Shares through a 401(k) Plan is 2,960.7, based on a statement dated November 6, 2025.
- An acquisition of 4.5 units of phantom stock occurred on November 14, 2025, at a price of $54.52 per unit.
- Total direct beneficial ownership of phantom stock is 166.3 units.
- Phantom stock units track WOR common shares on a one-for-one basis and are part of the 2005 Deferred Compensation Plan.
- The phantom stock amount includes additional theoretical common shares credited via dividend reinvestment on September 29, 2025.
- Effective October 1, 2014, phantom stock credited to the account cannot be transferred to alternative investment options until distribution from the Plan, which generally occurs upon leaving the company.
Sentiment
Score: 5
Explanation: This is a routine insider transaction disclosure (Form 4) reporting changes in beneficial ownership, which is generally neutral in sentiment unless significant selling or buying activity is observed. The acquisition of a small amount of phantom stock is a minor positive, indicating continued alignment.
Positives
- The acquisition of 4.5 units of phantom stock by a key executive (Controller and Director) indicates continued alignment of management's interests with shareholder value and confidence in the company's future performance.
Future Outlook
NA
Industry Context
NA
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Plan Rule Clarification | Effective October 1, 2014, amounts credited to the phantom stock fund in the 2005 Deferred Compensation Plan cannot be transferred to alternative deemed investment options until distribution from the Plan, which typically occurs upon leaving the company. | 10/01/2014 | Restricts immediate liquidity and transferability of phantom stock holdings within the plan, aligning executive incentives with long-term company performance and retention. |
Stakeholder Impact
- Shareholders: Provides transparency regarding executive stock ownership and the structure of executive deferred compensation, which can influence perceptions of management alignment.
- Employees (specifically Kevin J. Chan): Details the structure and restrictions of his deferred compensation plan and phantom stock holdings.
Key Dates
| Date | Description |
|---|---|
| 10/01/2014 | Effective date for restrictions on transferring phantom stock balances to other deemed investment options under the 2005 Deferred Compensation Plan. |
| 09/29/2025 | Date of dividend reinvestment feature crediting additional unfunded theoretical common shares (phantom stock) to the reporting person's account. |
| 11/06/2025 | Date of the 401(k) Plan statement on which the indirect beneficial ownership of common shares is based. |
| 11/14/2025 | Date of the earliest reported transaction, specifically the acquisition of 4.5 units of phantom stock. |
| 11/17/2025 | Signature date of the Form 4 filing by attorney-in-fact for Kevin J. Chan. |
Recommendation
holdThis Form 4 filing reports a routine change in beneficial ownership for an executive, including a small acquisition of phantom stock. It does not provide new information regarding the company's financial performance, strategic direction, or significant market events that would warrant a change in investment recommendation. The transaction is a standard disclosure and does not indicate a strong buy or sell signal.
Keywords
Worthington Enterprises, WOR, Form 4, Insider Trading, Beneficial Ownership, Kevin J. Chan, Controller, Phantom Stock, Common Shares, Deferred Compensation
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