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Get filing alertsWorthington Enterprises reports Q4 FY2026 results with $295.8M adjusted EBITDA, 17% sales growth
Filed June 26, 2026 · Period ending June 22, 2026 · ~1 min read
Key Changes
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Q4 FY2026 sales grew 17% (3% organic) with net earnings of $48M vs. $4M prior year; full-year adjusted EBITDA reached $295.8M, up 12%, with $170M free cash flow (102% conversion rate).
Item 2.02 — Results of Operations and Financial Condition verify on EDGAR → -
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Net debt-to-adjusted EBITDA ratio of 0.9x as of May 31, 2026, with net debt of $278.2M ($305.9M long-term debt less $27.7M cash), indicating conservative leverage.
Item 2.02 — Results of Operations and Financial Condition verify on EDGAR → -
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Board declared quarterly dividend of $0.20 per share (5% increase) payable September 2026; data center ASME tank shipments reached $ 71,601 in FY2026 with at least that amount expected in Q1 FY2027.
Exhibit 99.1 view on EDGAR → -
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Four executives (CFO, General Counsel, Consumer Products president, Building Products president) each granted 25,000 performance shares vesting on 4-year EBITDA and ROA targets plus continued employment through 2030 certification.
Item 5.02 — Departure of Directors or Certain Officers; Election of Directors; Compensation verify on EDGAR →
Summary
Worthington Enterprises disclosed strong fourth-quarter and full-year fiscal 2026 results in its June 24 earnings call. The company delivered 17% sales growth in Q4 (3% organic) with net earnings rebounding to $48 million from $4 million in the prior-year quarter.
For the full fiscal year, adjusted EBITDA grew 12% to $295.8 million while free cash flow reached $170 million—a 102% conversion rate—despite elevated capital spending on facility modernization. The balance sheet remains healthy with net debt at 0.9x adjusted EBITDA.
The company is positioning for growth in data center liquid cooling infrastructure, having shipped $13 million of ASME tanks in fiscal 2026 and expecting at least that amount in the first quarter of fiscal 2027. Management is investing in additional capacity to support this multi-year opportunity. The board increased the quarterly dividend 5% to $0.20 per share, reflecting confidence in cash generation. Separately, the company granted retention-focused performance share awards to four senior executives, with vesting contingent on meeting quarterly EBITDA and return-on-assets targets through fiscal 2030 and continued employment. The filing reflects a company delivering solid operational execution while investing in emerging growth markets and retaining key leadership.
Section-by-Section Diff
Event · Item 2.02 — Results of Operations and Financial Condition
Worthington Enterprises held Q4 FY2026 earnings call, disclosing adjusted EBITDA of $295.8M and net debt-to-EBITDA ratio of 0.9x.
Added in current filing · verify on EDGAR →
Worthington Enterprises, Inc. ("we," "our," and "us") conducted a conference call on June 24, 2026, beginning at approximately 8:30 a.m., Eastern Time, to discuss our unaudited financial results for the fourth quarter of fiscal 2026 ended May 31, 2026.
The company held an earnings conference call to discuss fourth-quarter fiscal 2026 results for the period ended May 31, 2026. The call addressed financial results and outlook for the company and its subsidiaries.
Added in current filing · verify on EDGAR →
Adjusted EBITDA (non-GAAP) (1) | $ 83,523 | $ 84,615 | $ 60,478 | $ 67,211
The company disclosed quarterly adjusted EBITDA for fiscal 2026: Q4 $83.5M, Q3 $84.6M, Q2 $60.5M, and Q1 $67.2M. Adjusted EBITDA excludes items like inventory step-up amortization, restructuring expenses, and unrealized gains/losses on investments.
Added in current filing · verify on EDGAR →
Fiscal 2026 adjusted EBITDA (non-GAAP) | $ 295,827
Full-year fiscal 2026 adjusted EBITDA totaled $295.8 million. This non-GAAP measure is used by the company to assess operating performance and excludes items not necessarily indicative of ongoing operations.
Show 1 minor / wording change
Added in current filing · verify on EDGAR →
Loss on partial sale of investment in SES | - | - | 2,950 | -
The company recorded a $2.95 million loss on the partial sale of its investment in SES during the second quarter of fiscal 2026. This was treated as an adjustment to EBITDA as a non-recurring item.
Event · Item 5.02 — Departure of Directors or Certain Officers; Election of Directors; Compensation
Item 5.02 — Departure of Directors or Certain Officers; Election of Directors; Compensation filed; see Key Changes for terms.
Added in current filing · verify on EDGAR →
On June 22, 2026, the Compensation Committee (“Committee”) of our Board of Directors approved a special leadership retention performance share (“Performance Shares”) award for Colin J. Souza, our Vice President and Chief Financial Officer, Patrick J. Kennedy, our Vice President – General Counsel & Secretary, Steven M. Caravati, the President of our Consumer Products segment, and James R. Bowes, the President of our Building Products segment. The award is intended to facilitate executive retention and shareholder alignment. Each participant listed above was awarded 25,000 Performance Shares
The company granted 25,000 performance shares to each of four senior executives: the CFO, General Counsel, and the presidents of the Consumer Products and Building Products segments. The awards are designed to retain key leadership and align their interests with shareholders through performance-based vesting over a four-year period.
Added in current filing · verify on EDGAR →
The Performance Conditions applicable to the award are predetermined goals of our (i) adjusted earnings before interest, tax, depreciation and amortization for each fiscal quarter during the period beginning on the first day of our 2027 fiscal year and ending on the final day of our 2030 fiscal year (the “Performance Period”), and (ii) adjusted return on assets for each fiscal quarter during the Performance Period. If both the Performance Conditions are satisfied, all Performance Shares will become eligible to vest.
The performance shares vest only if the company meets predetermined quarterly targets for both adjusted EBITDA and adjusted return on assets throughout fiscal years 2027 through 2030. Both metrics must be achieved for any shares to become eligible to vest, creating a dual hurdle for executive compensation.
Show 2 minor / wording changes
Added in current filing · verify on EDGAR → · paraphrased
The Retention Condition applicable to the award requires the participant to remain continuously employed by us or our subsidiaries through the Certification Date. Any Performance Shares that become eligible to vest under the Performance Conditions will vest in full on the Certification Date if the Retention Condition is satisfied. The Committee shall review and certify the achievement of the Performance Conditions on a date within 60 days following the end of the Performance Period ("Certification Date").
Executives must remain employed through the certification date (within 60 days after the performance period ends in 2030) for shares to vest. Even if performance targets are met, shares are forfeited if the executive leaves before certification, except in limited circumstances like death, disability, or change in control.
Added in current filing · verify on EDGAR →
If the participant’s employment terminates due to death or disability before the Certification Date, the Performance Shares will vest on the Certification Date, if at all, only if the Performance Conditions are met. If there is a change in control, as defined in the 2024 LTIP, the Performance Shares will fully vest on the date of such change in control. If the participant’s employment is terminated by us without cause after the Performance Conditions are met, but before the Certification Date, any outstanding Performance Shares that were eligible to vest as a result of meeting the Performance Conditions will vest.
The awards include standard accelerated vesting provisions: full immediate vesting upon a change in control, performance-contingent vesting upon death or disability, and vesting of earned shares if terminated without cause after performance goals are met. These provisions protect executives in extraordinary circumstances while maintaining performance accountability.
Event · Exhibit 99.1
Added in current filing · view on EDGAR →
In the quarter, driven by great work across our teams, sales increased by 17% and organic growth was 3%. Net earnings increased to $48 million from $4 million a year ago. Adjusted net earnings were $48 million and adjusted EBITDA was $83.5 million.
Worthington Enterprises reported fourth quarter fiscal 2026 results showing sales growth of 17% with 3% organic growth. Net earnings rose to $48 million from $4 million in the prior year quarter, while adjusted EBITDA reached $83.5 million. The company noted margin pressure in its cooling and construction business and lower earnings from ClarkDietrich compared to a strong prior year quarter.
Added in current filing · view on EDGAR →
Free cash flow was $55 million, our highest quarterly cash flow at Worthington Enterprises, despite elevated capital spending associated with our ongoing facility modernization project.
The company generated $55 million in free cash flow during the quarter, marking its highest quarterly cash generation since becoming Worthington Enterprises. This was achieved despite elevated capital spending on a facility modernization project. For the full fiscal year 2026, free cash flow totaled $170 million, representing a 102% conversion rate relative to adjusted net earnings.
Added in current filing · view on EDGAR →
We shipped approximately $13 million of ASME tanks for data centers during fiscal 2026. We currently expect to ship at least that much in the first quarter of fiscal 2027.
Worthington disclosed that it shipped approximately $13 million of ASME water tanks for liquid cooling in data centers during fiscal 2026 and expects to ship at least that amount in the first quarter of fiscal 2027. The company is investing in additional equipment and capacity to support growing demand in this emerging market, which it views as a multi-year growth opportunity.
Added in current filing · view on EDGAR →
Fiscal 2026 was an important year for Worthington Enterprises. We delivered 20% sales growth, 9% of that was organic growth, and 12% adjusted EBITDA growth. We generated $170 million of free cash flow while successfully reducing SG&A as percentage of sales by 200 basis points.
For the full fiscal year 2026, Worthington Enterprises delivered 20% sales growth (including 9% organic growth) and 12% adjusted EBITDA growth. The company generated $170 million in free cash flow and reduced SG&A as a percentage of sales by 200 basis points. These results were achieved while integrating two acquisitions (Elgen and LSI) and navigating tariffs, supply chain challenges, and economic uncertainty.
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Figures/quotes linked to EDGAR · Narrative written by AI · Jun 29, 2026 · How we verify