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Worthington Steel, Inc. 2025-2026 Proxy Voting Records

Compiled from SEC Form N-PX filings and Worthington Steel, Inc.’s Form 8-K, filed September 29, 2025 (Item 5.07 on EDGAR). Page generated October 14, 2026.

5Ballot items
276Asset managers
1,566Fund votes
September 24, 2025Meeting date

Results at a glance

Meeting of September 24, 2025: 5 items on Worthington Steel, Inc.’s Form 8-K, filed September 29, 2025: 2 approved · 3 without a stated outcome.

Material dissent

Elect Director: Mary Schiavo 78% of votes cast Outcome not stated Director under 80%

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 2025-2026 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 29, 2025 (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 24, 2025
Ballot item	For	Against	Abstain	Withheld	Broker non-votes	Support (of votes cast)	Reported outcome	Voting standard
Elect Director: Jon J. Bowsher	35,619,116	6,235,543	38,206	--	3,341,413	85%	Not verified	—
Elect Director: Charles M. Chiappone	39,296,870	2,546,167	49,828	--	3,341,413	94%	Not verified	—
Elect Director: Mary Schiavo	32,653,766	9,047,388	191,711	--	3,341,413	78%	Not verified	—
2. Advisory Vote to Approve the Compensation of the NEOs	40,379,527	1,245,153	268,185	--	3,341,413	97%	Approved	—
3. Ratification of the Selection of Independent Registered Public Accounting Firm	44,923,177	267,429	43,672	--	--	99.4%	Approved	—

Source: Worthington Steel, Inc., Form 8-K, filed with the SEC on September 29, 2025 — read the filing on EDGAR.

How asset managers voted at the Worthington Steel, Inc. 2025-2026 meeting

Each item below shows how the 276 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.

1. Elect Director: Jon J. Bowsher

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 4 wordings of this item as funds reported it.

85% Majority: yes · of votes cast

FOR 85%AGAINST

FOR: 35,619,116AGAINST: 6,235,543

Details: description as filed, official tally, votes by 74 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 2028 Annual Meeting of Shareholders: Jon J. Bowsher

Worthington Steel, Inc.’s own tally for this item (“Elect Director: Jon J. Bowsher”): 35,619,116 for, 6,235,543 against, per its Form 8-K filed September 29, 2025 (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: 85% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 74 asset managers below reported 12,516,688 for, 2,468,718 against, 3,590 abstained.

FORAGAINST

FOR: 12,516,688AGAINST: 2,468,718ABSTAIN: 3,590

Largest asset managers voting on “Elect three directors, each to serve for a term of three years to expire at the Company's 2028 Annual Meeting ” at Worthington Steel, Inc., 2025-2026
Asset manager	For	Against	Vote
BlackRock	4,300,491	0	For
Vanguard	4,115,149	1,721	For
State Street	1,200,771	1,180	For
Dimensional	0	902,883	Against
Fidelity	757,770	600	For
Charles Schwab	556,055	0	For
American Century	0	393,994	Against
EA Series Trust	0	192,095	Against
TIAA	180,401	0	For
Invesco	173,721	0	For
BRIDGEWAY FUNDS INC	0	154,000	Against
VanEck ETF Trust	153,772	0	For
Allspring	0	147,889	Against
Royce	0	141,801	Against
Columbia Threadneedle	133,507	0	For
AllianceBernstein	114,184	0	For
WisdomTree	108,390	0	For
Goldman Sachs	0	106,679	Against
First Trust	0	94,078	Against
Nuveen	87,917	0	For
Equitable	77,032	0	For
Jackson National	61,087	11,300	Mixed
AMG FUNDS	61,968	0	For
Russell Investments	61,507	0	For
QUANTITATIVE MASTER SERIES LLC	56,361	0	For

Showing the 25 largest of 74 asset managers. See all 74 in the interactive database.

2. Elect Director: Charles M. Chiappone

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 4 wordings of this item as funds reported it.

94% Majority: yes · of votes cast

FOR 94%

FOR: 39,296,870AGAINST: 2,546,167

Details: description as filed, official tally, votes by 74 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 2028 Annual Meeting of Shareholders: Charles M. Chiappone

Worthington Steel, Inc.’s own tally for this item (“Elect Director: Charles M. Chiappone”): 39,296,870 for, 2,546,167 against, per its Form 8-K filed September 29, 2025 (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: 94% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 74 asset managers below reported 14,052,546 for, 932,860 against, 3,590 abstained.

FOR

FOR: 14,052,546AGAINST: 932,860ABSTAIN: 3,590

Largest asset managers voting on “Elect three directors, each to serve for a term of three years to expire at the Company's 2028 Annual Meeting ” at Worthington Steel, Inc., 2025-2026
Asset manager	For	Against	Vote
BlackRock	4,300,491	0	For
Vanguard	4,116,860	10	For
State Street	1,201,951	0	For
Dimensional	0	902,883	Against
Fidelity	758,370	0	For
Charles Schwab	556,055	0	For
American Century	393,994	0	For
EA Series Trust	192,095	0	For
TIAA	180,401	0	For
Invesco	173,721	0	For
BRIDGEWAY FUNDS INC	154,000	0	For
VanEck ETF Trust	153,772	0	For
Allspring	147,889	0	For
Royce	141,801	0	For
Columbia Threadneedle	133,507	0	For
AllianceBernstein	114,184	0	For
WisdomTree	108,390	0	For
Goldman Sachs	106,679	0	For
First Trust	94,078	0	For
Nuveen	87,917	0	For
Equitable	77,032	0	For
Jackson National	61,087	11,300	Mixed
AMG FUNDS	61,968	0	For
Russell Investments	61,507	0	For
QUANTITATIVE MASTER SERIES LLC	56,361	0	For

Showing the 25 largest of 74 asset managers. See all 74 in the interactive database.

3. Elect Director: Mary Schiavo

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 4 wordings of this item as funds reported it.

78% Majority: yes · of votes cast

FOR 78%AGAINST

FOR: 32,653,766AGAINST: 9,047,388

Details: description as filed, official tally, votes by 74 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 2028 Annual Meeting of Shareholders: Mary Schiavo

Worthington Steel, Inc.’s own tally for this item (“Elect Director: Mary Schiavo”): 32,653,766 for, 9,047,388 against, per its Form 8-K filed September 29, 2025 (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: 78% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 74 asset managers below reported 10,593,533 for, 4,258,366 against, 137,097 abstained.

FORAGAINST

FOR: 10,593,533AGAINST: 4,258,366ABSTAIN: 137,097

Largest asset managers voting on “Elect three directors, each to serve for a term of three years to expire at the Company's 2028 Annual Meeting ” at Worthington Steel, Inc., 2025-2026
Asset manager	For	Against	Abstain	Vote
BlackRock	4,300,491	0	0	For
Vanguard	4,111,536	5,334	0	For
State Street	2,658	1,199,293	0	Against
Dimensional	0	902,883	0	Against
Fidelity	757,770	600	0	For
Charles Schwab	556,055	0	0	For
American Century	0	393,994	0	Against
EA Series Trust	0	192,095	0	Against
TIAA	180,401	0	0	For
Invesco	0	173,721	0	Against
BRIDGEWAY FUNDS INC	0	154,000	0	Against
VanEck ETF Trust	0	153,772	0	Against
Allspring	0	147,889	0	Against
Royce	0	141,801	0	Against
Columbia Threadneedle	0	0	133,507	Abstain
AllianceBernstein	0	114,184	0	Against
WisdomTree	108,390	0	0	For
Goldman Sachs	0	106,679	0	Against
First Trust	0	94,078	0	Against
Nuveen	87,917	0	0	For
Equitable	53,102	23,930	0	Mixed
Jackson National	61,087	11,300	0	Mixed
AMG FUNDS	61,968	0	0	For
Russell Investments	0	61,507	0	Against
QUANTITATIVE MASTER SERIES LLC	56,361	0	0	For

Showing the 25 largest of 74 asset managers. See all 74 in the interactive database.

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

Official result Fund totals may overlapSECTION 14A SAY-ON-PAY VOTESReported outcome: Approved

Combines 8 wordings of this item as funds reported it.

97% Approved · of votes cast

FOR 97%

FOR: 40,379,527AGAINST: 1,245,153

Details: description as filed, official tally, votes by 276 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”): 40,379,527 for, 1,245,153 against — passed, per its Form 8-K filed September 29, 2025 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “At the Annual Meeting, our shareholders approved the advisory resolution to approve the compensation of our named executive officers, as described in our proxy statement for the Annual Meeting.”
Support: 97% 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: 73 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., 2025-2026
Asset manager	For	Against	Abstain	Vote
BlackRock	4,300,491	0	0	For
Vanguard	4,116,867	2	0	For
State Street	1,201,951	0	0	For
Dimensional	902,883	0	0	For
Fidelity	758,370	0	0	For
Charles Schwab	556,055	0	0	For
American Century	0	393,994	0	Against
EA Series Trust	0	0	192,095	Abstain
TIAA	180,401	0	0	For
Invesco	0	173,721	0	Against
BRIDGEWAY FUNDS INC	154,000	0	0	For
VanEck ETF Trust	153,772	0	0	For
Allspring	147,889	0	0	For
Royce	141,801	0	0	For
Columbia Threadneedle	133,507	0	0	For
AllianceBernstein	114,184	0	0	For
WisdomTree	108,390	0	0	For
Goldman Sachs	106,679	0	0	For
First Trust	94,078	0	0	For
Nuveen	87,917	0	0	For
Equitable	77,032	0	0	For
Jackson National	72,387	0	0	For
AMG FUNDS	61,968	0	0	For
Russell Investments	61,507	0	0	For
QUANTITATIVE MASTER SERIES LLC	56,361	0	0	For

Fund voting reports, all 73 managers: 14,207,986 for, 585,324 against, 195,685 abstained. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports: 227 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., 2025-2026
Asset manager	For	Against	Vote
BlackRock	1,129,276	0	For
GEODE CAPITAL MANAGEMENT, LLC	812,715	0	For
State Street	659,233	0	For
Charles Schwab	596,246	0	For
American Century	0	436,947	Against
Nuveen	308,093	0	For
Northern Trust	304,947	0	For
TEACHER RETIREMENT SYSTEM OF TEXAS	298,606	0	For
AllianceBernstein	242,171	0	For
MELLON INVESTMENTS Corp	223,340	0	For
Dimensional	221,313	0	For
Fidelity	39,060	163,612	Mixed
Invesco	0	193,988	Against
PRINCIPAL GLOBAL INVESTORS	173,115	0	For
Allspring	172,015	0	For
Vanguard	159,551	0	For
BRIDGEWAY CAPITAL MANAGEMENT, LLC	154,000	0	For
VAN ECK ASSOCIATES CORP	153,772	0	For
JACOBS LEVY EQUITY MANAGEMENT, INC	136,347	0	For
PUBLIC SECTOR PENSION INVESTMENT BOARD	116,828	0	For
Russell Investments	115,330	0	For
PARAMETRIC PORTFOLIO ASSOCIATES LLC	113,628	0	For
Fisher Asset Management, LLC	105,675	0	For
Goldman Sachs	101,257	0	For
CSM Advisors, LLC	0	0	--

Institutional-manager reports, all 227 managers: 8,027,612 for, 952,545 against, 2,423 abstained, 3 not voted, 86,746 unknown. Showing the 25 largest; see all in the interactive database.

5. 3. Ratification of the Selection of Independent Registered Public Accounting Firm

Official resultAUDIT-RELATEDReported outcome: Approved

Combines 2 wordings of this item as funds reported it.

99.4% Approved · of votes cast

FOR 99.4%

FOR: 44,923,177AGAINST: 267,429

Details: description as filed, official tally, votes by 71 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, 2026.

Worthington Steel, Inc.’s own tally for this item (“3. Ratification of the Selection of Independent Registered Public Accounting Firm”): 44,923,177 for, 267,429 against — passed, per its Form 8-K filed September 29, 2025 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “Proposal 3: Ratification of the Selection of Independent Registered Public Accounting Firm”
Support: 99.4% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 71 asset managers below reported 14,722,658 for, 205,979 against, 3,590 abstained.

FOR

FOR: 14,722,658AGAINST: 205,979ABSTAIN: 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., 2025-2026
Asset manager	For	Against	Vote
BlackRock	4,300,491	0	For
Vanguard	4,116,870	0	For
State Street	1,201,951	0	For
Dimensional	902,883	0	For
Fidelity	758,370	0	For
Charles Schwab	556,055	0	For
American Century	393,994	0	For
EA Series Trust	0	192,095	Against
TIAA	180,401	0	For
Invesco	173,721	0	For
BRIDGEWAY FUNDS INC	154,000	0	For
VanEck ETF Trust	153,772	0	For
Allspring	147,889	0	For
Royce	141,801	0	For
Columbia Threadneedle	133,507	0	For
AllianceBernstein	114,184	0	For
WisdomTree	108,390	0	For
Goldman Sachs	106,679	0	For
First Trust	94,078	0	For
Nuveen	87,917	0	For
Equitable	77,032	0	For
Jackson National	72,387	0	For
AMG FUNDS	61,968	0	For
Russell Investments	61,507	0	For
QUANTITATIVE MASTER SERIES LLC	56,361	0	For

Showing the 25 largest of 71 asset managers. See all 71 in the interactive database.

Largest Worthington Steel, Inc. shareholders voting in 2025-2026

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 49,635,244 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…”, 2025-2026
#	Asset manager	% of shares outstanding
1	BlackRock	8.66%
2	Vanguard	8.29%
3	State Street	2.42%
4	Dimensional	1.82%
5	Fidelity	1.53%
6	Charles Schwab	1.12%
7	American Century	0.79%
8	EA Series Trust	0.39%
9	TIAA	0.36%
10	Invesco	0.35%

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…”, 2025-2026
#	Asset manager	% of shares outstanding
1	BlackRock	2.28%
2	GEODE CAPITAL MANAGEMENT, LLC	1.64%
3	State Street	1.33%
4	Charles Schwab	1.20%
5	American Century	0.88%
6	Nuveen	0.62%
7	Northern Trust	0.61%
8	TEACHER RETIREMENT SYSTEM OF TEXAS	0.60%
9	AllianceBernstein	0.49%
10	MELLON INVESTMENTS Corp	0.45%

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 2025-2026 proxy season
Holder	% outstanding	Disclosure
BlackRock	10.28%	13F
Vanguard Group	8.64%	13F
Dimensional Fund Advisors	5.08%	13F
State Street	4.56%	13F
Geode Capital	1.69%	13F
Charles Schwab	1.49%	13F
Morgan Stanley	0.81%	13F
Invesco	0.76%	13F
Northern Trust	0.73%	13F
Goldman Sachs	0.72%	13F

Percentages above are of 49,635,244 shares outstanding, as reported by Worthington Steel, Inc. on its Form 10-Q dated August 31, 2025 (see the filing on EDGAR). This is the count contemporaneous with the 2025-2026 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, 2025. 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 24, 2025, in the 2025-2026 proxy season, 276 asset managers reported how they voted on 5 ballot items in their SEC Form N-PX filings, covering 1,566 separate fund positions. 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… — Worthington Steel, Inc.'s filing reports the proposal as approved, with 97% support 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). Source: Worthington Steel, Inc.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on September 29, 2025.

Worthington Steel, Inc. proxy season coverage: 2024-2025 · 2025-2026 (this page).

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