Enovix (ENVX) COO has shares withheld to cover RSU tax obligations

Rhea-AI Filing Summary

Enovix Corp’s Chief Operating Officer Ajay Marathe reported a tax-related share withholding tied to restricted stock units. On January 6, 2026, 42,557 shares of Enovix common stock were withheld at a price of $8.68 per share to satisfy tax obligations arising from the vesting of RSUs. After this withholding, Marathe beneficially owned 933,458 shares, including 638,458 shares issuable upon future RSU vesting and settlement and 33,170 vested performance RSUs. Half of these performance RSUs are scheduled to be released on March 2, 2026, with the remaining half on March 1, 2027, each representing the right to receive one share of Enovix common stock upon settlement.

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

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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^*

Marathe Ajay

(Last) (First) (Middle)

C/O ENOVIX CORPORATION

3501 W. WARREN AVENUE

(Street)

FREMONT CA 94538

(City) (State) (Zip)

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

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Operating Officer

3. Date of Earliest Transaction (Month/Day/Year)
01/06/2026

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

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

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

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	01/06/2026		F		42,557(1)	D	$8.68	933,458(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") on January 6, 2026.

2. Includes 638,458 shares issuable upon the vesting and settlement of RSUs granted to the Reporting Person and 33,170 shares of vested performance RSUs ("PRSUs"), of which 50% will be released in on March 2, 2026 and the remaining 50% will be released on March 1, 2027. 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 Ajay Marathe	01/08/2026
	** 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).
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FAQ

What insider transaction did Enovix (ENVX) report in this Form 4?

Enovix reported that its Chief Operating Officer, Ajay Marathe, had 42,557 shares of common stock withheld on January 6, 2026 to cover tax obligations related to the vesting of restricted stock units.

Was the Enovix COO’s Form 4 transaction an open-market sale?

No. The 42,557 shares were withheld to satisfy tax withholding obligations associated with RSU vesting, rather than sold in an open-market transaction.

How many Enovix shares does the COO beneficially own after this transaction?

After the reported withholding, Chief Operating Officer Ajay Marathe beneficially owned 933,458 Enovix common shares, including shares tied to unvested and performance-based RSUs.

What RSU and PRSU awards are included in the COO’s Enovix holdings?

The holdings include 638,458 shares issuable upon vesting and settlement of RSUs and 33,170 vested performance RSUs, each representing a contingent right to receive one share of Enovix common stock upon settlement.

When will the Enovix COO’s performance RSUs be released?

According to the disclosure, 50% of the 33,170 vested performance RSUs are scheduled to be released on March 2, 2026, and the remaining 50% on March 1, 2027.

What does transaction code "F" mean in this Enovix Form 4?

Transaction code "F" indicates the payment of tax liability by withholding securities incident to the vesting of equity awards, here connected to the vesting of RSUs on January 6, 2026.