Worthington Enterprises, Inc
A diversified maker of steel and building products, Worthington Enterprises produces everything from propane tanks and HVAC components to outdoor grills and architectural metal panels used in homes and businesses. It grew out of a steel processing shop founded in 1955 by John H. McConnell in Columbus, Ohio, who famously insisted his people came first. Fun fact: the company split in 2023, spinning off its steel business as Worthington Steel while keeping the consumer and building-products side under the Worthington name.
On May 12, 2008, Mr. McConnell filed his initial Schedule 13D to report that he had become the beneficial owner (for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended (the "Exchange Act")) of more than five percent of the outstanding Common Shares of Worthington Industries, Inc. ("Worthington Industries"). Worthington Industries changed its name to Worthington Enterprises on December 1, 2023. References herein to "Worthington Industries" and "Worthington Enterprises" are to the same entity as its name existed in the relevant period. References herein to "Common Shares" are to the common shares of the entity known as Worthington Industries or Worthington Enterprises, as applicable for the relevant period. On January 29, 2010, Mr. McConnell filed Amendment No. 1 to Schedule 13D to report that, in connection with the sale by Mr. McConnell of Common Shares in a series of open market transactions, Mr. McConnell's beneficial ownership of the outstanding Common Shares had decreased by more than one percent. On January 20, 2011, Mr. McConnell filed Amendment No. 2 to Schedule 13D to update his holdings of Common Shares and to report that, in connection with a decrease in the aggregate number of outstanding Common Shares, Mr. McConnell's beneficial ownership of the outstanding Common Shares had increased by more than one percent. On May 12, 2011, Mr. McConnell filed Amendment No. 3 to Schedule 13D to update his holdings of Common Shares and to report that, in connection with a decrease in the aggregate number of outstanding Common Shares, Mr. McConnell's beneficial ownership of Common Shares as a percentage of the outstanding Common Shares had increased by more than one percent. On February 10, 2012, Mr. McConnell filed Amendment No. 4 to Schedule 13D to update his holdings of Common Shares as a result of the sale by the Estate of John H. McConnell, as to which Mr. McConnell served as a co-executor, of Common Shares, in open market sales, and to report that, in connection with repurchases by Worthington Industries of its Common Shares pursuant to its previously authorized stock buyback program, Mr. McConnell's beneficial ownership of Common Shares as a percentage of the outstanding Common Shares had increased. On February 13, 2013, Mr. McConnell filed Amendment No. 5 to Schedule 13D to update his holdings of Common Shares and to report that, in connection with repurchases by Worthington Industries of its Common Shares pursuant to its previously authorized stock buyback program, Mr. McConnell's beneficial ownership of Common Shares as a percentage of the outstanding Common Shares had increased. On July 3, 2014, Mr. McConnell filed Amendment No. 6 to Schedule 13D to update his holdings of Common Shares, and to report that, in connection with repurchases by Worthington Industries of its Common Shares pursuant to its previously authorized stock buyback program, Mr. McConnell's beneficial ownership of Common Shares as a percentage of the outstanding Common Shares had increased. On June 9, 2015, Mr. McConnell filed Amendment No. 7 to Schedule 13D to update his holdings of Common Shares, and to report that, in connection with a decrease in the aggregate number of outstanding Common Shares, Mr. McConnell's beneficial ownership of Common Shares as a percentage of the outstanding Common Shares had increased by more than one percent; as well as to report that as part of Mr. McConnell's indirect ownership, Common Shares previously held by JDEL, Inc. were transferred to JMAC, Inc., a private investment company substantially owned, directly or indirectly, by Mr. McConnell and members of his family, as a result of the merger, effective at 11:59 p.m., Eastern Daylight Time, on April 30, 2015, of JDEL, Inc. with and into JMAC, Inc., with JMAC, Inc. being the surviving entity of the merger. The directors of JMAC, Inc. have granted Mr. McConnell sole voting and dispositive power with respect to these Common Shares. On March 24, 2016, Mr. McConnell filed Amendment No. 8 to Schedule 13D to update his holdings of the Common Shares, and to report that, in connection with repurchases by Worthington Industries of its Common Shares pursuant to its previously authorized stock buyback program, Mr. McConnell's beneficial ownership of Common Shares as a percentage of the outstanding Common Shares had increased. On July 9, 2018, Mr. McConnell filed Amendment No. 9 to Schedule 13D to update his holdings of the Common Shares, and to report that, in connection with repurchases by Worthington Industries of its Common Shares pursuant to its previously authorized stock buyback program, Mr. McConnell's beneficial ownership of Common Shares as a percentage of the outstanding Common Shares had increased. On April 1, 2020, Mr. McConnell filed Amendment No. 10 to Schedule 13D to update his holdings of the Common Shares, and to report that, in connection with repurchases by Worthington Industries of its Common Shares pursuant to its previously authorized stock buyback program, Mr. McConnell's beneficial ownership of Common Shares as a percentage of the outstanding Common Shares had increased. On April 12, 2021, Mr. McConnell filed Amendment No. 11 to Schedule 13D to update his holdings of the Common Shares, and to report that, in connection with repurchases by Worthington Industries of its Common Shares pursuant to its previously authorized stock buyback program, Mr. McConnell's beneficial ownership of Common Shares as a percentage of the outstanding Common Shares had increased. On November 12, 2021, Mr. McConnell filed Amendment No. 12 to Schedule 13D to update his holdings of the Common Shares, and to report that, in connection with repurchases by Worthington Industries of its Common Shares pursuant to its previously authorized stock buyback program, Mr. McConnell's beneficial ownership of Common Shares as a percentage of the outstanding Common Shares had increased. On May 5, 2022, Mr. McConnell filed Amendment No. 13 to Schedule 13D to update his holdings of the Common Shares, and to report that, in connection with repurchases by Worthington Industries of its Common Shares pursuant to its previously authorized stock buyback program, Mr. McConnell's beneficial ownership of Common Shares as a percentage of the outstanding Common Shares had increased. On May 3, 2023, Mr. McConnell filed Amendment No. 14 to Schedule 13D to update his holdings of the Common Shares, and to report that Mr. McConnell's beneficial ownership of Common Shares as a percentage of the outstanding Common Shares had decreased. On April 5, 2024, Mr. McConnell filed Amendment No. 15 to Schedule 13D to update his holdings of the Common Shares, and to report that Mr. McConnell's beneficial ownership of Common Shares as a percentage of the outstanding Common Shares had decreased. On April 10, 2025, Mr. McConnell filed Amendment No. 16 to Schedule 13D to update his holdings of the Common Shares had increased by less than one percent. Mr. McConnell is voluntarily filing this Amendment No. 17 to Schedule 13D to update his holdings of the Common Shares. Since his Amendment No. 16 to Schedule 13D was filed on April 10, 2025, Mr. McConnell's beneficial ownership of Common Shares as a percentage of the outstanding Common Shares has increased by less than one percent. Mr. McConnell served as a director of Worthington Industries/Worthington Enterprises from 1990 until his retirement in 2023. During that time, Mr. McConnell's ownership of the Common Shares was publicly reported on Forms 3 and 4 filed with the Securities and Exchange Commission (the "Commission"), and was disclosed annually in Worthington Industries/Worthington Enterprises' definitive proxy statements filed with the Commission and made available to its shareholders. Although Mr. McConnell has not formulated any current plans or proposals relating to securities of Worthington Enterprises other than as described in this Schedule 13D/A, he may from time to time acquire or dispose of Common Shares and/or other securities of Worthington Enterprises if and when he deems it appropriate. Mr. McConnell may formulate other plans or proposals relating to securities of Worthington Enterprises to the extent deemed advisable in light of general market and economic conditions, investment policies, the prospects of Worthington Enterprises and various other factors.
| Holder | Schedule | % of class | Shares | Filed |
|---|---|---|---|---|
| John P. McConnell | 13D/AActivist | 35.1% | 17.33M | Apr 10, 2026 |
On May 12, 2008, Mr. McConnell filed his initial Schedule 13D to report that he had become the beneficial owner (for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended (the "Exchange Act")) of more than five percent of the outstanding Common Shares of Worthington Industries, Inc. ("Worthington Industries"). Worthington Industries changed its name to Worthington Enterprises on December 1, 2023. References herein to "Worthington Industries" and "Worthington Enterprises" are to the same entity as its name existed in the relevant period. References herein to "Common Shares" are to the common shares of the entity known as Worthington Industries or Worthington Enterprises, as applicable for the relevant period. On January 29, 2010, Mr. McConnell filed Amendment No. 1 to Schedule 13D to report that, in connection with the sale by Mr. McConnell of Common Shares in a series of open market transactions, Mr. McConnell's beneficial ownership of the outstanding Common Shares had decreased by more than one percent. On January 20, 2011, Mr. McConnell filed Amendment No. 2 to Schedule 13D to update his holdings of Common Shares and to report that, in connection with a decrease in the aggregate number of outstanding Common Shares, Mr. McConnell's beneficial ownership of the outstanding Common Shares had increased by more than one percent. On May 12, 2011, Mr. McConnell filed Amendment No. 3 to Schedule 13D to update his holdings of Common Shares and to report that, in connection with a decrease in the aggregate number of outstanding Common Shares, Mr. McConnell's beneficial ownership of Common Shares as a percentage of the outstanding Common Shares had increased by more than one percent. On February 10, 2012, Mr. McConnell filed Amendment No. 4 to Schedule 13D to update his holdings of Common Shares as a result of the sale by the Estate of John H. McConnell, as to which Mr. McConnell served as a co-executor, of Common Shares, in open market sales, and to report that, in connection with repurchases by Worthington Industries of its Common Shares pursuant to its previously authorized stock buyback program, Mr. McConnell's beneficial ownership of Common Shares as a percentage of the outstanding Common Shares had increased. On February 13, 2013, Mr. McConnell filed Amendment No. 5 to Schedule 13D to update his holdings of Common Shares and to report that, in connection with repurchases by Worthington Industries of its Common Shares pursuant to its previously authorized stock buyback program, Mr. McConnell's beneficial ownership of Common Shares as a percentage of the outstanding Common Shares had increased. On July 3, 2014, Mr. McConnell filed Amendment No. 6 to Schedule 13D to update his holdings of Common Shares, and to report that, in connection with repurchases by Worthington Industries of its Common Shares pursuant to its previously authorized stock buyback program, Mr. McConnell's beneficial ownership of Common Shares as a percentage of the outstanding Common Shares had increased. On June 9, 2015, Mr. McConnell filed Amendment No. 7 to Schedule 13D to update his holdings of Common Shares, and to report that, in connection with a decrease in the aggregate number of outstanding Common Shares, Mr. McConnell's beneficial ownership of Common Shares as a percentage of the outstanding Common Shares had increased by more than one percent; as well as to report that as part of Mr. McConnell's indirect ownership, Common Shares previously held by JDEL, Inc. were transferred to JMAC, Inc., a private investment company substantially owned, directly or indirectly, by Mr. McConnell and members of his family, as a result of the merger, effective at 11:59 p.m., Eastern Daylight Time, on April 30, 2015, of JDEL, Inc. with and into JMAC, Inc., with JMAC, Inc. being the surviving entity of the merger. The directors of JMAC, Inc. have granted Mr. McConnell sole voting and dispositive power with respect to these Common Shares. On March 24, 2016, Mr. McConnell filed Amendment No. 8 to Schedule 13D to update his holdings of the Common Shares, and to report that, in connection with repurchases by Worthington Industries of its Common Shares pursuant to its previously authorized stock buyback program, Mr. McConnell's beneficial ownership of Common Shares as a percentage of the outstanding Common Shares had increased. On July 9, 2018, Mr. McConnell filed Amendment No. 9 to Schedule 13D to update his holdings of the Common Shares, and to report that, in connection with repurchases by Worthington Industries of its Common Shares pursuant to its previously authorized stock buyback program, Mr. McConnell's beneficial ownership of Common Shares as a percentage of the outstanding Common Shares had increased. On April 1, 2020, Mr. McConnell filed Amendment No. 10 to Schedule 13D to update his holdings of the Common Shares, and to report that, in connection with repurchases by Worthington Industries of its Common Shares pursuant to its previously authorized stock buyback program, Mr. McConnell's beneficial ownership of Common Shares as a percentage of the outstanding Common Shares had increased. On April 12, 2021, Mr. McConnell filed Amendment No. 11 to Schedule 13D to update his holdings of the Common Shares, and to report that, in connection with repurchases by Worthington Industries of its Common Shares pursuant to its previously authorized stock buyback program, Mr. McConnell's beneficial ownership of Common Shares as a percentage of the outstanding Common Shares had increased. On November 12, 2021, Mr. McConnell filed Amendment No. 12 to Schedule 13D to update his holdings of the Common Shares, and to report that, in connection with repurchases by Worthington Industries of its Common Shares pursuant to its previously authorized stock buyback program, Mr. McConnell's beneficial ownership of Common Shares as a percentage of the outstanding Common Shares had increased. On May 5, 2022, Mr. McConnell filed Amendment No. 13 to Schedule 13D to update his holdings of the Common Shares, and to report that, in connection with repurchases by Worthington Industries of its Common Shares pursuant to its previously authorized stock buyback program, Mr. McConnell's beneficial ownership of Common Shares as a percentage of the outstanding Common Shares had increased. On May 3, 2023, Mr. McConnell filed Amendment No. 14 to Schedule 13D to update his holdings of the Common Shares, and to report that Mr. McConnell's beneficial ownership of Common Shares as a percentage of the outstanding Common Shares had decreased. On April 5, 2024, Mr. McConnell filed Amendment No. 15 to Schedule 13D to update his holdings of the Common Shares, and to report that Mr. McConnell's beneficial ownership of Common Shares as a percentage of the outstanding Common Shares had decreased. On April 10, 2025, Mr. McConnell filed Amendment No. 16 to Schedule 13D to update his holdings of the Common Shares had increased by less than one percent. Mr. McConnell is voluntarily filing this Amendment No. 17 to Schedule 13D to update his holdings of the Common Shares. Since his Amendment No. 16 to Schedule 13D was filed on April 10, 2025, Mr. McConnell's beneficial ownership of Common Shares as a percentage of the outstanding Common Shares has increased by less than one percent. Mr. McConnell served as a director of Worthington Industries/Worthington Enterprises from 1990 until his retirement in 2023. During that time, Mr. McConnell's ownership of the Common Shares was publicly reported on Forms 3 and 4 filed with the Securities and Exchange Commission (the "Commission"), and was disclosed annually in Worthington Industries/Worthington Enterprises' definitive proxy statements filed with the Commission and made available to its shareholders. Although Mr. McConnell has not formulated any current plans or proposals relating to securities of Worthington Enterprises other than as described in this Schedule 13D/A, he may from time to time acquire or dispose of Common Shares and/or other securities of Worthington Enterprises if and when he deems it appropriate. Mr. McConnell may formulate other plans or proposals relating to securities of Worthington Enterprises to the extent deemed advisable in light of general market and economic conditions, investment policies, the prospects of Worthington Enterprises and various other factors. | ||||
| The Vanguard Group | 13G/APassive | 0% | 0 | Mar 27, 2026 |
| BlackRock, Inc. | 13G/APassive | 9.3% | 4.67M | Apr 17, 2025 |