Form 8-K

8-K — WORTHINGTON ENTERPRISES, INC.

Accession: 0001193125-26-279469

Filed: 2026-06-23

Period: 2026-06-23

CIK: 0000108516

SIC: 3310 (STEEL WORKS, BLAST FURNACES & ROLLING & FINISHING MILLS)

Item: Results of Operations and Financial Condition

Item: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers

Item: Other Events

Item: Financial Statements and Exhibits

Documents

8-K — wor-20260623.htm (Primary)

EX-99.1 (wor-ex99_1.htm)

EX-99.2 (wor-ex99_2.htm)

GRAPHIC (img9491595_0.jpg)

GRAPHIC (img10415116_0.jpg)

XML — IDEA: XBRL DOCUMENT (R1.htm)

8-K

8-K (Primary)

Filename: wor-20260623.htm · Sequence: 1

8-K

false000010851600001085162026-06-232026-06-23

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

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

Date of Report (Date of earliest event reported): June 23, 2026

WORTHINGTON ENTERPRISES, INC.

(Exact name of Registrant as Specified in Its Charter)

Ohio

001-08399

31-1189815

(State or Other Jurisdiction

of Incorporation)

(Commission File Number)

(IRS Employer

Identification No.)

200 West Old Wilson Bridge Road

Columbus, Ohio

43085

(Address of Principal Executive Offices)

(Zip Code)

Registrant’s Telephone Number, Including Area Code: (614) 438-3210

(Former Name or Former Address, if Changed Since Last Report)

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 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

The New York Stock Exchange

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. ☐

Item 2.02.

Results of Operations and Financial Condition.

The following information is furnished pursuant to Item 2.02:

On June 23, 2026, Worthington Enterprises, Inc. ("we," "our," and "us") issued a news release (the “Financial Release”) reporting results for the three-month period ended May 31, 2026 (our fiscal 2026 fourth quarter). A copy of the Financial Release is furnished herewith as Exhibit 99.1 and is incorporated herein by this reference.

We have included both financial measures prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) and non-GAAP financial measures in the Financial Release to provide investors with additional information that we believe allows for increased comparability of the performance of our ongoing operations from period to period. Please see the Financial Release for further explanations of why we use the non-GAAP financial measures and the reconciliations to the most comparable GAAP financial measures.

Item 5.02.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Appointment of Directors

On June 23, 2026, our Board of Directors (the “Board”), in accordance with our Code of Regulations and upon the recommendation of its Nominating and Governance Committee, increased the number of authorized directors from 13 to 14, and appointed W. Bradley Southern as a director to serve as a member of the class of directors whose terms expire at our 2026 annual meeting of shareholders, filling the vacancy created by the increase in the number of authorized directors. Mr. Southern’s appointment was immediately effective. Mr. Southern, 66, served as Chief Executive Officer of Louisiana-Pacific Corporation (LP), a leading building solutions company, from 2017 through 2026, and as Chair of the Board from 2020 to 2026. Mr. Southern previously served as LP’s Chief Operating Officer from 2016 to 2017, Executive Vice President and General Manager, OSB from 2015 to 2016, Senior Vice President and General Manager, Siding and Moulding from 2004 to 2015, and in various other operational and financial leadership roles since joining LP in 1999. Prior to joining LP, Mr. Southern held a variety of operational, strategic planning, and financial management positions with MacMillan Bloedel from 1984 to 1999. Mr. Southern currently serves as chair of the board of directors of the Nashville Branch of the Federal Reserve Bank of Atlanta. He previously served on the boards of GMS, Inc., Astec Industries, Inc., Keller Group, Saltco Land and Timber Company, and the Land Trust of Tennessee. Mr. Southern holds a Master of Forest Resources and a Bachelor of Science in Forest Resources from the University of Georgia. Mr. Southern’s extensive executive leadership experience in manufacturing operations, capital allocation, strategic planning, and public company governance make him well-qualified to serve on the Board. Mr. Southern has not been appointed to any committee of the Board.

Mr. Southern will participate, on a pro-rated basis, in the compensation program for our non-employee directors described in our definitive proxy statement filed with the Securities and Exchange Commission (the “SEC”) on August 13, 2025. Mr. Southern will also enter into an indemnification agreement with us, the form of which is disclosed as Exhibit 10.35 to our Annual Report on Form 10-K, filed with the SEC on July 30, 2024. There are no arrangements or understandings between Mr. Southern and any person pursuant to which Mr. Southern was selected as a director, and no family relationships exist between Mr. Southern and any of our directors or executive officers. Mr. Southern is not a party to any transaction to which we are or were a participant and in which Mr. Southern has a direct or indirect material interest subject to disclosure under Item 404(a) of Regulation S-K.

Pursuant to our Corporate Governance Guidelines, the Board shall not nominate any individual to serve as a non-employee director if such individual will reach age 75 as of the date of the relevant shareholders’ meeting. Accordingly, the Board does not plan to nominate for re-election Michael J. Endres, Ozey K. Horton, Jr., and Virgil L. Winland, whose terms expire at our 2026 annual meeting of shareholders, as each individual will be age 75 or older at such meeting. With the appointment of Mr. Southern, the Board plans to reduce the number of authorized directors to 11 contemporaneous with the retirements of Messrs. Endres, Horton and Winland.

Item 8.01.

Other Events.

On June 23, 2026, we issued a news release (the “Dividend Release”) reporting that the Board declared a quarterly cash dividend of $0.20 per share in respect of our common shares. The dividend was declared on June 23, 2026, and is payable on September 29, 2026 to shareholders of record at the close of business on September 15, 2026. A copy of the Dividend Release is included with this Form 8‑K as Exhibit 99.4 and is incorporated herein by reference.

Item 9.01.

Financial Statements and Exhibits.

(d) Exhibits: The following exhibits are included with this Form 8‑K:

Exhibit No.

Description

99.1

News Release issued by Worthington Enterprises, Inc. on June 23, 2026 (Financial Release)

99.2

News Release issued by Worthington Enterprises, Inc. on June 23, 2026 (Dividend Release)

104

Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

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.

WORTHINGTON ENTERPRISES, INC.

Date:

June 23, 2026

By:

/s/Patrick J. Kennedy

Patrick J. Kennedy, Vice President -

General Counsel and Secretary

EX-99.1

Filename: wor-ex99_1.htm · Sequence: 2

EX-99.1

Worthington Enterprises Reports Fourth Quarter and Full-Year Fiscal 2026 Results

COLUMBUS, Ohio (June 23, 2026) – Worthington Enterprises Inc. (NYSE: WOR), a designer and manufacturer of market-leading building and consumer products that improve everyday life by elevating spaces and experiences, today reported results for its fiscal 2026 fourth quarter and full-year ended May 31, 2026.

Recent Developments and Highlights (comparisons to the prior-year period unless otherwise stated)

Fourth Quarter fiscal 2026

•

Net sales were $371.5 million, an increase of 17%, including $44.1 million from recent acquisitions and 3% from organic growth.

•

Net earnings increased to $48.1 million from $3.6 million, while adjusted net earnings were $47.7 million and adjusted EBITDA was $83.5 million.

•

Earnings per share on a fully diluted basis (“EPS – diluted”) improved to $0.97 from $0.08 per share, while adjusted EPS – diluted was $0.97 per share compared to $1.06.

•

Operating cash flow increased $9.2 million to $71.6 million, while free cash flow increased $5.8 million to $55.1 million.

•

Repurchased 350,000 common shares for $18.2 million, leaving 4,565,000 common shares available under the company’s existing repurchase authorization.

•

Declared a quarterly dividend of $0.20 per common share payable on September 29, 2026, to shareholders of record at the close of business on September 15, 2026, representing a 5% increase, or $0.01 per share, compared to the prior quarter.

Full-Year fiscal 2026

•

Net sales were $1.4 billion, an increase of 20%, including $121.7 million from recent acquisitions and 9% from organic growth.

•

Net earnings increased 63% to $155.0 million, while adjusted net earnings increased 8% to $167.6 million and adjusted EBITDA grew 12% to $295.8 million.

•

EPS – diluted improved to $3.14 from $1.92 per share, while adjusted EPS – diluted increased to $3.37 per share from $3.09 per share.

•

Operating cash flow increased 8% to $226.1 million, while free cash flow improved 7% to $170.2 million.

•

Completed the acquisitions of Elgen Manufacturing (“Elgen”) and LSI Group (“LSI”), further expanding the company’s building products portfolio and strengthening its position across the building envelope.

“We closed fiscal 2026 with another quarter of solid performance, delivering positive organic growth and strong free cash flow while continuing to execute our strategy,” said Worthington Enterprises President and CEO Joe Hayek. “For the full year, our teams drove double-digit growth in adjusted EBITDA, expanded margins in our wholly owned businesses and maintained a strong balance sheet. I want to thank my colleagues around the world for their continued commitment to serving our customers and delivering value for our shareholders. Their dedication continues to strengthen our business.”

Worthington Enterprises

June 23, 2026

Page 2

Financial highlights for the current year and prior year quarters are as follows:

(U.S. dollars in millions, except per share amounts)

4Q 2026

4Q 2025

GAAP Financial Measures

Net sales

371.5

317.9

Operating income (loss)

23.2

(30.4

)

Earnings before income taxes

59.8

8.3

Net earnings

48.1

3.6

EPS – diluted

0.97

0.08

Net cash provided by operating activities

71.6

62.4

Non-GAAP Financial Measures (1)

Adjusted operating income

25.5

21.8

Adjusted EBITDA

83.5

85.1

Adjusted net earnings

47.7

53.1

Adjusted EPS – diluted

0.97

1.06

Free cash flow

55.1

49.3

(1)

Refer to the “GAAP / Non-GAAP Reconciliations” and the “Use of Non-GAAP Financial Measures and Definitions” sections of this release for additional information regarding the use of non-GAAP financial measures and reconciliations to the most directly comparable financial measures calculated and presented in accordance with GAAP.

Consolidated Quarterly Results

Net sales for the fourth quarter of fiscal 2026 increased $53.6 million, or 16.9%, over the prior year quarter to $371.5 million. Recent acquisitions contributed $44.1 million to net sales in the current year quarter. Excluding the impact of acquisitions, net sales increased $9.5 million, or 3.0%, compared to the prior year quarter.

Operating income increased $53.6 million to $23.2 million. Results in the prior year quarter included nonrecurring items totaling $52.2 million, resulting primarily from the non-cash write-down of intangible assets in the General Tools & Instruments (“GTI”) business. On an adjusted basis, operating income increased $3.7 million in the quarter to $25.5 million, reflecting contributions from recent acquisitions.

Equity in net income of unconsolidated affiliates decreased $4.6 million from the prior year quarter to $38.1 million, primarily due to lower contributions from ClarkDietrich, which were down $6.8 million. Contributions from WAVE remained strong at $32.3 million and were largely consistent with the prior year quarter, while higher contributions from the Workhorse and SES joint ventures partially offset the decline. Equity income in the prior year quarter included a $3.4 million non-cash impairment charge at the SES joint venture.

Income tax expense was $11.7 million in the fourth quarter of fiscal 2026, compared to $4.7 million in the prior year quarter. The increase was driven by higher pre-tax earnings. Income tax expense in the fourth quarter of fiscal 2026 reflects an annual effective rate of 22.9%, compared to 26.1% in the prior year, which was impacted by certain discrete items. On an adjusted basis, the annual effective tax rate was 23.3%, compared to 23.0% in the prior year.

Worthington Enterprises

June 23, 2026

Page 3

Balance Sheet and Cash Flow

Total debt at quarter end was $305.9 million, consisting entirely of long-term debt, an increase of $3.0 million from May 31, 2025, primarily due to the remeasurement of the company’s euro-denominated notes. The company had no borrowings under its revolving credit facility as of May 31, 2026, leaving $500.0 million available for future use and providing substantial liquidity.

The company ended the quarter with cash of $27.7 million, a decrease of $222.4 million from May 31, 2025, primarily reflecting the acquisitions of Elgen and LSI. During the fourth quarter of fiscal 2026, the company generated operating cash flow of $71.6 million, of which $16.5 million was invested in capital expenditures, resulting in free cash flow of $55.1 million, up from $49.3 million in the prior year quarter. Capital expenditures in the current year quarter included approximately $6.6 million related to ongoing facility modernization projects, which remain on track and are expected to be completed during fiscal 2027.

Quarterly Segment Results

Building Products generated net sales of $245.3 million in the current year quarter, an increase of $53.0 million, or 27.6%, over the prior year quarter. The increase was primarily driven by the impact of acquisitions, which contributed $44.1 million to net sales in the current year quarter. Excluding the impact of acquisitions, net sales increased $8.9 million, or 4.6% compared to the prior year quarter. Adjusted EBITDA decreased $2.7 million, mainly driven by a $6.8 million decline in equity income contributions from ClarkDietrich and less favorable product mix compared to the prior year quarter.

Consumer Products generated net sales of $126.1 million in the current year quarter, up $0.6 million from the prior year quarter, driven by higher average selling prices, which were mostly offset by lower volume. Adjusted EBITDA increased $3.5 million to $24.3 million, driven by gross margin improvement and lower SG&A expense.

Outlook

“As we enter fiscal 2027, we are building on the momentum we created this year,” Hayek said. “Our teams remain focused on innovation, transformation and strategic M&A as we continue to strengthen our market positions, integrate recent acquisitions, expand our capabilities and deliver value for our customers. Supported by strong free cash flow generation and a healthy balance sheet, we are excited about the opportunities ahead and remain focused on creating long-term shareholder value.”

Conference Call

The company will review fiscal 2026 fourth quarter and full-year results during its quarterly conference call on June 24, 2026, at 8:30 a.m. Eastern Time. Details regarding the conference call can be found on the company website at www.WorthingtonEnterprises.com.

About Worthington Enterprises

Worthington Enterprises (NYSE: WOR) is a designer and manufacturer of market-leading brands that improve everyday life by elevating spaces and experiences. The company operates with two primary business segments: Building Products and Consumer Products. The Building Products segment includes heating and cooling, cooking, construction and water solutions, and building systems including HVAC and metal roofing components, architectural and acoustical grid ceilings, and metal framing and accessories. The Consumer Products segment provides solutions for the tools, outdoor living and celebrations categories. Product brands within the Worthington Enterprises portfolio include Balloon Time®, Bernzomatic®, BPD, Coleman® (propane cylinders), CoMet®, Elgen, Garden Weasel®, General®, HALO™, Hawkeye™,

Worthington Enterprises

June 23, 2026

Page 4

LEVEL5 Tools®, Logan Stampings, Mag Torch®, NEXI™, Pactool International®, PowerCore™, Ragasco®, Roof Hugger®, Well-X-Trol® and XLite™, among others.

Headquartered in Columbus, Ohio, Worthington Enterprises and its joint ventures employ approximately 6,000 people throughout North America and Europe.

Founded in 1955 as Worthington Industries, Worthington Enterprises follows a people-first Philosophy with earning money for its shareholders as its first corporate goal. Worthington Enterprises achieves this outcome by empowering its employees to innovate, thrive and grow with leading brands in attractive markets that improve everyday life. The company engages deeply with local communities where it has operations through volunteer efforts and The Worthington Companies Foundation, participates actively in workforce development programs and reports annually on its corporate citizenship and sustainability efforts. For more information, visit worthingtonenterprises.com.

Safe Harbor Statement

Selected statements contained in this release constitute “forward-looking statements,” as that term is used in the Private Securities Litigation Reform Act of 1995 (the “Act”). We wish to take advantage of the safe harbor provisions included in the Act. Forward-looking statements reflect the company’s current expectations, estimates or projections concerning future results or events. These statements are often identified by the use of forward-looking words or phrases such as “believe,” “expect,” “anticipate,” “may,” “could,” “should,” “would,” “intend,” “plan,” “will,” “likely,” “estimate,” “project,” “position,” “strategy,” “target,” “aim,” “seek,” “foresee” and similar words or phrases. These forward-looking statements include, without limitation, statements relating to: future or expected cash positions, liquidity and ability to access financial markets and capital; outlook, strategy or business plans; future or expected growth, growth potential, forward momentum, performance, competitive position, sales, volumes, cash flows, earnings, margins, balance sheet strengths, debt, financial condition or other financial measures; pricing trends for raw materials and finished goods and the impact of pricing changes; the ability to improve or maintain margins; expected demand or demand trends; additions to product lines and opportunities to participate in new markets; expected benefits from transformation and innovation efforts; the ability to improve performance and competitive position; anticipated working capital needs, capital expenditures and asset sales; anticipated improvements and efficiencies in costs, operations, sales, inventory management, sourcing and the supply chain and the results thereof; projected profitability potential; the ability to make acquisitions and the projected timing, results, benefits, costs, charges and expenditures related to acquisitions, joint ventures, headcount reductions and facility dispositions, shutdowns and consolidations; projected capacity and the alignment of operations with demand; the ability to operate profitably and generate cash in down markets; the ability to capture and maintain market share and to develop or take advantage of future opportunities, customer initiatives, new businesses, new products and new markets; expectations for inventories, jobs and orders; expectations for the economy and markets or improvements therein; expectations for generating improving and sustainable earnings, earnings potential, margins or shareholder value; effects of judicial rulings; effects of pandemics and widespread health crises and the various responses of governmental and nongovernmental authorities thereto on economies and markets, and on the company’s customers, counterparties, employees and third-party service providers; and other non-historical matters.

Because they are based on beliefs, estimates and assumptions, forward-looking statements are inherently subject to risks and uncertainties that could cause actual results to differ materially from those projected. Any number of factors could affect actual results, including, without limitation, those that follow: the effect of conditions in national and worldwide financial markets, including inflation, increases in interest rates and economic recession, and with respect to the ability of financial institutions to provide capital; the impact of tariffs, the adoption of trade restrictions affecting the company’s products or suppliers, a United States withdrawal from or significant renegotiation of trade agreements, the occurrence of trade wars, the closing of border crossings, and other changes in trade regulations or relationships; changing oil prices and/or supply; product demand and pricing; changes in product mix, product substitution and market acceptance of the company’s products; volatility or fluctuations in the pricing, quality or availability of raw materials (particularly steel), supplies, transportation, utilities, labor and other items required by operations; effects of sourcing and supply chain constraints; the outcome of adverse claims experience with respect to workers’ compensation, product recalls or product liability, casualty events or other matters; effects of facility closures and the consolidation of operations; the effect of financial difficulties, consolidation and other changes within the steel, automotive, construction and other industries in which we participate; failure to maintain appropriate levels of inventories; financial difficulties (including bankruptcy filings) of original equipment manufacturers, end-users and customers, suppliers, joint venture partners and others with whom we do business; the ability to realize targeted expense reductions from headcount reductions, facility closures and other cost reduction efforts; the ability to realize cost savings and operational, sales and sourcing improvements and efficiencies, and other expected benefits from transformation initiatives, on a timely basis; the overall success of, and the ability to integrate, newly-acquired businesses and joint ventures, maintain and develop their customers, and achieve synergies and other expected benefits and cost savings therefrom; capacity levels and efficiencies, within facilities, within major product markets and

Worthington Enterprises

June 23, 2026

Page 5

within the industries in which we participate as a whole; the effect of disruption in the business of suppliers, customers, facilities and shipping operations due to adverse weather, casualty events, equipment breakdowns, labor shortages, interruption in utility services, civil unrest, international conflicts, terrorist activities or other causes; changes in customer demand, inventories, spending patterns, product choices, and supplier choices; risks associated with doing business internationally, including economic, political and social instability, foreign currency exchange rate exposure and the acceptance of the company’s products in global markets; the ability to improve and maintain processes and business practices to keep pace with the economic, competitive and technological environment; the effect of inflation, interest rate increases and economic recession, which may negatively impact the company’s operations and financial results; deviation of actual results from estimates and/or assumptions used in the application of its significant accounting policies; the level of imports and import prices in the company’s markets; the impact of environmental laws and regulations or the actions of the United States Environmental Protection Agency or similar regulators which increase costs or limit the company’s ability to use or sell certain products; the impact of increasing environmental, greenhouse gas emission and sustainability regulations and considerations; the impact of judicial rulings and governmental regulations, both in the United States and abroad, including those adopted by the United States Securities and Exchange Commission and other governmental agencies as contemplated by the Coronavirus Aid, Relief and Economic Security (CARES) Act, the Consolidated Appropriations Act, 2021, the American Rescue Plan Act of 2021, and the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010; the effect of healthcare laws in the United States and potential changes for such laws, which may increase the company’s healthcare and other costs and negatively impact the company’s operations and financial results; the effects of tax laws in the United States and potential changes for such laws, which may increase the company’s costs and negatively impact the company’s operations and financial results; cyber security risks; the effects of privacy and information security laws and standards; and other risks described from time to time in the company’s filings with the United States Securities and Exchange Commission, including those described in “Part I – Item 1A. – Risk Factors” of the Annual Report on Form 10-K for the fiscal year ended May 31, 2025.

Forward-looking statements should be construed in the light of such risks. We note these factors for investors as contemplated by the Act. It is impossible to predict or identify all potential risk factors. Consequently, readers should not consider the foregoing list to be a complete set of all potential risks and uncertainties. Readers are cautioned not to place undue reliance on any forward-looking statements, which speak only as of the date made. We do not undertake, and hereby disclaim, any obligation to update any forward-looking statements, whether as a result of new information, future developments or otherwise, except as required by applicable law.

WORTHINGTON ENTERPRISES, INC.

CONSOLIDATED STATEMENTS OF EARNINGS

(In thousands, except per common share amounts)

Three Months Ended

Twelve Months Ended

May 31,

2026

2025

2026

2025

Net sales

371,456

317,884

1,381,292

1,153,762

Cost of goods sold

269,568

224,650

1,003,017

834,727

Gross profit

101,888

93,234

378,275

319,035

Selling, general and administrative expense

77,935

71,454

294,966

268,413

Impairment of long-lived assets

50,813

Restructuring and other expense, net

794

1,372

7,100

10,524

Operating income (loss)

23,159

(30,405

)

76,209

(10,715

)

Other income (expense):

Miscellaneous income (expense), net

1,358

(4,031

)

(3,244

)

(3,222

)

Interest (expense) income, net

(2,885

)

(6,248

)

(2,090

)

Equity in net income of unconsolidated affiliates

38,141

42,707

134,631

144,836

Earnings before income taxes

59,773

8,331

201,348

128,809

Income tax expense

11,708

4,717

46,313

33,839

Net earnings

48,065

3,614

155,035

94,970

Net loss attributable to noncontrolling interest

(81

)

(263

)

(1,050

)

(1,083

)

Net earnings attributable to controlling interest

48,146

3,877

156,085

96,053

Basic

Weighted average common shares outstanding

48,795

49,253

49,073

49,395

Earnings per share attributable to controlling interest

0.99

0.08

3.18

1.94

Diluted

Weighted average common shares outstanding

49,404

49,997

49,716

50,131

Earnings per share attributable to controlling interest

0.97

0.08

3.14

1.92

Cash dividends declared per common share

0.19

0.17

0.76

0.68

WORTHINGTON ENTERPRISES, INC.

CONSOLIDATED BALANCE SHEETS

(In thousands)

May 31,

2026

2025

Assets

Current assets:

Cash and cash equivalents

27,725

250,075

Receivables, less allowances of $1,310 and $907, respectively

228,168

215,824

Inventories

Raw materials

110,536

80,522

Work in process

9,490

9,408

Finished products

87,270

79,463

Total inventories

207,296

169,393

Income taxes receivable

20,016

12,720

Prepaid expenses and other current assets

41,269

37,358

Total current assets

524,474

685,370

Investments in unconsolidated affiliates

118,048

129,262

Operating lease assets

42,888

22,699

Goodwill

500,784

376,480

Other intangible assets, net of accumulated amortization of $106,944 and $88,887, respectively

322,761

190,398

Other assets

28,215

20,717

Property, plant and equipment:

Land

8,732

8,703

Buildings and improvements

136,441

132,742

Machinery and equipment

411,030

372,798

Construction in progress

66,509

33,326

Total property, plant and equipment

622,712

547,569

Less: accumulated depreciation

311,818

277,343

Total property, plant and equipment, net

310,894

270,226

Total assets

1,848,064

1,695,152

Liabilities and equity

Current liabilities:

Accounts payable

115,203

103,205

Accrued compensation, contributions to employee benefit plans and related taxes

41,728

43,864

Dividends payable

9,814

9,172

Other accrued items

45,832

34,478

Current operating lease liabilities

7,982

6,014

Income taxes payable

867

109

Total current liabilities

221,426

196,842

Other liabilities

56,657

53,364

Distributions in excess of investment in unconsolidated affiliate

105,349

103,767

Long-term debt

305,896

302,868

Noncurrent operating lease liabilities

35,883

17,173

Deferred income taxes, net

95,813

82,901

Total liabilities

821,024

756,915

Shareholders' equity - controlling interest

1,027,040

937,187

Noncontrolling interest

1,050

Total equity

1,027,040

938,237

Total liabilities and equity

1,848,064

1,695,152

WORTHINGTON ENTERPRISES, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(In thousands)

Three Months Ended

Twelve Months Ended

May 31,

2026

2025

2026

2025

Operating activities:

Net earnings

48,065

3,614

155,035

94,970

Adjustments to reconcile net earnings to net cash provided by operating activities:

Depreciation and amortization

15,870

12,555

57,272

48,262

Impairment of long-lived assets

50,813

Provision for (benefit from) deferred income taxes

627

(7,568

)

8,439

(18,439

)

Impairment of investment in note receivable

5,000

Bad debt expense (income)

246

(31

)

358

3,158

Equity in net income of unconsolidated affiliates, net of distributions

(3,630

)

(2,041

)

5,361

8,769

Net loss on sale of assets

295

824

3,290

277

Stock-based compensation

3,230

3,399

13,734

16,186

Unrealized (gain) loss on investment in marketable securities

(610

)

975

Changes in assets and liabilities, net of impact of acquisitions:

Receivables

3,836

(13,238

)

7,706

(22,261

)

Inventories

(9,858

)

(4,058

)

(11,557

)

11,500

Accounts payable

7,185

13,219

3,820

619

Accrued compensation and employee benefits

(1,166

)

6,435

(1,986

)

1,807

Other operating items, net

7,511

(6,509

)

(16,328

)

9,083

Net cash provided by operating activities

71,601

62,414

226,119

209,744

Investing activities:

Investment in property, plant and equipment

(16,492

)

(13,086

)

(55,913

)

(50,580

)

Acquisitions, net of cash acquired

278

(6,862

)

(304,148

)

(95,018

)

Proceeds from sale of assets, net of selling costs

227

245

13,455

Investment in non-marketable equity securities, net of distributions

(138

)

(85

)

(251

)

(2,958

)

Net cash used by investing activities

(16,125

)

(20,022

)

(360,067

)

(135,101

)

Financing activities:

Dividends paid

(9,350

)

(8,396

)

(36,890

)

(33,903

)

Purchase of common shares

(18,382

)

(9,831

)

(43,710

)

(30,883

)

Net repayments of short-term borrowings

(4,792

)

Principal payments on long-term obligations

(1,094

)

(1,854

)

Proceeds from issuance of common shares, net of tax withholdings

(112

)

3,066

(5,948

)

(4,007

)

Net cash used by financing activities

(33,730

)

(15,161

)

(88,402

)

(68,793

)

Increase (decrease) in cash and cash equivalents

21,746

27,231

(222,350

)

5,850

Cash and cash equivalents at beginning of period

5,979

222,844

250,075

244,225

Cash and cash equivalents at end of period

27,725

250,075

27,725

250,075

WORTHINGTON ENTERPRISES, INC.

SEGMENT INFORMATION

(Dollars in thousands)

Three Months Ended

Twelve Months Ended

May 31,

2026

2025

2026

2025

Net sales

Building Products

245,309

192,316

861,456

654,137

Consumer Products

126,147

125,568

519,836

499,625

Consolidated

371,456

317,884

1,381,292

1,153,762

Adjusted EBITDA

Building Products

68,544

71,253

240,310

212,831

Consumer Products

24,270

20,791

91,157

82,676

Total reportable segments

92,814

92,044

331,467

295,507

Other (1)

(228

)

638

(5,309

)

(2,672

)

Unallocated Corporate

(9,063

)

(7,622

)

(30,330

)

(27,869

)

Consolidated

83,523

85,060

295,828

264,966

Adjusted EBITDA margin

Building Products

27.9

37.0

27.9

32.5

Consumer Products

19.2

16.6

17.5

16.5

Consolidated

22.5

26.8

21.4

23.0

Equity income by unconsolidated affiliate

WAVE (2)

32,285

32,622

118,063

110,100

ClarkDietrich (2)

6,084

12,836

21,877

40,795

Other (1)

(228

)

(2,751

)

(5,309

)

(6,059

)

Consolidated

38,141

42,707

134,631

144,836

(1)

Other includes the equity in net income of unconsolidated affiliates of the Workhorse and the SES joint ventures.

(2)

Equity income contributed by the WAVE and ClarkDietrich joint ventures is included in Building Products segment results.

WORTHINGTON ENTERPRISES, INC.

GAAP / NON-GAAP RECONCILIATIONS

(Dollars in thousands, except per share amounts)

For more information regarding the non-GAAP financial measures, refer to the “Use of Non-GAAP Financial Measures and Definitions” section of this release.

Consolidated Results – Adjusted Earnings per Share – Diluted

Three Months Ended May 31, 2026

Earnings

Before

Income

Effective

Operating

Income

Tax

Net

Diluted

Tax

Income

Taxes

Expense

Earnings (1)

EPS (1)

Rate (1)

GAAP

23,159

59,773

11,708

48,146

0.97

19.6

Amortization of inventory step-up (2)

1,500

(321

)

1,179

0.02

Restructuring and other expense, net (3)

794

(133

)

661

0.02

Non-cash gains in miscellaneous income, net (4)

(610

)

157

(453

)

Discrete tax item (8)

(1,837

)

(1,837

)

(0.04

)

Non-GAAP

25,453

61,457

13,842

47,696

0.97

22.5

Three Months Ended May 31, 2025

Earnings

Operating

Before

Income

Effective

Income

Tax

Net

Diluted

Tax

(Loss)

Taxes

Expense

Earnings (1)

EPS (1)

Rate (1)

GAAP

(30,405

)

8,331

4,717

3,877

0.08

54.9

Impairment of long-lived assets (3)

50,813

(10,387

)

40,426

0.81

Restructuring and other expense, net (3)

1,372

(164

)

1,208

0.02

Non-cash losses in miscellaneous expense, net (4)

5,000

0.10

Non-recurring loss in equity income (5)

3,387

(801

)

2,586

0.05

Non-GAAP

21,780

68,903

16,069

53,097

1.06

23.2

Twelve Months Ended May 31, 2026

Earnings

Before

Income

Effective

Operating

Income

Tax

Net

Diluted

Tax

Income

Taxes

Expense

Earnings (1)

EPS (1)

Rate (1)

GAAP

76,209

201,348

46,313

156,085

3.14

22.9

Amortization of inventory step-up (2)

5,151

(1,209

)

3,942

0.08

Restructuring and other expense, net (3)

7,100

(1,425

)

5,675

0.12

Non-cash losses in miscellaneous expense, net (4)

3,925

(229

)

3,696

0.07

Discrete tax item (8)

(1,837

)

(1,837

)

(0.04

)

Non-GAAP

88,460

217,524

51,013

167,561

3.37

23.3

Twelve Months Ended May 31, 2025

Earnings

Operating

Before

Income

Effective

Income

Tax

Net

Diluted

Tax

(Loss)

Taxes

Expense

Earnings (1)

EPS (1)

Rate (1)

GAAP

(10,715

)

128,809

33,839

96,053

1.92

26.1

Amortization of inventory step-up (2)

1,477

(350

)

1,127

0.02

Impairment of long-lived assets (3)

50,813

(10,387

)

40,426

0.81

Restructuring and other expense, net (3)

10,524

(796

)

9,728

0.19

Non-cash losses in miscellaneous expense, net (4)

5,000

0.10

Non-recurring loss in equity income (5)

3,387

(801

)

2,586

0.05

Non-GAAP

52,099

200,010

46,173

154,920

3.09

23.0

Consolidated Results – Adjusted EBITDA

Three Months Ended

Twelve Months Ended

May 31,

2026

2025

2026

2025

Net earnings (GAAP)

48,065

3,614

155,035

94,970

Plus: Net loss attributable to noncontrolling interest

263

1,050

1,083

Net earnings attributable to controlling interest

48,146

3,877

156,085

96,053

Interest expense (income), net

2,885

(60

)

6,248

2,090

Income tax expense

11,708

4,717

46,313

33,839

EBIT (6)

62,739

8,534

208,646

131,982

Amortization of inventory step-up (2)

1,500

5,151

1,477

Impairment of long-lived assets (3)

50,813

Restructuring and other expense, net (3)

794

1,372

7,100

10,524

Non-cash (gains) losses in miscellaneous (income) expense, net (4)

(610

)

5,000

3,925

5,000

Non-recurring loss in equity income (5)

3,387

Adjusted EBIT (6)

64,423

69,106

224,822

203,183

Depreciation and amortization

15,870

12,555

57,272

48,262

Stock-based compensation (7)

3,230

3,399

13,734

13,521

Adjusted EBITDA (non-GAAP)

83,523

85,060

295,828

264,966

Net earnings margin (GAAP)

12.9

1.1

11.2

8.2

Adjusted EBITDA margin (non-GAAP)

22.5

26.8

21.4

23.0

(1)

Excludes the impact of noncontrolling interest.

(2)

Reflects the amortization of the step-up to fair market value of acquired inventory related to the LSI and Elgen acquisitions in fiscal 2026 and the Ragasco acquisition in fiscal 2025.

(3)

Significant pre-tax impairment and restructuring charges include the following:

•

Impairment of long-lived assets: Non-cash charge of $50,050 in the fourth quarter of 2025 related to the write-down of intangible assets associated with GTI.

•

Restructuring and other expense, net: A charge of $4,536 in fiscal 2025 related to an increase in the fair value of the contingent liability associated with the Ragasco earnout.

(4)

Reflects the following non-cash activity in miscellaneous (income) expense, net:

•

A loss of $2,950 incurred during the second quarter of fiscal 2026 in connection with the divestiture of the company’s 49% interest in the composite assets of its SES joint venture on October 16, 2025. In exchange for the company’s interest in the divested assets, it received common shares of both Hexagon Composites and Hexagon Purus.

•

Unrealized (gains) losses during fiscal 2026 associated with the marketable securities noted directly above.

•

A pre-tax charge of $5,000 during the fourth quarter of fiscal 2025 to write down an investment in a note receivable that was determined to be other than temporarily impaired.

(5)

Reflects a non-cash impairment charge of $3,387 at the SES joint venture during the fourth quarter of fiscal 2025

(6)

EBIT and adjusted EBIT are non-GAAP financial measures. However, these measures are not used by management to evaluate the company’s performance, engage in financial and operational planning, or to determine incentive compensation. Instead, they are included as subtotals in the reconciliation of net earnings to adjusted EBITDA, which is a non-GAAP financial measure used by management.

(7)

Excludes $2,665 of stock-based compensation reported in restructuring and other expense, net in the company’s consolidated statement of earnings during fiscal 2025 related to the accelerated vesting of certain outstanding equity awards upon retirement of a key employee.

(8)

Reflects the release of a FIN 48 reserve associated with a non-recurring gain recognized in fiscal 2021.

Consolidated Results - Free Cash Flow

The following tables provide a reconciliation of net cash provided by operating activities to free cash flow and the calculation of operating cash flow conversion to free cash flow conversion for the three and 12 months ended May 31, 2026 and 2025.

Three Months Ended

Twelve Months Ended

May 31,

2026

2025

2026

2025

Net cash provided by operating activities (GAAP)

71,601

62,414

226,119

209,744

Investment in property, plant, and equipment

(16,492

)

(13,086

)

(55,913

)

(50,580

)

Free cash flow (non-GAAP)

55,109

49,328

170,206

159,164

Net earnings attributable to controlling interest (GAAP)

48,146

3,877

156,085

96,053

Adjusted net earnings attributable to controlling interest (non-GAAP)

47,696

53,097

167,561

154,920

Operating cash flow conversion (GAAP) (1)

149

1,610

145

218

Free cash flow conversion (non-GAAP)

116

102

103

(1)

Operating cash flow conversion is defined as net cash provided by operating activities divided by net earnings attributable to controlling interest.

WORTHINGTON ENTERPRISES, INC.

USE OF NON-GAAP FINANCIAL MEASURES AND DEFINITIONS

NON-GAAP FINANCIAL MEASURES. These materials include certain financial measures that are not calculated and presented in accordance with accounting principles generally accepted in the United States (“GAAP”). Non-GAAP financial measures typically exclude items that management believes are not reflective of, and thus should not be included when evaluating the performance of the company’s ongoing operations. Management uses these non-GAAP financial measures to evaluate ongoing performance, engage in financial and operational planning, and determine incentive compensation. Management believes these non-GAAP financial measures provide useful supplemental information regarding the performance of the company’s ongoing operations and should not be considered as an alternative to the comparable GAAP financial measure. Additionally, management believes these non-GAAP financial measures allow for meaningful comparisons and analysis of trends in the company’s businesses and enables investors to evaluate operations and future prospects in the same manner as management.

The following provides an explanation of each non-GAAP financial measure presented in these materials:

Adjusted operating income (loss) is defined as operating income (loss) excluding the items listed below, to the extent naturally included in operating income (loss).

Adjusted net earnings is defined as net earnings attributable to controlling interest excluding the after-tax effect of the excluded items outlined below.

Adjusted EPS – diluted is defined as adjusted net earnings divided by diluted weighted-average common shares outstanding for the applicable period.

Adjusted EBITDA is the measure by which management evaluates segment performance and overall profitability. EBITDA is defined as earnings before interest, taxes, depreciation, and amortization. Adjusted EBITDA excludes additional items including, but not limited to, those listed below, as well as other items that management believes are not reflective of, and thus should not be included when evaluating the performance of ongoing operations. Adjusted EBITDA also excludes stock-based compensation due to its non-cash nature, which is consistent with how management assesses operating performance and determines incentive compensation. At the segment level, adjusted EBITDA includes expense allocations for centralized corporate back-office functions that exist to support the day-to-day business operations. Public company and other governance costs are held at the corporate level within the unallocated corporate and other category.

Adjusted EBITDA margin is calculated by dividing adjusted EBITDA by net sales.

Free cash flow is a non-GAAP financial liquidity measure that is used by the company to assess its ability to generate cash beyond what is required for its business operations and capital expenditures. The company defines free cash flow as net cash flows from operating activities less investment in property, plant, and equipment.

Free cash flow conversion is a non-GAAP financial measure that is used by the company to measure how much of its adjusted net earnings attributable to controlling interest is converted into cash. The company defines free cash flow conversion as free cash flow divided by adjusted net earnings.

EXCLUSIONS FROM NON-GAAP FINANCIAL MEASURES

Management believes it is useful to exclude the following items from its non-GAAP financial measures for its own and investors’ assessment of the business for the reasons identified below. Additionally, management may exclude other items from non-GAAP financial measures that do not occur in the ordinary course of the company’s ongoing business operations and note them in the reconciliation from net earnings to the non-GAAP financial measure adjusted EBITDA.

•

Amortization of inventory step-up represents the increase in inventory fair value associated with the company’s acquisitions. The increase in inventory fair value is amortized to cost of sales over the period that the related inventory is sold. The amortization of inventory step-up is excluded because it is a non-cash expense that is not indicative of ongoing operating results.

•

Impairment charges are excluded because they do not occur in the ordinary course of the company’s ongoing business operations, are inherently unpredictable in timing and amount, and are non-cash, which management believes facilitates the comparison of historical, current and forecasted financial results.

•

Restructuring activities consist of established programs that are intended to fundamentally change the company’s operations, and as such are excluded from its non-GAAP financial measures. The company’s restructuring programs may include closing or consolidating production facilities or moving manufacturing of a product to another location, realignment of the management structure of a business unit in response to changing market conditions or general rationalization of headcount. The company’s restructuring activities generally give rise to employee-related costs, such as severance pay, and facility-related costs, such as exit costs and gains or losses on asset disposals but may include other incremental costs associated with the company’s restructuring activities. Restructuring and other expense, net, may also include other nonrecurring items included in operating income but incremental to the company’s normal business activities. These items are excluded because they are not indicative of the ongoing operations of the company’s underlying business.

•

Non-cash (gains) losses in miscellaneous (income) expense are excluded due to their non-cash nature and the fact that they do not occur in the normal course of business and may obscure analysis of trends and financial performance.

•

Non-recurring loss in equity income is excluded because it does not occur in the normal course of business and is inherently unpredictable in timing and amount.

EX-99.2

Filename: wor-ex99_2.htm · Sequence: 3

EX-99.2

Worthington Enterprises Increases Quarterly Dividend by 5%;

Adds Brad Southern to Board of Directors

COLUMBUS, OHIO (June 23, 2026) – The Worthington Enterprises Inc. (NYSE: WOR) board of directors today declared a quarterly dividend of $0.20 per share, which represents an increase of $0.01 per share or 5% from the prior quarter. The dividend is payable on September 29, 2026, to shareholders of record on September 15, 2026. The company has paid a quarterly dividend since its initial public offering in 1968.

The board of directors also appointed accomplished manufacturing and building products executive Brad Southern as its newest member. Southern retired as Chairman and CEO of Louisiana-Pacific Corporation (LP) Building Solutions earlier this year. He joined LP in 1999, became CEO in 2017 and Chairman in 2020. Prior to joining LP, Southern held operational, financial and strategic planning leadership roles with MacMillan Bloedel. He is currently Chairman of the board of directors of the Nashville branch of the Federal Reserve Bank of Atlanta. He previously served on the boards of GMS Inc., Astec Industries, Keller Group, and several nonprofit and industry organizations.

Worthington Enterprises Board Chairman John Blystone said, “Brad brings our board of directors more than 40 years of leadership experience across operations, strategy, finance and corporate governance. Throughout his career, he led large-scale building products, manufacturing and commercial organizations with responsibility for multi-billion-dollar revenue operations and a broad portfolio of engineered solutions. We are grateful for his commitment and confident that his expertise will positively impact our strategies to create value and grow Worthington Enterprises.”

Worthington Enterprises will hold its quarterly earnings conference call tomorrow at 8:30 a.m. ET. The company will discuss its fiscal fourth quarter results, which will be released after the market closes this afternoon.

LIVE CONFERENCE CALL DETAILS

Date: Wednesday, June 24, 2026

Webcast Link: https://events.q4inc.com/attendee/686020142

Starting Time: 8:30 a.m. ET

Domestic Participants: 833-461-5787

Conference ID: 686020142

About Worthington Enterprises

heating and cooling, cooking, construction and water solutions, and building systems including HVAC and metal roofing components, architectural and acoustical grid ceilings, and metal framing and accessories. The Consumer Products segment provides solutions for the tools, outdoor living and celebrations categories. Product brands within the Worthington Enterprises portfolio include Balloon Time®, Bernzomatic®, BPD, Coleman® (propane cylinders), CoMet®, Elgen, Garden Weasel®, General®, HALO™, Hawkeye™, LEVEL5 Tools®, Logan Stampings, Mag Torch®, NEXI™, Pactool International®, PowerCore™, Ragasco®, Roof Hugger®, Well-X-Trol® and XLite™, among others.

Headquartered in Columbus, Ohio, Worthington Enterprises employs approximately 4,000 people throughout North America and Europe.

Forward-Looking Statements

Statements by Worthington Enterprises that are not limited to historical information constitute “forward-looking statements” under federal securities laws. Forward-looking statements are subject to various risks, uncertainties and other factors that may cause actual results to differ materially from those expected by Worthington Enterprises. Readers should evaluate forward-looking statements in the context of such risks, uncertainties and other factors, many of which are described in Worthington Enterprises’ filings with the Securities and Exchange Commission (“SEC”). Forward-looking statements are qualified by the cautionary statements included in Worthington Enterprises’ SEC filings and other public communications. This press release speaks only as of the date hereof. Worthington Enterprises does not undertake any obligation to update or revise its forward-looking statements except as required by applicable law or regulation.

###

GRAPHIC

Filename: img9491595_0.jpg · Sequence: 4

Binary file (65365 bytes)

Download img9491595_0.jpg

GRAPHIC

Filename: img10415116_0.jpg · Sequence: 5

Binary file (65365 bytes)

Download img10415116_0.jpg

XML — IDEA: XBRL DOCUMENT

XML

Filename: R1.htm · Sequence: 8

v3.26.1

Document And Entity Information

Jun. 23, 2026

Cover [Abstract]

Document Type

8-K

Amendment Flag

false

Document Period End Date

Jun. 23, 2026

Entity Registrant Name

WORTHINGTON ENTERPRISES, INC.

Entity Central Index Key

0000108516

Entity Emerging Growth Company

false

Entity File Number

001-08399

Entity Incorporation, State or Country Code

Entity Tax Identification Number

31-1189815

Entity Address, Address Line One

200 West Old Wilson Bridge Road

Entity Address, City or Town

Columbus

Entity Address, State or Province

Entity Address, Postal Zip Code

43085

City Area Code

(614)

Local Phone Number

438-3210

Written Communications

false

Soliciting Material

false

Pre-commencement Tender Offer

false

Pre-commencement Issuer Tender Offer

false

Title of 12(b) Security

Common Shares, Without Par Value

Trading Symbol

WOR

Security Exchange Name

NYSE

- Definition

Boolean flag that is true when the XBRL content amends previously-filed or accepted submission.

+ References

No definition available.

+ Details

Name:

dei_AmendmentFlag

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- Definition

Area code of city

+ References

No definition available.

+ Details

Name:

dei_CityAreaCode

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

Cover page.

+ References

No definition available.

+ Details

Name:

dei_CoverAbstract

Namespace Prefix:

dei_

Data Type:

xbrli:stringItemType

Balance Type:

Period Type:

duration

- Definition

For the EDGAR submission types of Form 8-K: the date of the report, the date of the earliest event reported; for the EDGAR submission types of Form N-1A: the filing date; for all other submission types: the end of the reporting or transition period. The format of the date is YYYY-MM-DD.

+ References

No definition available.

+ Details

Name:

dei_DocumentPeriodEndDate

Namespace Prefix:

dei_

Data Type:

xbrli:dateItemType

Balance Type:

Period Type:

duration

- Definition

The type of document being provided (such as 10-K, 10-Q, 485BPOS, etc). The document type is limited to the same value as the supporting SEC submission type, or the word 'Other'.

+ References

No definition available.

+ Details

Name:

dei_DocumentType

Namespace Prefix:

dei_

Data Type:

dei:submissionTypeItemType

Balance Type:

Period Type:

duration

- Definition

Address Line 1 such as Attn, Building Name, Street Name

+ References

No definition available.

+ Details

Name:

dei_EntityAddressAddressLine1

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

Name of the City or Town

+ References

No definition available.

+ Details

Name:

dei_EntityAddressCityOrTown

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

Code for the postal or zip code

+ References

No definition available.

+ Details

Name:

dei_EntityAddressPostalZipCode

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

Name of the state or province.

+ References

No definition available.

+ Details

Name:

dei_EntityAddressStateOrProvince

Namespace Prefix:

dei_

Data Type:

dei:stateOrProvinceItemType

Balance Type:

Period Type:

duration

- Definition

A unique 10-digit SEC-issued value to identify entities that have filed disclosures with the SEC. It is commonly abbreviated as CIK.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

dei_EntityCentralIndexKey

Namespace Prefix:

dei_

Data Type:

dei:centralIndexKeyItemType

Balance Type:

Period Type:

duration

- Definition

Indicate if registrant meets the emerging growth company criteria.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

dei_EntityEmergingGrowthCompany

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- Definition

Commission file number. The field allows up to 17 characters. The prefix may contain 1-3 digits, the sequence number may contain 1-8 digits, the optional suffix may contain 1-4 characters, and the fields are separated with a hyphen.

+ References

No definition available.

+ Details

Name:

dei_EntityFileNumber

Namespace Prefix:

dei_

Data Type:

dei:fileNumberItemType

Balance Type:

Period Type:

duration

- Definition

Two-character EDGAR code representing the state or country of incorporation.

+ References

No definition available.

+ Details

Name:

dei_EntityIncorporationStateCountryCode

Namespace Prefix:

dei_

Data Type:

dei:edgarStateCountryItemType

Balance Type:

Period Type:

duration

- Definition

The exact name of the entity filing the report as specified in its charter, which is required by forms filed with the SEC.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

dei_EntityRegistrantName

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

The Tax Identification Number (TIN), also known as an Employer Identification Number (EIN), is a unique 9-digit value assigned by the IRS.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

dei_EntityTaxIdentificationNumber

Namespace Prefix:

dei_

Data Type:

dei:employerIdItemType

Balance Type:

Period Type:

duration

- Definition

Local phone number for entity.

+ References

No definition available.

+ Details

Name:

dei_LocalPhoneNumber

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 13e

-Subsection 4c

+ Details

Name:

dei_PreCommencementIssuerTenderOffer

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 14d

-Subsection 2b

+ Details

Name:

dei_PreCommencementTenderOffer

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- Definition

Title of a 12(b) registered security.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b

+ Details

Name:

dei_Security12bTitle

Namespace Prefix:

dei_

Data Type:

dei:securityTitleItemType

Balance Type:

Period Type:

duration

- Definition

Name of the Exchange on which a security is registered.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection d1-1

+ Details

Name:

dei_SecurityExchangeName

Namespace Prefix:

dei_

Data Type:

dei:edgarExchangeCodeItemType

Balance Type:

Period Type:

duration

- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as soliciting material pursuant to Rule 14a-12 under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 14a

-Subsection 12

+ Details

Name:

dei_SolicitingMaterial

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- Definition

Trading symbol of an instrument as listed on an exchange.

+ References

No definition available.

+ Details

Name:

dei_TradingSymbol

Namespace Prefix:

dei_

Data Type:

dei:tradingSymbolItemType

Balance Type:

Period Type:

duration

- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as written communications pursuant to Rule 425 under the Securities Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Securities Act

-Number 230

-Section 425

+ Details

Name:

dei_WrittenCommunications

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration