Enovix Form 4: Talluri’s RSU Vesting Tax Withhold, 2.4M Shares Held

Rhea-AI Filing Summary

Enovix Corporation (ENVX) – Form 4 insider filing

President & CEO Rajendra K. Talluri reported an F-code transaction dated 1 July 2025, indicating shares were withheld to satisfy tax obligations arising from the vesting of restricted stock units (RSUs). A total of 15,539 common shares were withheld at an indicated price of $10.15 each. Following the transaction, Talluri’s reported beneficial ownership stands at 2,417,796 common shares, of which 1,962,556 are issuable upon future RSU settlement.

No open-market buying or selling occurred; the disposition does not reflect a strategic sale but an administrative tax-withholding event. Ownership remains substantial, suggesting continued management alignment with shareholders.

Positive

• CEO retains 2,417,796 shares after the transaction, including a large RSU position, indicating continued equity alignment with shareholders.

Negative

• 15,539 shares were disposed (withheld) to cover taxes, resulting in a small reduction in outstanding unrestricted shares.

Insights

Securities Analyst

TL;DR: Routine RSU tax-withhold; neutral impact.

The F-code transaction is a non-discretionary share disposition for taxes tied to RSU vesting. It neither signals insider pessimism nor alters the CEO’s substantive stake, which remains above 2.4 million shares. Investors typically view such filings as administrative; trading sentiment is unlikely to shift.

Corporate Governance Expert

TL;DR: Compliance event, maintains strong ownership.

Withholding 15,539 shares for taxes complies with Rule 16a. Post-event holdings highlight considerable equity exposure by the CEO, supporting shareholder-management alignment. Governance risk unchanged; impact minimal.

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
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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^*

Talluri Rajendra K

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
07/01/2025

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	07/01/2025		F		15,539(1)	D	$10.15	2,417,796(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 July 1, 2025. Each RSU represents a contingent right to receive one share of the Issuer's common stock.

2. Includes 1,962,556 shares issuable upon the settlement of RSUs granted to the Reporting Person.

Remarks:

	/s/ Arthi Chakravarthy, Attorney-in-Fact for Raj Talluri	07/08/2025
	** 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.

FAQ

What type of transaction did ENVX report on 1 July 2025?

An F-code disposition, meaning shares were withheld to pay taxes on RSU vesting.

How many Enovix shares were withheld from CEO Raj Talluri?

15,539 common shares were withheld.

What is Raj Talluri’s total beneficial ownership after the transaction?

He reports 2,417,796 ENVX shares, including 1,962,556 underlying RSUs.

Did the CEO sell shares on the open market?

No. The Form 4 shows only tax-related withholding; no open-market sale occurred.

Does this Form 4 filing materially impact Enovix’s outlook?

The filing is administrative and does not materially affect the company’s financial outlook.