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WORTHINGTON STEEL INC. 2024-2025 Proxy Voting Records

Compiled from SEC Form N-PX filings and WORTHINGTON STEEL INC.’s Form 8-K, filed 2024-09-30 (Item 5.07 on EDGAR). Page generated 02 October 2026.

10Reported items
260Asset managers
1,870Fund votes
2024-09-25Meeting date

Proxy season: 2024-2025 2025-2026

Explore WORTHINGTON STEEL INC. in the interactive database Compare manager voting policies

Official 2024-2025 meeting results reported by WORTHINGTON STEEL INC.

These tallies are WORTHINGTON STEEL INC.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed 2024-09-30 (Item 5.07, “Submission of Matters to a Vote of Security Holders”). They cover every share voted at the meeting, not just the funds that file Form N-PX.

WORTHINGTON STEEL INC. — official shareholder meeting results, meeting held 2024-09-25
Ballot item	For	Against	Abstain	Withheld	Broker non-votes	Outcome
Elect Director: Geoffrey G. Gilmore	39,352,120	427,998	32,837	--	3,710,818	Majority: yes
Elect Director: Carl A. Nelson, Jr.	38,643,211	1,055,340	114,404	--	3,710,818	Majority: yes
Elect Director: George P. Stoe	39,558,438	230,083	24,434	--	3,710,818	Majority: yes
Proposal 2: Advisory Vote to Approve the Compensation of the NEOs	39,109,653	635,748	67,554	--	3,710,818	Majority: yes
Proposal 4: Ratification of the Selection of Independent Registered Public Accounting Firm	43,414,345	61,072	48,356	--	--	Majority: yes

Source: WORTHINGTON STEEL INC., Form 8-K, filed with the SEC on 2024-09-30 — read the filing on EDGAR.

How asset managers voted at the WORTHINGTON STEEL INC. 2024-2025 meeting

Each item below shows how the 260 asset managers that disclosed a WORTHINGTON STEEL INC. vote in their SEC Form N-PX filings actually voted. Share totals are the shares those managers' funds voted, summed across every fund they report. These are reported items, not a count of the ballot: fund filings describe one ballot item in different words. Two descriptions are shown as one item only on evidence — the same text (or one cut short of the other), the same director nominee, or a match to the same row of WORTHINGTON STEEL INC.’s own Form 8-K tally — never because they merely read alike. A description that could not be joined that way is listed on its own, so one ballot item can appear more than once.

1. Approve, on an advisory basis, a resolution to approve the compensation of the Company's named executive officers.

SECTION 14A SAY-ON-PAY VOTESMajority of the votes cast: yes

Combines 12 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%

FOR: 39,109,653AGAINST: 635,748

WORTHINGTON STEEL INC.’s own tally for this item (“Proposal 2: Advisory Vote to Approve the Compensation of the NEOs”): 39,109,653 for, 635,748 against, per its Form 8-K filed 2024-09-30 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 49,424,731 outstanding shares: 79% for, 1% against (80% of the company cast a for/against vote).

The 257 asset managers below cast 98% of the shares they voted on this item FOR (22,988,231 for, 400,916 against).

FOR 98%

FOR: 22,988,231 (98.1%)AGAINST: 400,916 (1.7%)ABSTAIN: 5,756 (0.0%)NOT VOTED: 27,478 (0.1%)

Largest asset managers voting on “Approve, on an advisory basis, a resolution to approve the compensation of the Company's named executive offic” at WORTHINGTON STEEL INC., 2024-2025
Asset manager	For	Against	Vote
BlackRock	4,850,590	0	For
Vanguard	4,122,441	0	For
Dimensional	2,310,089	0	For
State Street	2,249,264	0	For
Fidelity	1,003,962	0	For
GEODE CAPITAL MANAGEMENT, LLC	746,831	0	For
MANGROVE PARTNERS IM, LLC	625,586	0	For
Charles Schwab	560,757	0	For
MACQUARIE INVESTMENT MANAGEMENT BUSINESS TRUST	484,271	0	For
Nuveen	483,406	0	For
Delaware/Macquarie	436,260	0	For
Allspring	395,563	0	For
Northern Trust	342,660	0	For
TIAA	332,077	0	For
MELLON INVESTMENTS Corp	260,425	0	For
AllianceBernstein	212,106	0	For
JACOBS LEVY EQUITY MANAGEMENT, INC	195,854	0	For
Invesco	0	190,629	Against
PRINCIPAL GLOBAL INVESTORS	151,441	0	For
Russell Investments	111,846	0	For
BNY Mellon	110,490	0	For
Columbia Threadneedle	107,687	0	For
TEACHER RETIREMENT SYSTEM OF TEXAS	100,748	0	For
PARAMETRIC PORTFOLIO ASSOCIATES LLC	96,833	0	For
Equitable	90,234	0	For

Showing the 25 largest of 257 asset managers. See all 257 in the interactive database.

2. Select, on an advisory basis, the frequency of future advisory votes on the compensation of the Company's named executive officers.

SECTION 14A SAY-ON-PAY VOTES

Combines 10 wordings of this item as funds reported it.

100% fund support · no official result

ONE YEAR 57%1 YEAR 32%10%

The 244 asset managers below cast 100% of the shares they voted on this item FOR (136,878 for, 0 against).

FOR: 136,878 (0.6%)ABSTAIN: 4,915 (0.0%)ONE YEAR: 12,976,358 (57.2%)1 YEAR: 7,201,959 (31.8%)THREE YEARS: 2,322,171 (10.2%)3 YEARS: 32,721 (0.1%)1-YEAR: 1,033 (0.0%)

Largest asset managers voting on “Select, on an advisory basis, the frequency of future advisory votes on the compensation of the Company's name” at WORTHINGTON STEEL INC., 2024-2025
Asset manager	For	Against	Abstain	Withheld	Vote
BlackRock	0	0	0	0	1 Year
Vanguard	0	0	0	0	One Year
Dimensional	0	0	0	0	Three Years
State Street	0	0	0	0	One Year
Fidelity	0	0	0	0	One Year
GEODE CAPITAL MANAGEMENT, LLC	0	0	0	0	One Year
Charles Schwab	0	0	0	0	1 Year
MACQUARIE INVESTMENT MANAGEMENT BUSINESS TRUST	0	0	0	0	One Year
Nuveen	0	0	0	0	One Year
Delaware/Macquarie	0	0	0	0	One Year
Allspring	0	0	0	0	One Year
Northern Trust	0	0	0	0	1 Year
TIAA	0	0	0	0	One Year
MELLON INVESTMENTS Corp	0	0	0	0	One Year
AllianceBernstein	0	0	0	0	One Year
JACOBS LEVY EQUITY MANAGEMENT, INC	0	0	0	0	1 Year
Invesco	0	0	0	0	One Year
PRINCIPAL GLOBAL INVESTORS	0	0	0	0	One Year
Russell Investments	0	0	0	0	1 Year
BNY Mellon	0	0	0	0	One Year
Columbia Threadneedle	0	0	0	0	One Year
TEACHER RETIREMENT SYSTEM OF TEXAS	0	0	0	0	One Year
PARAMETRIC PORTFOLIO ASSOCIATES LLC	0	0	0	0	One Year
Equitable	0	0	0	0	One Year
Jackson National	0	0	0	0	1 Year

Showing the 25 largest of 244 asset managers. See all 244 in the interactive database.

3. Elect three directors, each to serve for a term of three years to expire at the Company's 2027 Annual Meeting of Shareholders: Carl A. Nelson, Jr.

DIRECTOR ELECTIONSMajority of the votes cast: yes

Combines 6 wordings of this item as funds reported it.

97% Majority: yes · of votes cast

FOR 97%

FOR: 38,643,211AGAINST: 1,055,340

WORTHINGTON STEEL INC.’s own tally for this item (“Elect Director: Carl A. Nelson, Jr.”): 38,643,211 for, 1,055,340 against, per its Form 8-K filed 2024-09-30 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 49,424,731 outstanding shares: 78% for, 2% against (80% of the company cast a for/against vote).

The 70 asset managers below cast 97% of the shares they voted on this item FOR (13,474,740 for, 356,868 against).

FOR 97%

FOR: 13,474,740 (97.2%)AGAINST: 356,868 (2.6%)ABSTAIN: 3,590 (0.0%)NOT VOTED: 27,478 (0.2%)

Largest asset managers voting on “Elect three directors, each to serve for a term of three years to expire at the Company's 2027 Annual Meeting ” at WORTHINGTON STEEL INC., 2024-2025
Asset manager	For	Against	Vote
Vanguard	4,039,044	0	For
BlackRock	3,692,275	0	For
Dimensional	2,080,947	0	For
State Street	799,707	0	For
Fidelity	786,098	0	For
Delaware/Macquarie	436,260	0	For
TIAA	331,998	0	For
Charles Schwab	0	271,465	Against
Allspring	178,202	0	For
Columbia Threadneedle	107,687	0	For
Equitable	90,234	0	For
AllianceBernstein	87,790	0	For
Jackson National	77,133	0	For
QUANTITATIVE MASTER SERIES LLC	66,358	0	For
Nuveen	62,880	0	For
VanEck ETF Trust	0	52,898	Against
Lincoln Financial	50,366	0	For
Russell Investments	47,266	0	For
AMG FUNDS	44,818	0	For
BNY Mellon	41,797	0	For
Northern Trust	33,140	0	For
Prudential/PGIM	30,900	0	For
Royce	30,000	0	For
Principal	29,263	0	For
GuideStone	29,256	0	For

Showing the 25 largest of 70 asset managers. See all 70 in the interactive database.

4. Elect three directors, each to serve for a term of three years to expire at the Company's 2027 Annual Meeting of Shareholders: Geoffrey G. Gilmore

DIRECTOR ELECTIONSMajority of the votes cast: yes

Combines 6 wordings of this item as funds reported it.

99% Majority: yes · of votes cast

FOR 99%

FOR: 39,352,120AGAINST: 427,998

WORTHINGTON STEEL INC.’s own tally for this item (“Elect Director: Geoffrey G. Gilmore”): 39,352,120 for, 427,998 against, per its Form 8-K filed 2024-09-30 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 49,424,731 outstanding shares: 80% for, 0.9% against (80% of the company cast a for/against vote).

The 70 asset managers below cast 99.4% of the shares they voted on this item FOR (13,752,380 for, 79,228 against).

FOR 99.2%

FOR: 13,752,380 (99.2%)AGAINST: 79,228 (0.6%)ABSTAIN: 3,590 (0.0%)NOT VOTED: 27,478 (0.2%)

Largest asset managers voting on “Elect three directors, each to serve for a term of three years to expire at the Company's 2027 Annual Meeting ” at WORTHINGTON STEEL INC., 2024-2025
Asset manager	For	Against	Vote
Vanguard	4,039,044	0	For
BlackRock	3,692,275	0	For
Dimensional	2,080,947	0	For
State Street	799,707	0	For
Fidelity	786,098	0	For
Delaware/Macquarie	436,260	0	For
TIAA	331,998	0	For
Charles Schwab	271,465	0	For
Allspring	178,202	0	For
Columbia Threadneedle	107,687	0	For
Equitable	90,234	0	For
AllianceBernstein	87,790	0	For
Jackson National	77,133	0	For
QUANTITATIVE MASTER SERIES LLC	66,358	0	For
Nuveen	62,880	0	For
VanEck ETF Trust	52,898	0	For
Lincoln Financial	50,366	0	For
Russell Investments	47,266	0	For
AMG FUNDS	0	44,818	Against
BNY Mellon	41,797	0	For
Northern Trust	33,140	0	For
Prudential/PGIM	0	30,900	Against
Royce	30,000	0	For
Principal	29,263	0	For
GuideStone	29,256	0	For

Showing the 25 largest of 70 asset managers. See all 70 in the interactive database.

5. Elect three directors, each to serve for a term of three years to expire at the Company's 2027 Annual Meeting of Shareholders: George P. Stoe

DIRECTOR ELECTIONSMajority of the votes cast: yes

Combines 6 wordings of this item as funds reported it.

99.4% Majority: yes · of votes cast

FOR 99.4%

FOR: 39,558,438AGAINST: 230,083

WORTHINGTON STEEL INC.’s own tally for this item (“Elect Director: George P. Stoe”): 39,558,438 for, 230,083 against, per its Form 8-K filed 2024-09-30 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 49,424,731 outstanding shares: 80% for, 0.5% against (81% of the company cast a for/against vote).

The 70 asset managers below cast 100% of the shares they voted on this item FOR (13,831,608 for, 0 against).

FOR 99.7%

FOR: 13,831,608 (99.8%)ABSTAIN: 3,590 (0.0%)NOT VOTED: 27,478 (0.2%)

Largest asset managers voting on “Elect three directors, each to serve for a term of three years to expire at the Company's 2027 Annual Meeting ” at WORTHINGTON STEEL INC., 2024-2025
Asset manager	For	Vote
Vanguard	4,039,044	For
BlackRock	3,692,275	For
Dimensional	2,080,947	For
State Street	799,707	For
Fidelity	786,098	For
Delaware/Macquarie	436,260	For
TIAA	331,998	For
Charles Schwab	271,465	For
Allspring	178,202	For
Columbia Threadneedle	107,687	For
Equitable	90,234	For
AllianceBernstein	87,790	For
Jackson National	77,133	For
QUANTITATIVE MASTER SERIES LLC	66,358	For
Nuveen	62,880	For
VanEck ETF Trust	52,898	For
Lincoln Financial	50,366	For
Russell Investments	47,266	For
AMG FUNDS	44,818	For
BNY Mellon	41,797	For
Northern Trust	33,140	For
Prudential/PGIM	30,900	For
Royce	30,000	For
Principal	29,263	For
GuideStone	29,256	For

Showing the 25 largest of 70 asset managers. See all 70 in the interactive database.

6. RATIFY THE SELECTION OF KPMG LLP AS THE COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING MAY 31, 2025.

AUDIT-RELATEDMajority of the votes cast: yes

Combines 4 wordings of this item as funds reported it.

99.8% Majority: yes · of votes cast

FOR 99.8%

FOR: 43,414,345AGAINST: 61,072

WORTHINGTON STEEL INC.’s own tally for this item (“Proposal 4: Ratification of the Selection of Independent Registered Public Accounting Firm”): 43,414,345 for, 61,072 against, per its Form 8-K filed 2024-09-30 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 49,424,731 outstanding shares: 88% for, 0.2% against (88% of the company cast a for/against vote).

The 66 asset managers below cast 99.8% of the shares they voted on this item FOR (13,785,870 for, 14,584 against).

FOR 99.8%

FOR: 13,785,870 (99.9%)AGAINST: 14,584 (0.1%)ABSTAIN: 3,590 (0.0%)

Largest asset managers voting on “RATIFY THE SELECTION OF KPMG LLP AS THE COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL” at WORTHINGTON STEEL INC., 2024-2025
Asset manager	For	Vote
Vanguard	4,039,044	For
BlackRock	3,692,275	For
Dimensional	2,080,947	For
State Street	799,707	For
Fidelity	786,098	For
Delaware/Macquarie	436,260	For
TIAA	331,998	For
Charles Schwab	271,465	For
Allspring	178,202	For
Columbia Threadneedle	107,687	For
Equitable	90,234	For
AllianceBernstein	87,790	For
Jackson National	77,133	For
QUANTITATIVE MASTER SERIES LLC	66,358	For
Nuveen	62,880	For
VanEck ETF Trust	52,898	For
Lincoln Financial	50,366	For
Russell Investments	47,266	For
AMG FUNDS	44,818	For
BNY Mellon	41,797	For
Northern Trust	33,140	For
Prudential/PGIM	30,900	For
Royce	30,000	For
Principal	29,263	For
Nationwide	26,701	For

Showing the 25 largest of 66 asset managers. See all 66 in the interactive database.

7. Advisory Vote on Say on Pay Frequency

OTHER

100% fund support · no official result

ONE YEAR 65%NOT VOTED 31%

The 6 asset managers below cast 100% of the shares they voted on this item FOR (3,900 for, 0 against).

FOR: 3,900 (4.3%)ONE YEAR: 58,486 (65.1%)NOT VOTED: 27,478 (30.6%)

Largest asset managers voting on “Advisory Vote on Say on Pay Frequency” at WORTHINGTON STEEL INC., 2024-2025
Asset manager	For	Vote
GuideStone	0	One Year
Empower	0	Not Voted
JPMorgan	0	One Year
Fractal Investments LLC	3,900	For
HC CAPITAL TRUST	0	One Year
UNIFIED SERIES TRUST	0	One Year

8. Ratify KPMG LLP as Auditors

AUDIT-RELATED

100% fund support · no official result

FOR 53.1%NOT VOTED 46.9%

The 4 asset managers below cast 100% of the shares they voted on this item FOR (31,154 for, 0 against).

FOR: 31,154 (53.1%)NOT VOTED: 27,478 (46.9%)

Largest asset managers voting on “Ratify KPMG LLP as Auditors” at WORTHINGTON STEEL INC., 2024-2025
Asset manager	For	Vote
GuideStone	29,256	For
Empower	0	Not Voted
HC CAPITAL TRUST	1,868	For
UNIFIED SERIES TRUST	30	For

9. 14A Executive Compensation

SECTION 14A SAY-ON-PAY VOTES

100% fund support · no official result

FOR 82%NOT VOTED 18%

The 2 asset managers below cast 100% of the shares they voted on this item FOR (1,550 for, 0 against).

FOR: 1,550 (82.3%)NOT VOTED: 333 (17.7%)

Largest asset managers voting on “14A Executive Compensation” at WORTHINGTON STEEL INC., 2024-2025
Asset manager	For	Against	Abstain	Withheld	Vote
Focus Partners Wealth	1,550	0	0	0	For
LEAVELL INVESTMENT MANAGEMENT, INC.	0	0	0	0	Not Voted

10. 14A Executive Compensation Vote Frequency

SECTION 14A SAY-ON-PAY VOTES

— fund support · no official result

1 YEAR 82%1 18%

No shares were cast for or against this item by the managers below — every disclosed position was an abstention or was not voted.

1 YEAR: 1,550 (82.3%)1: 333 (17.7%)

Largest asset managers voting on “14A Executive Compensation Vote Frequency” at WORTHINGTON STEEL INC., 2024-2025
Asset manager	For	Against	Abstain	Withheld	Vote
Focus Partners Wealth	0	0	0	0	1 Year
LEAVELL INVESTMENT MANAGEMENT, INC.	0	0	0	0	1

Largest WORTHINGTON STEEL INC. shareholders voting in 2024-2025

Ranked by the number of WORTHINGTON STEEL INC. shares each manager voted on the most widely held ballot item of the 2024-2025 meeting, shown as a share of the 49,424,731 shares outstanding at the time of that meeting.

Top WORTHINGTON STEEL INC. shareholders by shares voted, 2024-2025
#	Asset manager	% of shares outstanding
1	BlackRock	9.81%
2	Vanguard	8.34%
3	Dimensional	4.67%
4	State Street	4.55%
5	Fidelity	2.03%
6	GEODE CAPITAL MANAGEMENT, LLC	1.51%
7	MANGROVE PARTNERS IM, LLC	1.27%
8	Charles Schwab	1.13%
9	MACQUARIE INVESTMENT MANAGEMENT BUSINESS TRUST	0.98%
10	Nuveen	0.98%

Reported WORTHINGTON STEEL INC. ownership

Positions disclosed to the SEC on Schedules 13D and 13G, Form 13F and the company’s own proxy statement (DEF 14A).

WORTHINGTON STEEL INC. beneficial owners on record for the 2024-2025 proxy season
Holder	% outstanding	Disclosure
BlackRock	11.77%	13F
Vanguard Group	9.16%	13F
Dimensional Fund Advisors	4.68%	13F
State Street	3.99%	13F
Geode Capital	1.61%	13F
Charles Schwab	0.92%	13F
Nuveen	0.90%	13F
Northern Trust	0.76%	13F
BNY Mellon	0.68%	13F
Morgan Stanley	0.67%	13F

Percentages above are of 49,424,731 shares outstanding, as reported by WORTHINGTON STEEL INC. on its Form 10-Q dated 2024-08-31 (see the filing on EDGAR). This is the count contemporaneous with the 2024-2025 meeting, so the percentages are the ones that were true then, not ones restated against today’s share count.

About this page

Every figure above is derived from filings made with the US Securities and Exchange Commission: Form N-PX, in which registered investment companies and institutional managers disclose how they voted every proxy, and Form 8-K Item 5.07, in which the company reports its own meeting results. Shares outstanding are taken from WORTHINGTON STEEL INC.’s 10-Q dated 2024-08-31. This page is a static snapshot rebuilt weekly on 02 October 2026; a live search always shows the current data.

At WORTHINGTON STEEL INC.'s shareholder meeting held 2024-09-25, in the 2024-2025 proxy season, 260 asset managers reported how they voted in their SEC Form N-PX filings, covering 1,870 separate fund positions. Their filings are grouped here into 10 reported items; because filers word the same ballot item differently, that can be more than the number of items on the ballot. On the most widely held item on that ballot — Approve, on an advisory basis, a resolution to approve the compensation of the Company's named… — FOR was 98% of the votes cast (FOR divided by FOR plus AGAINST, the conventional basis for proxy support; abstentions, broker non-votes and unvoted shares are excluded because none of them took a side), which is more than half. Whether the item was approved is for the filing to say; that statement has not been read for this item. Source: WORTHINGTON STEEL INC.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on 2024-09-30.

WORTHINGTON STEEL INC. proxy season coverage: 2024-2025 (this page) · 2025-2026.