WORTHINGTON ENTERPRISES, INC. — Director's Dealing 2020

Jun 29, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: WORTHINGTON INDUSTRIES INC (WOR)
CIK: 0000108516
Period of Report: 2020-06-25

Reporting Person: GILMORE GEOFFREY G (EVP & Chief Operating Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-06-24	Common shares	D	25000	$0.00	Disposed	165872	Direct
2020-06-25	Common shares	A	11600	$0.00	Acquired	177472	Direct
2020-06-25	Common Shares	A	25000	$0.00	Acquired	202472	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2020-06-25	Non-qualified stock optoin (right to acquire)	$36.93	A	13800	Acquired	2030-06-25	Common Shares (13800)	Direct

Footnotes

F1: This disposition of common shares by the reporting person to the Issuer reflects the automatic forfeiture of 25,000 performance-based restricted common shares on June 24, 2020 in accordance with the terms of the related award agreement

F2: 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 of the grant date (6/25/2023).

F3: An award of restricted shares was granted pursuant to the Worthington Industries, Inc. Amended and Restated 1997 Long-Term Incentive Plan. The restricted shares will vest if (i) the common shares of Worthington Industries, Inc. attain an average closing price of at least $65.00 per common share for ninety consecutive days during the five-year period ending on the fifth anniversary of the grant date of the award (i.e. June 25, 2025) and (ii) the reporting person has continuously remained an employee of Worthington Industries, Inc. or one of its subsidiaries through the third anniversary of the grant date of the award (i.e. June 25, 2023).

F4: 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 6/25/2022 and 6/25/2023.