Equity	12 Months Ended
May 31, 2017
Equity	Note I – Equity Preferred Shares: The Worthington Industries, Inc. Amended Articles of Incorporation authorize two classes of preferred shares and their relative voting rights. The Board of Directors of Worthington Industries, Inc. is empowered to determine the issue prices, dividend rates, amounts payable upon liquidation and other terms of the preferred shares when issued. No preferred shares are issued or outstanding. Common Shares: On June 25, 2014, the Board of Directors of Worthington Industries, Inc. authorized the repurchase of up to 10,000,000 of our outstanding common shares. An aggregate of 5,953,855 common shares have been repurchased under this authorization, leaving 4,046,145 common shares available for repurchase at May 31, 2017. No common shares were repurchased under this authorization during fiscal 2017. During fiscal 2016, we repurchased 3,500,000 common shares having an aggregate cost of $99,847,000 under this authorization. During fiscal 2015, we repurchased 4,176,187 common shares having an aggregate cost of $127,360,000, including 2,453,855 common shares under this authorization. Common shares available for repurchase under this authorization may be purchased from time to time, with consideration given to the market price of the common shares, the nature of other investment opportunities, cash flows from operations, general economic conditions and other relevant considerations. Repurchases may be made on the open market or through privately negotiated transactions. On October 1, 2014, the Company amended its non-qualified deferred compensation plans for employees to require that any portion of a participant’s current account credited to the theoretical common share option, which reflects the fair value of the Company’s common shares with dividends reinvested, and any new contributions credited to the theoretical common share option remain credited to the theoretical common share option until distributed. For amounts credited to the theoretical common share option, payouts are required to be made in the form of whole common shares of the Company and cash in lieu of fractional common shares. As a result, we account for the deferred compensation obligation credited to the theoretical common share option within equity. The amounts credited to equity totaled $1,259,000 and $960,000 during fiscal 2017 and fiscal 2016, respectively. Prior to October 1, 2014, participant accounts credited to the theoretical common share option were settled in cash and classified as a liability in the Company’s consolidated balance sheets.

Equity

12 Months Ended

May 31, 2017

Note I – Equity

Preferred Shares: The Worthington Industries, Inc. Amended Articles of Incorporation authorize two classes of preferred shares and their relative voting rights. The Board of Directors of Worthington Industries, Inc. is empowered to determine the issue prices, dividend rates, amounts payable upon liquidation and other terms of the preferred shares when issued. No preferred shares are issued or outstanding.

Common Shares: On June 25, 2014, the Board of Directors of Worthington Industries, Inc. authorized the repurchase of up to 10,000,000 of our outstanding common shares. An aggregate of 5,953,855 common shares have been repurchased under this authorization, leaving 4,046,145 common shares available for repurchase at May 31, 2017.

No common shares were repurchased under this authorization during fiscal 2017. During fiscal 2016, we repurchased 3,500,000 common shares having an aggregate cost of $99,847,000 under this authorization. During fiscal 2015, we repurchased 4,176,187 common shares having an aggregate cost of $127,360,000, including 2,453,855 common shares under this authorization.

Common shares available for repurchase under this authorization may be purchased from time to time, with consideration given to the market price of the common shares, the nature of other investment opportunities, cash flows from operations, general economic conditions and other relevant considerations. Repurchases may be made on the open market or through privately negotiated transactions.

On October 1, 2014, the Company amended its non-qualified deferred compensation plans for employees to require that any portion of a participant’s current account credited to the theoretical common share option, which reflects the fair value of the Company’s common shares with dividends reinvested, and any new contributions credited to the theoretical common share option remain credited to the theoretical common share option until distributed. For amounts credited to the theoretical common share option, payouts are required to be made in the form of whole common shares of the Company and cash in lieu of fractional common shares. As a result, we account for the deferred compensation obligation credited to the theoretical common share option within equity. The amounts credited to equity totaled $1,259,000 and $960,000 during fiscal 2017 and fiscal 2016, respectively. Prior to October 1, 2014, participant accounts credited to the theoretical common share option were settled in cash and classified as a liability in the Company’s consolidated balance sheets.