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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 September 30, 2024 (Item 5.07 on EDGAR). Page generated October 14, 2026.

  • 6Reported items
  • 257Asset managers
  • 1,910Fund votes
  • September 25, 2024Meeting date

Results at a glance

Meeting of September 25, 2024: 5 items on WORTHINGTON STEEL INC.’s Form 8-K, filed September 30, 2024: 5 without a stated outcome.

Material dissent

None.

Material dissent: a director nominee under 80% of the votes cast, say-on-pay under 70%, any other item the board put forward under 80%, or a shareholder proposal with more than 50%, on the company’s own Form 8-K tally. How this is decided

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 September 30, 2024 (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 September 25, 2024
Ballot itemForAgainst AbstainWithheldBroker non-votesSupport (of votes cast)Reported outcomeVoting standard
Elect Director: Geoffrey G. Gilmore 39,352,120427,99832,837 --3,710,818 99%Not verified—
Elect Director: Carl A. Nelson, Jr. 38,643,2111,055,340114,404 --3,710,818 97%Not verified—
Elect Director: George P. Stoe 39,558,438230,08324,434 --3,710,818 99.4%Not verified—
2. Advisory Vote to Approve the Compensation of the NEOs 39,109,653635,74867,554 --3,710,818 98%Not verified—
4. Ratification of the Selection of Independent Registered Public Accounting Firm 43,414,34561,07248,356 ---- 99.8%Not verified—

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

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

Each item below shows how the 257 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. Elect Director: Carl A. Nelson, Jr.

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

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
Details: description as filed, official tally, votes by 70 asset managers

Description as filed by funds: 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.

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 September 30, 2024 (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.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 97% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 70 asset managers below reported 13,474,740 for, 356,868 against, 3,590 abstained, 27,478 not voted.

FOR
FOR: 13,474,740AGAINST: 356,868ABSTAIN: 3,590NOT VOTED: 27,478
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 managerForAgainst AbstainWithheldVote
Vanguard4,039,0440 00For
BlackRock3,692,2750 00For
Dimensional2,080,9470 00For
State Street799,7070 00For
Fidelity786,0980 00For
Delaware/Macquarie436,2600 00For
TIAA331,9980 00For
Charles Schwab0271,465 00Against
Allspring178,2020 00For
Columbia Threadneedle107,6870 00For
Equitable90,2340 00For
AllianceBernstein87,7900 00For
Jackson National77,1330 00For
QUANTITATIVE MASTER SERIES LLC66,3580 00For
Nuveen62,8800 00For
VanEck ETF Trust052,898 00Against
Lincoln Financial50,3660 00For
Russell Investments47,2660 00For
AMG FUNDS44,8180 00For
BNY Mellon41,7970 00For
Northern Trust33,1400 00For
Prudential/PGIM30,9000 00For
Royce30,0000 00For
Principal29,2630 00For
GuideStone29,2560 00For

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

2. Elect Director: Geoffrey G. Gilmore

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 6 wordings of this item as funds reported it.

99% Majority: yes · of votes cast

FOR 99%
FOR: 39,352,120AGAINST: 427,998
Details: description as filed, official tally, votes by 70 asset managers

Description as filed by funds: 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

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 September 30, 2024 (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.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 99% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 70 asset managers below reported 13,752,380 for, 79,228 against, 3,590 abstained, 27,478 not voted.

FOR
FOR: 13,752,380AGAINST: 79,228ABSTAIN: 3,590NOT VOTED: 27,478
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 managerForAgainst AbstainWithheldVote
Vanguard4,039,0440 00For
BlackRock3,692,2750 00For
Dimensional2,080,9470 00For
State Street799,7070 00For
Fidelity786,0980 00For
Delaware/Macquarie436,2600 00For
TIAA331,9980 00For
Charles Schwab271,4650 00For
Allspring178,2020 00For
Columbia Threadneedle107,6870 00For
Equitable90,2340 00For
AllianceBernstein87,7900 00For
Jackson National77,1330 00For
QUANTITATIVE MASTER SERIES LLC66,3580 00For
Nuveen62,8800 00For
VanEck ETF Trust52,8980 00For
Lincoln Financial50,3660 00For
Russell Investments47,2660 00For
AMG FUNDS044,818 00Against
BNY Mellon41,7970 00For
Northern Trust33,1400 00For
Prudential/PGIM030,900 00Against
Royce30,0000 00For
Principal29,2630 00For
GuideStone29,2560 00For

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

3. Elect Director: George P. Stoe

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

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
Details: description as filed, official tally, votes by 70 asset managers

Description as filed by funds: 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

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 September 30, 2024 (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.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 99.4% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 70 asset managers below reported 13,831,608 for, 3,590 abstained, 27,478 not voted.

FOR
FOR: 13,831,608ABSTAIN: 3,590NOT VOTED: 27,478
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 managerForAgainst AbstainWithheldVote
Vanguard4,039,0440 00For
BlackRock3,692,2750 00For
Dimensional2,080,9470 00For
State Street799,7070 00For
Fidelity786,0980 00For
Delaware/Macquarie436,2600 00For
TIAA331,9980 00For
Charles Schwab271,4650 00For
Allspring178,2020 00For
Columbia Threadneedle107,6870 00For
Equitable90,2340 00For
AllianceBernstein87,7900 00For
Jackson National77,1330 00For
QUANTITATIVE MASTER SERIES LLC66,3580 00For
Nuveen62,8800 00For
VanEck ETF Trust52,8980 00For
Lincoln Financial50,3660 00For
Russell Investments47,2660 00For
AMG FUNDS44,8180 00For
BNY Mellon41,7970 00For
Northern Trust33,1400 00For
Prudential/PGIM30,9000 00For
Royce30,0000 00For
Principal29,2630 00For
GuideStone29,2560 00For

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

4. 2. Advisory Vote to Approve the Compensation of the NEOs

Outcome not verifiedFund totals may overlapSECTION 14A SAY-ON-PAY VOTESReported outcome: Not verified

Combines 12 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%
FOR: 39,109,653AGAINST: 635,748
Details: description as filed, official tally, votes by 257 asset managers

Description as filed by funds: Approve, on an advisory basis, a resolution to approve the compensation of the Company's named executive officers.

WORTHINGTON STEEL INC.’s own tally for this item (“2. Advisory Vote to Approve the Compensation of the NEOs”): 39,109,653 for, 635,748 against, per its Form 8-K filed September 30, 2024 (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.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 98% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

Fund voting reports and institutional-manager reports both cover this item. An institutional manager can report shares that a fund it advises also reports, so the two are shown separately below and never added together, and their sum is not shown (fund and manager reports combined may count the same shares twice).

Fund voting reports: 69 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 managerForAgainst AbstainWithheldVote
Vanguard4,039,0440 00For
BlackRock3,692,2750 00For
Dimensional2,080,9470 00For
State Street799,7070 00For
Fidelity786,0980 00For
Delaware/Macquarie436,2600 00For
TIAA331,9980 00For
Charles Schwab271,4650 00For
Allspring178,2020 00For
Columbia Threadneedle107,6870 00For
Equitable90,2340 00For
AllianceBernstein87,7900 00For
Jackson National77,1330 00For
QUANTITATIVE MASTER SERIES LLC66,3580 00For
Nuveen62,8800 00For
VanEck ETF Trust52,8980 00For
Lincoln Financial50,3660 00For
Russell Investments47,2660 00For
AMG FUNDS44,8180 00For
BNY Mellon41,7970 00For
Northern Trust33,1400 00For
Prudential/PGIM30,9000 00For
Royce30,0000 00For
Principal29,2630 00For
GuideStone29,2560 00For

Fund voting reports, all 69 managers: 13,828,379 for, 2,829 against, 3,590 abstained, 27,478 not voted. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports: 217 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 managerForAgainst AbstainWithheldVote
State Street1,449,5570 00For
BlackRock1,158,3150 00For
GEODE CAPITAL MANAGEMENT, LLC746,8310 00For
MANGROVE PARTNERS IM, LLC625,5860 00For
MACQUARIE INVESTMENT MANAGEMENT BUSINESS TRUST484,2710 00For
Nuveen420,5260 00For
Northern Trust309,5200 00For
Charles Schwab289,2920 00For
MELLON INVESTMENTS Corp260,4250 00For
Dimensional229,1420 00For
Fidelity217,8640 00For
Allspring217,3610 00For
JACOBS LEVY EQUITY MANAGEMENT, INC195,8540 00For
Invesco0187,800 00Against
PRINCIPAL GLOBAL INVESTORS151,4410 00For
AllianceBernstein124,3160 00For
Rhumbline55,4270 00For
TEACHER RETIREMENT SYSTEM OF TEXAS100,7480 00For
PARAMETRIC PORTFOLIO ASSOCIATES LLC96,8330 00For
Vanguard83,3970 00For
Smithfield Trust Co76,7160 00For
Renaissance75,1030 00For
FINANCIAL COUNSELORS INC74,6510 00For
BNY Mellon68,6930 00For
PUBLIC SECTOR PENSION INVESTMENT BOARD67,5580 00For

Institutional-manager reports, all 217 managers: 9,159,852 for, 398,087 against, 2,166 abstained, 55,427 1 year. Showing the 25 largest; see all in the interactive database.

5. Select, on an advisory basis, the frequency of future advisory votes on the compensation of the Company's named…

No official matchFund totals may overlapSECTION 14A SAY-ON-PAY VOTES

Combines 10 wordings of this item as funds reported it.

100% Fund and manager reports combined; may count the same shares twice · no official result

1 YEAR
Details: description as filed, votes by 244 asset managers

Description as filed by funds: Select, on an advisory basis, the frequency of future advisory votes on the compensation of the Company's named executive officers.

Fund voting reports and institutional-manager reports both cover this item. An institutional manager can report shares that a fund it advises also reports, so the two are shown separately below and never added together, and their sum is not shown (fund and manager reports combined may count the same shares twice). The figure above is FOR ÷ (FOR + AGAINST + WITHHELD) of the shares these managers voted; abstained and unvoted shares are in neither half, and these managers are a subset of all shareholders, not the meeting result.

Fund voting reports: 65 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 managerForAgainst AbstainWithheldVote
Vanguard00 00--
BlackRock00 00--
Dimensional00 00--
State Street00 00--
Fidelity00 00--
Delaware/Macquarie00 00--
TIAA00 00--
Charles Schwab00 00--
Allspring00 00--
Columbia Threadneedle00 00--
Equitable00 00--
AllianceBernstein00 00--
Jackson National00 00--
QUANTITATIVE MASTER SERIES LLC00 00--
Nuveen00 00--
VanEck ETF Trust00 00--
Lincoln Financial16,8340 00For
Russell Investments00 00--
AMG FUNDS00 00--
BNY Mellon00 00--
Northern Trust00 00--
Prudential/PGIM00 00--
Royce00 00--
Principal00 00--
Nationwide00 00--

Fund voting reports, all 65 managers: 16,834 for, 3,590 abstained, 11,672,083 1 year, 2,111,137 3 year. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports: 208 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 managerForAgainst AbstainWithheldVote
State Street00 00--
BlackRock00 00--
GEODE CAPITAL MANAGEMENT, LLC00 00--
MACQUARIE INVESTMENT MANAGEMENT BUSINESS TRUST00 00--
Nuveen00 00--
Northern Trust00 00--
Charles Schwab00 00--
MELLON INVESTMENTS Corp00 00--
Dimensional00 00--
Fidelity00 00--
Allspring00 00--
JACOBS LEVY EQUITY MANAGEMENT, INC00 00--
Invesco00 00--
PRINCIPAL GLOBAL INVESTORS00 00--
AllianceBernstein00 00--
Rhumbline55,4270 00For
TEACHER RETIREMENT SYSTEM OF TEXAS00 00--
PARAMETRIC PORTFOLIO ASSOCIATES LLC00 00--
Vanguard00 00--
Smithfield Trust Co00 00--
Renaissance00 00--
FINANCIAL COUNSELORS INC00 00--
BNY Mellon00 00--
PUBLIC SECTOR PENSION INVESTMENT BOARD00 00--
Russell Investments00 00--

Institutional-manager reports, all 208 managers: 120,044 for, 1,325 abstained, 8,562,694 1 year, 243,755 3 year. Showing the 25 largest; see all in the interactive database.

6. 4. Ratification of the Selection of Independent Registered Public Accounting Firm

Outcome not verifiedAUDIT-RELATEDReported outcome: Not verified

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
Details: description as filed, official tally, votes by 66 asset managers

Description as filed by funds: RATIFY THE SELECTION OF KPMG LLP AS THE COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING MAY 31, 2025.

WORTHINGTON STEEL INC.’s own tally for this item (“4. Ratification of the Selection of Independent Registered Public Accounting Firm”): 43,414,345 for, 61,072 against, per its Form 8-K filed September 30, 2024 (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.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 99.8% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 66 asset managers below reported 13,785,870 for, 14,584 against, 3,590 abstained.

FOR
FOR: 13,785,870AGAINST: 14,584ABSTAIN: 3,590
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 managerForAgainst AbstainWithheldVote
Vanguard4,039,0440 00For
BlackRock3,692,2750 00For
Dimensional2,080,9470 00For
State Street799,7070 00For
Fidelity786,0980 00For
Delaware/Macquarie436,2600 00For
TIAA331,9980 00For
Charles Schwab271,4650 00For
Allspring178,2020 00For
Columbia Threadneedle107,6870 00For
Equitable90,2340 00For
AllianceBernstein87,7900 00For
Jackson National77,1330 00For
QUANTITATIVE MASTER SERIES LLC66,3580 00For
Nuveen62,8800 00For
VanEck ETF Trust52,8980 00For
Lincoln Financial50,3660 00For
Russell Investments47,2660 00For
AMG FUNDS44,8180 00For
BNY Mellon41,7970 00For
Northern Trust33,1400 00For
Prudential/PGIM30,9000 00For
Royce30,0000 00For
Principal29,2630 00For
Nationwide26,7010 00For

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

Largest WORTHINGTON STEEL INC. shareholders voting in 2024-2025

Ranked separately for each type of Form N-PX report. An institutional manager can report shares that a fund it advises also reports, so the two tables can list the same shares and are never added together. Each is ranked by the shares voted on the item that the most managers of that type reported, shown as a share of the 49,424,731 shares outstanding at the time of that meeting.

Fund voting reports: top WORTHINGTON STEEL INC. shareholders by shares voted on “Approve, on an advisory basis, a resolution to approve the compensation of the Company's named…”, 2024-2025
#Asset manager % of shares outstanding
1Vanguard 8.17%
2BlackRock 7.47%
3Dimensional 4.21%
4State Street 1.62%
5Fidelity 1.59%
6Delaware/Macquarie 0.88%
7TIAA 0.67%
8Charles Schwab 0.55%
9Allspring 0.36%
10Columbia Threadneedle 0.22%
Institutional-manager reports: top WORTHINGTON STEEL INC. shareholders by shares voted on “Approve, on an advisory basis, a resolution to approve the compensation of the Company's named…”, 2024-2025
#Asset manager % of shares outstanding
1State Street 2.93%
2BlackRock 2.34%
3GEODE CAPITAL MANAGEMENT, LLC 1.51%
4MANGROVE PARTNERS IM, LLC 1.27%
5MACQUARIE INVESTMENT MANAGEMENT BUSINESS TRUST 0.98%
6Nuveen 0.85%
7Northern Trust 0.63%
8Charles Schwab 0.59%
9MELLON INVESTMENTS Corp 0.53%
10Dimensional 0.46%

Reported WORTHINGTON STEEL INC. holdings and ownership

As disclosed to the SEC in Form 13F (quarter-end holdings of 30 large managers), Schedules 13D and 13G (beneficial ownership above 5%) and the company’s own proxy statement (DEF 14A). Each row names its form.

WORTHINGTON STEEL INC. holdings and ownership disclosed 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 August 31, 2024 (see the filing on EDGAR). This is the count contemporaneous with the 2024-2025 meeting, not today’s. Each holding is as of its own filing, which may be dated before or after the meeting.

About this page

Every figure above is derived from filings made with the US Securities and Exchange Commission: Form N-PX, in which registered funds disclose how they voted every proxy and institutional managers disclose their votes on executive pay (say-on-pay, say-on-frequency and golden parachutes), 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 August 31, 2024. This page is a static snapshot rebuilt weekly on October 14, 2026; a live search always shows the current data.

At WORTHINGTON STEEL INC.'s shareholder meeting held September 25, 2024, in the 2024-2025 proxy season, 257 asset managers reported how they voted in their SEC Form N-PX filings, covering 1,910 separate fund positions. Their filings are grouped here into 6 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 September 30, 2024.

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

Download data (CSV): ballot items · votes by manager · column guide.