Worthington Steel Files DEF 14A on Executive Compensation

Ticker: WS · Form: DEF 14A · Filed: Aug 16, 2024 · CIK: 1968487

Worthington Steel, Inc. DEF 14A Filing Summary
FieldDetail
CompanyWorthington Steel, Inc. (WS)
Form TypeDEF 14A
Filed DateAug 16, 2024
Risk Levelmedium
Pages15
Reading Time18 min
Sentimentneutral

Sentiment: neutral

Topics: proxy-statement, executive-compensation, equity-awards

TL;DR

Worthington Steel's DEF 14A details exec pay, focusing on equity awards and their values for FY24.

AI Summary

Worthington Steel, Inc. filed a DEF 14A on August 16, 2024, for the fiscal year ending May 31, 2024. The filing details executive compensation, including equity awards and their fair values. Key figures relate to the grant date fair value of equity awards for both PEO and Non-PEO members, as well as adjustments and year-over-year changes in award values.

Why It Matters

This filing provides transparency into how Worthington Steel compensates its top executives, which can influence investor decisions and perceptions of corporate governance.

Risk Assessment

Risk Level: medium — DEF 14A filings are routine disclosures, but they can reveal information about executive compensation practices that may impact investor sentiment or highlight potential governance concerns.

Key Numbers

  • FY24 — Fiscal Year (The period covered by the compensation details in the filing.)
  • May 31, 2024 — Fiscal Year End (The end date of the reporting period for Worthington Steel.)

Key Players & Entities

  • Worthington Steel, Inc. (company) — Filer of the DEF 14A
  • 0001968487 (company) — Central Index Key for Worthington Steel
  • 200 W. OLD WILSON BRIDGE ROAD (address) — Business and mailing address for Worthington Steel
  • COLUMBUS (location) — City for Worthington Steel's address
  • OH (location) — State for Worthington Steel's address
  • 0531 (date) — Fiscal year end for Worthington Steel
  • 20240816 (date) — Filing date of the DEF 14A
  • 20240925 (date) — Conformed period of report

FAQ

What is the primary purpose of a DEF 14A filing?

A DEF 14A filing, also known as a Definitive Proxy Statement, is used to solicit shareholder votes on important corporate matters, such as the election of directors and executive compensation.

Who is the filer of this DEF 14A?

The filer is Worthington Steel, Inc., with Central Index Key 0001968487.

What is the fiscal year end for Worthington Steel?

Worthington Steel's fiscal year ends on May 31st.

When was this DEF 14A filing submitted?

This DEF 14A filing was submitted on August 16, 2024.

What specific financial data related to equity awards is mentioned in the filing's structure?

The filing structure indicates data points such as 'GrantDateFairValueOfEquityAwardsMember', 'EquityAwardAdjustmentsMember', and 'YearOverYearChangeInFairValueOfEquityAwards' for both PEO and Non-PEO members.

Filing Stats: 4,574 words · 18 min read · ~15 pages · Grade level 14.9 · Accepted 2024-08-16 16:13:11

Filing Documents

Security Ownership of Certain Beneficial Owners and Management

Security Ownership of Certain Beneficial Owners and Management 10 Proposal 2: Advisory Vote to Approve the Compensation of the NEOs 70 Corporate Governance 12 Proposal 3: Advisory Vote on the Frequency of Future Advisory Votes on Executive Compensation 71 Transactions With Certain Related Persons 21 Proposal 4: Ratification of the Selection of Independent Registered Public Accounting Firm 72 Proposal 1: Election of Directors 25 Audit Committee Matters 73

Executive Compensation

Executive Compensation 30 Miscellaneous Items 76 Compensation Discussion and Analysis 30 Householding of Annual Meeting Materials 76 Compensation Committee Report 48 Shareholder Proposals for 2025 Annual Meeting 76 Fiscal 2024 Summary Compensation Table 49 Future Electronic Access to Proxy Materials and Annual Report 77 Grants of Plan-Based Awards 51 Annual Report on Form 10-K 77 Outstanding Equity Awards at Fiscal 2024 Year-End 53 References 77 Option Exercises and Stock Vested 55 Other Business 77 Non-Qualified Deferred Compensation 56 Appendix I – Companies in Comparator Group I-1 Fiscal 2025 NEO Compensation 57 Potential Payments Upon Change in Control 58 CEO Pay Ratio 61 Pay Versus Performance 62 Table of Contents Summary This summary highlights information about Worthington Steel, Inc., an Ohio corporation ("Worthington Steel"), and, where appropriate, its subsidiaries (together with Worthington Steel, "we", "our", "us" or the "Company"), and certain information contained in this 2024 Proxy Statement (this "Proxy Statement") for our annual meeting of shareholders to be held on Wednesday, September 25, 2024, beginning at 8:30 a.m., Eastern Daylight Time (the "Annual Meeting"). This summary does not contain all of the information that you should consider in voting the common shares, no par value, of the Company (the "common shares") that you hold, and you should read the entire Proxy Statement carefully before voting. We were a business segment and wholly owned subsidiary of Worthington Enterprises, Inc. (f/k/a Worthington Industries, Inc.)("Worthington Enterprises" or "WOR") prior to our separation into a standalone publicly-traded company on December 1, 2023 (the "Separation"). For more additional information regarding our performance for the fiscal year ended May 31, 2024 ("fiscal 2024"), please review our Annual Report on Form 10-K for fiscal 2024 (the "2024 Form 10-K") f

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