WORTHINGTON ENTERPRISES, INC. — Earnings Release 2021

Dec 16, 2021

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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FORM 8-K

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CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): December 16, 2021

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WORTHINGTON INDUSTRIES INC

(Exact name of registrant as specified in its charter)

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Ohio	1-8399	31-1189815
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

Postal Address Country=UNITED STATES

200 Old Wilson Bridge Road

Columbus , Ohio 43085

(Address of Principal Executive Offices) (Zip Code)

Phone Number

( 614 ) 438-3210

(Registrant's telephone number, including area code)

Former Name

Not Applicable

(Former name or former address, if changed since last report)

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Checkboxes

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities Table

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Shares, without par value	WOR	NYSE

Emerging Growth Company

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

8-K Items

Item 2.02. Results of Operations and Financial Condition.

The following information is furnished pursuant to Item 2.02:

On December 16, 2021, Worthington Industries, Inc. (the “Registrant”) issued a news release (the “Financial News Release”) reporting results for the three-month period ended November 30, 2021 (the fiscal 2022 second quarter) and the six-month period ended November 30, 2021. A copy of the Financial News Release is included herewith as Exhibit 99.1 and is incorporated herein by this reference.

The Registrant has included both GAAP and non-GAAP financial measures in the Financial News Release to provide investors with additional information that the Registrant believes allows for increased comparability of the Registrant’s ongoing performance from period to period. Please see the Financial News Release for further explanations of why the Registrant uses these non-GAAP financial measures and the reconciliation to the most comparable GAAP financial measures.

Item 9.01. Financial Statements and Exhibits.

(a) – (c) Not applicable.

(d) Exhibits: The following exhibits are included with this Current Report on Form 8-K:

Exhibit No.	Description
99.1	News Release issued by Worthington Industries, Inc. on December 16, 2021 (Financial News Release)
104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

Signatures

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

/s/ Patrick J. Kennedy
Patrick J. Kennedy
Patrick J. Kennedy, Vice President - General Counsel and Secretary

Exhibit Index

(614) 438-3210 Form 8-KDecember 16, 2021