WORTHINGTON ENTERPRISES, INC. — Director's Dealing 2012

Jul 2, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: WORTHINGTON INDUSTRIES INC (WOR)
CIK: 0000108516
Period of Report: 2012-06-29

Reporting Person: MCCONNELL JOHN P/OH (Director, Chairman/Chief Exec Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-06-29	Common Shares	A	20000	$0.00	Acquired	1283014	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-06-29	Employee Stock Option (Right to Purchase)	$20.47	A	80000	Acquired	2022-06-28	common shares (20000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Shares	12415982	Indirect
Common Shares	2428312	Indirect
Common Shares	22602	Indirect
Common Shares	29454	Indirect
Common Shares	25231	Indirect
Common Shares	4229	Indirect
Common Shares	3461	Indirect
Common Shares	118000	Indirect
Common Shares	255875	Indirect
Common Shares	22161	Indirect

Footnotes

F1: An 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 (June 29, 2015).

F2: These Common Shares are held of record by JDEL, Inc., a Delaware corporation ("JDEL"). JDEL is a wholly-owned sbusidiary of JMAC, Inc., a private investment company substantially owned, directly or indirectly, by John P. McConnell and certain entities with whom John P. McConnell is affiliated.

F3: The account is enrolled in the Company's dividend reinvestment plan and the amount listed is the most up-to-date information available.

F4: Amount listed is the most up-to-date information available regarding holdings in the Company Plan Fund which invests in Common Shares of the Company.

F5: This 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 6/29/2014 and 6/29/2015. The last day to exercise out of this option grant is 6/28/2022.