ENVX Form 4: 1,500-Share Gifts and Warrant Sale with RSUs Disclosed

Rhea-AI Filing Summary

Kristina Truong, Chief Accounting Officer of Enovix Corp (ENVX), reported gift and sale transactions on August 28, 2025. She transferred 1,500 shares of common stock as a bona fide gift to each of her two children, with no purchase or sale involved. The filing also reports the public sale of 4,358 warrants that had been distributed to her at no cost on July 21, 2025; each warrant entitled the holder to buy one share at an $8.75 exercise price. The warrants’ original expiration was October 1, 2026, but an early-expiration condition accelerated the expiration to August 29, 2025, and the warrants ceased to be exercisable prior to 5:00 p.m. New York City time on that date. The reporting shows 171,225 shares represented by outstanding restricted stock units (RSUs) that are issuable upon settlement to the reporting person. The Form 4 was signed by an attorney-in-fact for Ms. Truong on September 2, 2025.

Positive

• Disclosure of key details including number of shares gifted, warrant exercise price ($8.75), and RSU amount (171,225), which supports transparency
• Warrants were monetized in public market and were distributed at no cost, indicating an exercised opportunity to realize value

Negative

• Large outstanding RSU position (171,225 shares issuable upon settlement) could result in future dilution when settled

Insights

Securities Analyst

TL;DR: Executive made small family gifts and sold distributed warrants after early-acceleration triggered; sizable RSU grant remains outstanding.

The gift of 1,500 shares to each of two children is a non-economic transfer that modestly reduces the reporting person's direct holdings but does not reflect a market sale. The sale of 4,358 warrants in the public market reflects monetization of instruments that were distributed at no cost on July 21, 2025; the early-acceleration condition triggered an accelerated expiration to August 29, 2025, after which the warrants ceased to be exercisable. The filing discloses 171,225 RSUs issuable upon settlement, which represent a material outstanding contingent equity position relative to typical insider awards and could dilute existing shareholders upon settlement. All observations are strictly based on reported items in the Form 4.

Corporate Governance Expert

TL;DR: Transactions are routine insider reporting: family gifts and disposition of distributed warrants; no regulatory or compensation policy issues shown.

The filing documents a bona fide gift transaction and market sales of warrants distributed by the company. Gifts to immediate family members are commonly reported and do not indicate change in company control or employment status. The warrants were originally distributed at no cost under a Warrant Agreement with Computershare Trust Company N.A.; the early-expiration provision operated as written. The Form 4 includes an attorney-in-fact signature, indicating the reporting process was completed through an authorized representative. No indication of prohibited trading or undisclosed related-party arrangements appears in the submitted text.

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

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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^*

Truong Kristina

(Last) (First) (Middle)

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 Accounting Officer

3. Date of Earliest Transaction (Month/Day/Year)
08/28/2025

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	08/28/2025		G		1,500(1)	D	$0	206,298	D(2)
Common Stock	08/28/2025		G		1,500(1)	D	$0	204,798	D(2)

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
Warrant (Right to Buy)	$8.75	08/28/2025		S			4,358(3)	07/21/2025	08/29/2025(4)	Common Stock, par value $0.0001	4,358	$1.62(5)	0	D

Explanation of Responses:

1. On August 28, 2025, the Reporting Person transferred 1,500 shares of the Issuer's Common Stock (the "Common Stock") as a bona fide gift to each of her two children. There was no purchase or sale of shares of Common Stock in connection with the transfer.

2. Includes 171,225 shares issuable upon the settlement of restricted stock units ("RSUs") granted to the Reporting Person. Each RSU represents a contingent right to receive one share of the Issuer's common stock.

3. This Form 4 relates to sales of publicly-traded warrants (the "Warrants") previously distributed to the Reporting Person. The Warrants were distributed by the Issuer on July 21, 2025 at no cost to the Reporting Person, and each Warrant entitles the holder to purchase one share of common stock at an exercise price of $8.75 per share in accordance with the Warrant Agreement dated July 21, 2025 between the Issuer and Computershare Trust Company N.A., as warrant agent (the "Warrant Agreement").

4. In accordance with the Warrant Agreement, the original expiration date ceased to be exercisable at 5:00 p.m. New York City time on October 1, 2026 (the Expiration Date), subject to automatic acceleration upon satisfaction of the early expiration price condition. On August 28, 2025, the early expiration price condition was met and the expiration date for the warrants was accelerated to be on August 29, 2025. The Warrants was ceased to be exercisable prior to 5:00pm New York City time on August 29, 2025.

5. The warrants were sold on August 28, 2025 in the public market and at the prevailing market price.

Remarks:

	/s/ Arthi Chakravarthy, Attorney-in-Fact for Kristina Truong	09/02/2025
	** 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).
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FAQ

What transactions did Kristina Truong report on Form 4 for Enovix (ENVX)?

The Form 4 reports that Ms. Truong transferred 1,500 shares as a gift to each of her two children and sold 4,358 publicly-traded warrants on August 28, 2025.

How many restricted stock units (RSUs) does the filing show for Kristina Truong?

The filing discloses 171,225 shares issuable upon settlement of restricted stock units held by the reporting person.

What was the exercise price and original distribution date of the warrants sold (ENVX)?

The warrants were distributed on July 21, 2025 at no cost and had an exercise price of $8.75 per share.

Why did the warrants cease to be exercisable on August 29, 2025?

Per the Warrant Agreement, an early-expiration price condition was met on August 28, 2025, accelerating the expiration so the warrants ceased to be exercisable prior to 5:00 p.m. New York City time on August 29, 2025.

Who signed the Form 4 for Kristina Truong?

The Form 4 was signed by /s/ Arthi Chakravarthy, Attorney-in-Fact for Kristina Truong on September 2, 2025.