Enovix CEO has shares withheld for RSU taxes

Enovix Corp President and CEO Rajendra K. Talluri reported a routine tax-related share disposition.

Rhea-AI Filing Summary

Enovix Corp President and CEO Rajendra K. Talluri reported a routine tax-related share disposition. On May 8, 2026, 4,300 shares of common stock were withheld at $6.61 per share to satisfy tax obligations from the vesting of restricted stock units. After this withholding, he directly holds 3,075,845 shares, including 2,031,277 shares issuable upon RSU vesting and additional performance RSUs scheduled for release in 2027 and 2028.

Insider Trade Summary

Exercise Price or Tax Liability: 4,300 shares

Exercise Price or Tax Liability 1 txn

Insider Talluri Rajendra K

Role President and CEO

Type	Security	Shares	Price	Value
Exercise Price or Tax Liability	Common Stock	4,300	$6.61	$28K

Holdings After Transaction: Common Stock — 3,075,845 shares (Direct)

Footnotes (2)

1. F1. Reflects the withholding of shares of the Issuer's common stock to satisfy tax withholding obligations in connection with the vesting of restricted stock units ("RSUs").
2. F2. Includes 2,031,277 shares issuable upon the vesting and settlement of RSUs granted to the Reporting Person, as well as: (i) 47,775 vested performance restricted stock units ("PRSUs"), which will be released to the Reporting Person in March 2027, and (ii) an aggregate of 259,611 PRSUs, 50% of which will be released in April 2027, with the remainder to be released in April 2028. Each PRSU represents a contingent right to receive one share of the Issuer's common stock upon settlement.

Key Figures

Tax withholding shares: 4,300 shares Withholding price: $6.61 per share Shares held after transaction: 3,075,845 shares +3 more

6 metrics

Tax withholding shares 4,300 shares Withheld on May 8, 2026 for RSU tax obligations

Withholding price $6.61 per share Price used for tax-withholding share disposition

Shares held after transaction 3,075,845 shares Total direct holdings following the May 8, 2026 transaction

RSUs included in holdings 2,031,277 shares Shares issuable upon vesting and settlement of RSUs

Vested PRSUs 47,775 units PRSUs to be released to the CEO in March 2027

Additional PRSUs 259,611 units PRSUs releasing 50% in April 2027 and 50% in April 2028

Key Terms

restricted stock units ("RSUs"), performance restricted stock units ("PRSUs"), tax withholding obligations, vesting and settlement

4 terms

restricted stock units ("RSUs") financial

"Reflects the withholding of shares of the Issuer's common stock to satisfy tax withholding obligations in connection with the vesting of restricted stock units ("RSUs")."

Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.

performance restricted stock units ("PRSUs") financial

"Includes 2,031,277 shares issuable upon the vesting and settlement of RSUs granted to the Reporting Person, as well as: (i) 47,775 vested performance restricted stock units ("PRSUs"),"

tax withholding obligations financial

"Reflects the withholding of shares of the Issuer's common stock to satisfy tax withholding obligations in connection with the vesting of restricted stock units ("RSUs")."

vesting and settlement financial

"Includes 2,031,277 shares issuable upon the vesting and settlement of RSUs granted to the Reporting Person,"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did Enovix (ENVX) CEO Rajendra Talluri report?

Enovix CEO Rajendra Talluri reported a tax-related share disposition. 4,300 shares of common stock were withheld at $6.61 per share to cover tax obligations from vesting restricted stock units, rather than sold in the open market.

How many Enovix (ENVX) shares does the CEO hold after this Form 4?

After the transaction, CEO Rajendra Talluri directly holds 3,075,845 shares of Enovix common stock. This total includes a substantial number of shares issuable upon vesting and settlement of RSUs and performance RSUs over the next several years.

Was the Enovix (ENVX) CEO’s Form 4 transaction an open-market sale?

No, the transaction was not an open-market sale. The 4,300 shares were withheld by Enovix to satisfy tax withholding obligations tied to the vesting of restricted stock units, a routine administrative event rather than a discretionary stock sale.

What restricted stock units (RSUs) are included in the Enovix CEO’s holdings?

The CEO’s reported holdings include 2,031,277 shares issuable upon vesting and settlement of RSUs. These awards represent future share delivery as vesting conditions are met, increasing his equity exposure to Enovix over time as they settle.

What performance restricted stock units (PRSUs) does the Enovix CEO have outstanding?

The CEO’s position includes 47,775 vested PRSUs to be released in March 2027 and an additional 259,611 PRSUs, half scheduled for release in April 2027 and the remainder in April 2028, each convertible into one share.

AI-generated analysis. How Rhea-AI works. Not financial advice.

Form 4 Insider Transactions: What Each Field Means →

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Accepted by SEC EDGAR 05/12/2026 - 08:35 PM EDT Learn about SEC filing dates

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Talluri Rajendra K

(Last) (First) (Middle)

C/O ENOVIX CORPORATION

3501 W. WARREN AVENUE

(Street)

FREMONT CALIFORNIA 94538

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Enovix Corp [ ENVX ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President and CEO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/08/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	05/08/2026		F		4,300(1)	D	$6.61	3,075,845(2)	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Reflects the withholding of shares of the Issuer's common stock to satisfy tax withholding obligations in connection with the vesting of restricted stock units ("RSUs").

2. Includes 2,031,277 shares issuable upon the vesting and settlement of RSUs granted to the Reporting Person, as well as: (i) 47,775 vested performance restricted stock units ("PRSUs"), which will be released to the Reporting Person in March 2027, and (ii) an aggregate of 259,611 PRSUs, 50% of which will be released in April 2027, with the remainder to be released in April 2028. Each PRSU represents a contingent right to receive one share of the Issuer's common stock upon settlement.

Remarks:

	/s/ Arthi Chakravarthy, Attorney-in-Fact for Raj Talluri	05/12/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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 Number.
* Form 4: SEC 1474 (03-26)