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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Employee Stock Option | $ 18.17 | 06/01/2006 | A | 35,000 | 06/01/2007(1) | 05/31/2016 | common shares | 35,000 | $ 0 | 35,000 | D | ||||
Phanton Stock | (2) | (3) | (4) | common shares | 10,792 | 10,792 (5) | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Ponko Edmund L 200 OLD WILSON BRIDGE RD. COLUMBUS, OH 43085 |
Pres. Dietrich Industries |
/s/ Dale T. Brinkman, as attorney-in-fact for Edmund L. Ponko, Jr. | 06/02/2006 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | This option was granted out of the Worthington Industries, Inc. 2003 Stock Option Plan and vests at 20% per year beginning on the first anniversary of the grant date. Date listed is the first day any portion of the option vests. Additional portions of 20% of the option vest annually on 6/01/2008, 6/01/2009, 6/01/2010 and 6/01/2011. |
(2) | The accounts track common shares on a one-for-one basis |
(3) | The account balances related to the theoretical common shares may be immediately transferred to other investment options under the terms of the deferred compensation plans. |
(4) | These are unfunded accounts under Worthington Industries, Inc.'s deferred compensation plan invested in phantom stock. Distributions are made only in cash, and generally commence upon retirement or other termination of employment. |
(5) | Amount listed is the most up-to-date information available regarding phantom stock acquired as a result of reinvestment of dividends pursuant to the Worthington Industries, Inc. Dividend Reinvestment and Stock Purchase Plan as of May 31, 2006. Between September 29, 2005 and May 31, 2006, 189 common shares were acquired through dividend reinvestments in that fund. |