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Enovix (ENVX) CEO granted RSUs while shares withheld to cover taxes

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Enovix Corp President and CEO Rajendra K. Talluri reported routine equity compensation and related tax withholding in company stock. He received 17,794 shares of common stock at no cost on May 29, 2026 from a fully vested restricted stock unit (RSU) bonus for the quarter ended April 5, 2026.

To cover tax obligations on this award, 9,422 shares were withheld at $7.98 per share, a non-market disposition. After these transactions, he is reported as beneficially owning 3,075,989 shares, including 1,997,944 shares issuable upon RSU vesting and additional performance RSUs scheduled to settle in 2027 and 2028.

Positive

  • None.

Negative

  • None.
Insider Talluri Rajendra K
Role President and CEO
Type Security Shares Price Value
Grant/Award Common Stock 17,794 $0.00 --
Tax Withholding Common Stock 9,422 $7.98 $75K
Holdings After Transaction: Common Stock — 3,075,989 shares (Direct, null)
Footnotes (1)
  1. Reflects shares of the Issuer's common stock issued to the Reporting Person upon the receipt of a fully vested award of restricted stock units ("RSUs") on May 29, 2026. The RSUs represented the Reporting Person's award bonus earned for the quarter ended April 5, 2026. Includes 1,997,944 shares issuable upon the vesting and settlement of RSUs granted to the Reporting Person, as well as: (i) 47,775 vested performance RSUs ("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. Reflects the withholding of shares of the Issuer's common stock to satisfy tax withholding obligations in connection with the receipt of the fully vested award of RSUs on May 29, 2026.
RSU shares granted 17,794 shares Fully vested RSU bonus for quarter ended April 5, 2026
Shares withheld for taxes 9,422 shares Tax withholding on RSU award, at $7.98 per share on May 29, 2026
Tax withholding price $7.98 per share Value used for 9,422-share tax-withholding disposition
Reported beneficial holdings 3,075,989 shares Total beneficial ownership after transactions
RSUs issuable upon vesting 1,997,944 shares Shares issuable from RSUs granted to the CEO
Vested PRSUs 47,775 PRSUs To be released in March 2027
Unvested PRSUs 259,611 PRSUs 50% to be released in April 2027 and 50% in April 2028
restricted stock units ("RSUs") financial
"shares of the Issuer's common stock issued ... upon the receipt of a fully vested award 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 RSUs ("PRSUs") financial
"Includes 1,997,944 shares issuable upon the vesting and settlement of RSUs ... and (i) 47,775 vested performance RSUs ("PRSUs")"
tax withholding obligations financial
"Reflects the withholding of shares ... to satisfy tax withholding obligations in connection with the receipt of the fully vested award of RSUs"
contingent right financial
"Each PRSU represents a contingent right to receive one share of the Issuer's common stock upon settlement"
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Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
President and CEO
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/29/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock05/29/2026A17,794(1)A$03,075,989(2)D
Common Stock05/29/2026F9,422(3)D$7.983,066,567(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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Reflects shares of the Issuer's common stock issued to the Reporting Person upon the receipt of a fully vested award of restricted stock units ("RSUs") on May 29, 2026. The RSUs represented the Reporting Person's award bonus earned for the quarter ended April 5, 2026.
2. Includes 1,997,944 shares issuable upon the vesting and settlement of RSUs granted to the Reporting Person, as well as: (i) 47,775 vested performance RSUs ("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.
3. Reflects the withholding of shares of the Issuer's common stock to satisfy tax withholding obligations in connection with the receipt of the fully vested award of RSUs on May 29, 2026.
Remarks:
/s/ Arthi Chakravarthy, Attorney-in-Fact for Raj Talluri06/02/2026
** Signature of Reporting PersonDate
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)

Source: View Original Filing on SEC EDGAR

FAQ

What did Enovix (ENVX) CEO Rajendra Talluri report in this Form 4?

He reported a stock-based bonus and related tax withholding. Talluri received 17,794 Enovix common shares from a vested RSU award, while 9,422 shares were withheld to cover tax obligations tied to that compensation.

How many Enovix shares were granted to the CEO in this Form 4?

The CEO was granted 17,794 shares of Enovix common stock at no cost. These shares came from a fully vested RSU award representing his bonus for the quarter ended April 5, 2026.

Why were 9,422 Enovix shares disposed of in this filing?

The 9,422 shares were withheld to satisfy tax withholding obligations, not sold on the open market. They covered taxes arising from the CEO’s fully vested RSU bonus received on May 29, 2026.

What are RSUs and PRSUs mentioned in the Enovix CEO’s Form 4?

RSUs and PRSUs are stock-based awards that convert into shares over time or upon conditions. The CEO holds RSUs plus performance RSUs that will be released in March 2027, April 2027, and April 2028 if their conditions are met.

How many Enovix shares does the CEO hold after these transactions?

After these transactions, the CEO is reported as beneficially owning 3,075,989 shares. This figure includes 1,997,944 shares issuable upon RSU vesting and additional performance RSUs scheduled to settle in 2027 and 2028.

Were there any open-market Enovix stock purchases or sales in this Form 4?

No open-market trades were reported. The filing shows an RSU-based share grant to the CEO and shares withheld for tax obligations, without any market purchases or sales of Enovix stock.