Worthington Steel Inc 2026年季度报告

(Mark One) ☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the quarterly period ended November 30, 2025 or TRANSITIONREPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the transition period from ___________ to ___________ Commission File Number: 001-41830 WORTHINGTON STEEL, INC. (Exact name of registrant as specified in its charter) Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject tosuch filing requirements for the past 90 days. Yes☒No☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required tosubmit such files). Yes☒No☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company,or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerginggrowth company” in Rule 12b-2 of the Exchange Act. Large accelerated filer☒Accelerated filer☐Non-accelerated filer☐Smaller reporting company☐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 withany new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes☐No☒ APPLICABLE ONLY TO CORPORATE ISSUERS: On January 6, 2026, the number of common shares, without par value, of the registrant issued and outstanding was 50,805,635. TABLE OF CONTENTS PageCautionary Note Regarding Forward-Looking StatementsiiPart I. Financial InformationItem 1.Financial StatementsConsolidated Balance Sheets – November 30, 2025 and May 31, 20251Consolidated Statements of Earnings – Three Months and Six Months Ended November 30, 2025, andNovember 30, 20243Consolidated Statements of Comprehensive Income – Three Months and Six Months Ended November 30,2025, and November 30, 20244Consolidated Statements of Cash Flows – Six Months Ended November 30, 2025, and November 30, 20245Consolidated Statements of Equity and Mezzanine Equity – Six Months Ended November 30, 2025, andNovember 30, 20246Condensed Notes to Consolidated Financial Statements7Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations31Item 3.Quantitative and Qualitative Disclosures About Market Risk45Item 4.Controls and Procedures45Part II. Other InformationItem 1.Legal Proceedings46Item 1A.Risk Factors46Item 2.Unregistered Sales of Equity Securities and Use of Proceeds46Item 3.Defaults Upon Senior Securities46Item 4.Mine Safety Disclosures46Item 5.Other Information47Item 6.Exhibits47Signatures48 CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS Selected statements made by Worthington Steel, Inc. (“Worthington Steel” and, together with its consolidated subsidiaries, the“Company,” “we,” “us,” or “our”) contained in this Quarterly Report on Form 10-Q (this “Form 10-Q”), including, withoutlimitation, in “PART I – Item 1. – Note 5 – Contingent Liabilities and Commitments” and in “PART I – Item 2. – Management’sDiscussion and Analysis of Financial Condition and Results of Operations,” constitute “forward-looking statements,” as that term isused in the Private Securities Litigation Reform Act of 1995, as amended (the “PSLRA”). Forward-looking statements reflect theCompany’s current expectations, estimates or projections concerning future results or events. These statements are often identifiedby 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,” or other similarwords 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;•anticipated benefits of Worthington Enterprises, Inc.’s separation of its steel processing business into Worthington Steel as astand-alone, publicly traded company on December 1, 2023 (the “Separation”);•expected financial and operational performance, and future opportunities;•the tax treatment of the Separation;•future or expected growth, growth potential, forward momentum, performance, competitive position, sales, volumes, cashflows,