Margin call forces Energy Recovery (ERII) director share sale

Rhea-AI Filing Summary

Energy Recovery, Inc. director Arve Hanstveit sold 165,292 shares of Common Stock at $10.14 per share. The sale was executed by a broker to satisfy a margin call on shares pledged as collateral in a margin account, rather than through a discretionary trade.

After the transaction, Hanstveit directly holds 384,928 shares. He also has indirect ownership of 60,000 shares in the Sophie Hanstveit Irrevocable Trust and 60,000 shares in the Natasha Hanstveit Irrevocable Trust, where he serves as sole trustee with sole voting and investment power.

Insights

Equity analyst

Director’s sale was sizable but triggered by a margin call, not a discretionary move.

Director Arve Hanstveit sold 165,292 shares of Energy Recovery, Inc. common stock at $10.14 in an open-market transaction. A footnote explains the broker sold these pledged shares to meet a margin call, indicating a forced sale linked to leverage rather than an active portfolio decision.

Following the sale, Hanstveit still holds 384,928 shares directly and 60,000 shares in each of two irrevocable trusts where he is sole trustee with full voting and investment power. The filing shows no remaining derivative positions, so this reflects his common stock holdings visible in this report.

Insider Trade Summary

Net Seller: 165,292 shares ($1,676,061)

Net Sell 3 txns

Insider Hanstveit Arve

Role Director

Sold 165,292 shs ($1.68M)

Type	Security	Shares	Price	Value
Sale	Common Stock	165,292	$10.14	$1.68M
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 384,928 shares (Direct); Common Stock — 60,000 shares (Indirect, Sophie Hanstveit Irrevocable Trust)

Footnotes (1)

1. The sales reported in this Form 4 were made by a broker, without instruction by the reporting person, to satisfy a margin call by the broker, to whom these shares were pledged as collateral for a margin account. Mr. Hanstveit is sole trustee and exercises sole voting and investment power.

Key Figures

Shares sold: 165,292 shares Sale price per share: $10.14 per share Direct holdings after sale: 384,928 shares +2 more

5 metrics

Shares sold 165,292 shares Open-market sale on 2026-04-02 to satisfy margin call

Sale price per share $10.14 per share Price for common stock sold on 2026-04-02

Direct holdings after sale 384,928 shares Common stock directly owned following reported transaction

Indirect trust holding (Sophie trust) 60,000 shares Shares held in Sophie Hanstveit Irrevocable Trust

Indirect trust holding (Natasha trust) 60,000 shares Shares held in Natasha Hanstveit Irrevocable Trust

Key Terms

margin call, irrevocable trust, Common Stock, open-market sale, +1 more

5 terms

margin call financial

"to satisfy a margin call by the broker, to whom these shares were pledged"

A margin call is a broker's demand that an investor add cash or sell assets when the value of securities bought with borrowed money falls enough that the account no longer has sufficient collateral. Think of it like a lender asking you to put up more collateral or pay down a loan when the value of what you pledged drops. It matters because unmet margin calls can force quick sales, magnifying losses and creating unexpected liquidity risk for investors.

irrevocable trust financial

"Sophie Hanstveit Irrevocable Trust"

Common Stock financial

"security_title: "Common Stock""

Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.

open-market sale financial

"transaction_action: "open-market sale""

An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.

voting and investment power financial

"exercises sole voting and investment power"

Form 4 Insider Transactions: What Each Field Means →

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^*

Hanstveit Arve

(Last) (First) (Middle)

C/O ENERGY RECOVERY, INC.

1717 DOOLITTLE DRIVE

(Street)

SAN LEANDRO CALIFORNIA 94577

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Energy Recovery, Inc. [ ERII ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/02/2026

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	04/02/2026		S		165,292(1)	D	$10.14	384,928	D
Common Stock								60,000	I	Sophie Hanstveit Irrevocable Trust(2)
Common Stock								60,000	I	Natasha Hanstveit Irrevocable Trust(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

Explanation of Responses:

1. The sales reported in this Form 4 were made by a broker, without instruction by the reporting person, to satisfy a margin call by the broker, to whom these shares were pledged as collateral for a margin account.

2. Mr. Hanstveit is sole trustee and exercises sole voting and investment power.

Remarks:

Exhibit 24

	/s/ William Yeung Attorney-in-fact for Arve Hanstveit	04/06/2026
	** 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)

FAQ

What insider transaction did ERII director Arve Hanstveit report?

Arve Hanstveit reported selling 165,292 shares of Energy Recovery, Inc. common stock. The shares were sold at $10.14 each in an open-market transaction, according to the Form 4 insider filing for the company.

Why were Energy Recovery (ERII) shares sold by Arve Hanstveit?

The shares were sold by a broker to satisfy a margin call on Hanstveit’s margin account. The filing states the shares had been pledged as collateral, and the broker executed the sale without instruction from the reporting person.

How many Energy Recovery (ERII) shares does Arve Hanstveit still own after the sale?

After the sale, Hanstveit directly owns 384,928 shares of Energy Recovery common stock. He also indirectly owns 60,000 shares in each of two irrevocable trusts, where he serves as sole trustee with sole voting and investment authority.

At what price were the ERII shares sold in Arve Hanstveit’s Form 4 filing?

The reported sale price was $10.14 per share of Energy Recovery common stock. This price applied to the 165,292 shares sold in the open-market transaction disclosed in the Form 4 insider trading report.

What is the role of the irrevocable trusts in Arve Hanstveit’s ERII holdings?

Two irrevocable trusts, for Sophie and Natasha Hanstveit, each hold 60,000 ERII shares. The Form 4 notes that Mr. Hanstveit is sole trustee and exercises sole voting and investment power over these indirect holdings on behalf of the trusts.

Was Arve Hanstveit’s Energy Recovery share sale discretionary or broker-driven?

The sale was broker-driven. A footnote explains the broker sold the pledged shares to satisfy a margin call, without instruction by Mr. Hanstveit, indicating a forced transaction tied to margin requirements rather than an elective sale.