WORTHINGTON ENTERPRISES, INC. — Director's Dealing 2016

Jan 8, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: WORTHINGTON INDUSTRIES INC (WOR)
CIK: 0000108516
Period of Report: 2015-01-30

Reporting Person: ANDERSON KERRII B (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-01-30	Common Shares	P	67	$29.946	Acquired	55957	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Shares	436	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Phantom Stock	$		common shares (35)	3185	Direct

Footnotes

F1: Upon review of Ms. Anderson's account with her broker, it was found that an oversight occurred when an acquisition of 67 common shares were purchased on January 30, 2015 but not reported until now. Ms. Anderson did not dispose of any Company common shares within six months of this purchase.

F2: The accounts track common shares on a one-for-one basis

F3: Prior to October 1, 2014, the account balance related to the theoretical Company common shares deemed investment option could be immediately transferred to other deemed investment options under the terms of the Worthington Industries, Inc. Amended and Restated 2005 Deferred Compensation Plan for Directors (the "2005 Plan").

F4: The Company amended the 2005 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., the theoretical Company common shares deemed investment option) may not be transferred to an alternative deemed investment option under the 2005 Plan until distribution from the Plan. Distributions are made only in common shares of the Company and generally commence upon a participant's leaving the Company's Board of Directors.

F5: The amount reported reflects 35 additional unfunded theoretical common shares (i.e., phantom stock) credited to the reporting person's account pursuant to the dividend reinvestment feature of the 2005 Plan since September 24, 2015.