Energy Recovery (ERII) awards 22,316 common shares to director Tondreau

Rhea-AI Filing Summary

TONDREAU PAMELA L. reported acquisition or exercise transactions in this Form 4 filing.

Energy Recovery, Inc. director Pamela L. Tondreau reported an equity compensation grant of 22,316 shares of common stock at $8.29 per share. Following this grant, she holds 60,844 shares directly and 37,362 shares indirectly through The Bruce-Tondreau Living Trust. A related restricted stock unit is scheduled to fully vest at the 2027 annual meeting, anticipated on or around June 3, 2027.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider TONDREAU PAMELA L.

Role null

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	22,316	$8.29	$185K
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 60,844 shares (Direct, null); Common Stock — 37,362 shares (Indirect, The Bruce-Tondreau Living Trust Dtd October 11, 2018)

Footnotes (1)

1. [object Object]

Key Figures

Equity grant size: 22,316 shares Grant price: $8.29 per share Direct holdings after grant: 60,844 shares +2 more

5 metrics

Equity grant size 22,316 shares Common stock grant to director at $8.29 per share

Grant price $8.29 per share Price per share for 22,316-share grant

Direct holdings after grant 60,844 shares Direct common stock owned by Pamela L. Tondreau after transaction

Indirect holdings 37,362 shares Common stock held via The Bruce-Tondreau Living Trust

RSU full vesting date On or around June 3, 2027 Restricted stock unit scheduled to fully vest at 2027 annual meeting

Key Terms

restricted stock unit, Grant, award, or other acquisition, indirect ownership, Form 4

4 terms

restricted stock unit financial

"The restricted stock unit will fully vest on the 2027 Annual Meeting, anticipated to be on or around June 3, 2027."

A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.

Grant, award, or other acquisition financial

"transaction_code_description: Grant, award, or other acquisition"

indirect ownership financial

"ownership_type: indirect; nature_of_ownership: The Bruce-Tondreau Living Trust Dtd October 11, 2018"

Form 4 regulatory

"INSIDER FILING DATA (Form 4): {"

Form 4 is a official document that company insiders, such as executives or major shareholders, file with regulators whenever they buy or sell company shares. It provides transparency about how those with inside knowledge are trading, helping investors see if insiders are confident in the company's prospects or may be selling for personal reasons. This information can influence investor decisions by revealing insiders' perspectives on the company's value.

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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^*

TONDREAU PAMELA L.

(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)
06/04/2026

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	06/04/2026		A		22,316(1)	A	$8.29	60,844	D
Common Stock								37,362	I	The Bruce-Tondreau Living Trust Dtd October 11, 2018

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 restricted stock unit will fully vest on the 2027 Annual Meeting, anticipated to be on or around June 3, 2027.

Remarks:

Exhibit 24

	/s/ William Yeung, Attorney-in-fact for Pamela Tondreau	06/05/2026
	** 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 did Energy Recovery (ERII) director Pamela Tondreau report in this Form 4?

Pamela L. Tondreau reported receiving 22,316 shares of Energy Recovery common stock as an equity grant at $8.29 per share. This reflects compensation rather than an open-market purchase or sale, and increases her directly held stake in the company.

How many Energy Recovery (ERII) shares does Pamela Tondreau hold after this grant?

After the grant, Pamela L. Tondreau holds 60,844 Energy Recovery common shares directly. She also has 37,362 shares held indirectly through The Bruce-Tondreau Living Trust, giving her a combined reported interest across direct and indirect holdings.

Was the Energy Recovery (ERII) director transaction a buy or a sale?

The transaction was an acquisition through a grant, not a market buy or sale. It is coded as a grant, award, or other acquisition, meaning the shares were received as compensation rather than purchased or sold on the open market.

What does the footnote about restricted stock units mean for Energy Recovery (ERII)?

The footnote states a restricted stock unit will fully vest at the 2027 annual meeting, anticipated around June 3, 2027. Vesting means the director’s right to the shares becomes unconditional at that time, aligning compensation with longer-term service.

How is indirect ownership reported for Energy Recovery (ERII) director Pamela Tondreau?

Indirect ownership is reported through The Bruce-Tondreau Living Trust dated October 11, 2018, holding 37,362 common shares. Indirect holdings indicate beneficial interest via a trust or similar entity, separate from shares registered directly in the director’s own name.