EVI Form 4: Insider Withholding of 1,342 Shares

Rhea-AI Filing Summary

Thomas Marks, EVP Business Development at EVI Industries reported a tax-withholding disposition tied to vested restricted stock units. On 10/05/2025 he had 1,342 shares of common stock withheld by the issuer to satisfy tax obligations tied to previously granted restricted stock units; the form lists a per-share price of $29.54 (the closing price on 10/03/2025), and shows 129,477 shares beneficially owned directly after the transaction. The filing also reports 1,022,495 shares beneficially owned indirectly through family and children’s trusts. The Form 4 is signed and dated 10/07/2025.

The reported action is a routine administrative withholding to cover taxes on vesting, not an open-market sale, and the disclosure preserves transparency on an insider’s current direct and indirect stakes in the company.

Positive

• Transparency maintained through timely Form 4 filing signed on 10/07/2025
• Substantial indirect ownership retained: 1,022,495 shares held via family and children’s trusts
• Direct ownership remains material: 129,477 shares after withholding

Negative

• Direct share count reduced by 1,342 shares due to tax withholding on RSU vesting
• Withholding used price of $29.54 may lock in tax basis at that level

Insights

Corporate Governance Analyst

Routine tax-withholding reduces direct shares but maintains large insider stake.

The transaction is reported as a withholding of 1,342 shares to satisfy tax obligations from vested restricted stock units on 10/05/2025, which is a common compensation administration step rather than an active divestiture. The filing shows 129,477 direct shares and 1,022,495 indirect shares via family and children’s trusts, indicating continued substantial insider alignment with shareholders.

Governance dependencies include continued RSU vesting schedules and any future discretionary sales; monitor subsequent Form 4 filings over the next 12 months for material changes in direct ownership or planned trades.

Compensation & Tax Specialist

Withholding was executed at the closing price prior to vesting to satisfy tax withholding obligations.

The explanation clarifies the 1,342 shares were withheld by the issuer to cover tax withholding tied to RSU vesting, and the price used was the closing price on 10/03/2025 of $29.54. This represents an administrative settlement of compensation-related tax liability rather than a market-driven sale.

Key items to watch include the size and timing of future RSU vesting events and any move from indirect to direct holdings within the next 12 months that could affect taxable events or liquidity for the reporting person.

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^*

Marks Thomas

(Last) (First) (Middle)

2331 TRIPALDI WAY

(Street)

HAYWARD CA 94545

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
EVI INDUSTRIES, INC. [ EVI ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, Business Development

3. Date of Earliest Transaction (Month/Day/Year)
10/05/2025

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, $0.025 par value per share	10/05/2025		F		1,342(1)	D	$29.54(2)	129,477	D
Common Stock, $0.025 par value per share								1,022,495	I	By family and childrens' trusts

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. Represents shares of the issuer's common stock withheld by the issuer to satisfy the issuer's tax withholding obligation relating to the vesting of certain restricted stock units previously granted to Thomas Marks.

2. Represents the closing price of the issuer's common stock on October 3, 2025, the last trading day prior to the vesting date.

	/s/ Thomas Marks	10/07/2025
	** 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 did Thomas Marks report on the Form 4 for EVI (EVI)?

He reported that 1,342 shares were withheld to cover tax withholding on vested restricted stock units, leaving 129,477 shares directly owned and 1,022,495 indirectly owned.

Was the transaction an open-market sale or a tax withholding?

The filing explains the shares were withheld by the issuer to satisfy tax obligations related to RSU vesting, not an open-market sale.

What price was used for the withholding calculation?

The price referenced is the closing price on 10/03/2025, listed as $29.54 per share.

When did the transaction occur and when was the Form 4 signed?

The transaction date is 10/05/2025 and the Form 4 is signed and dated 10/07/2025.

How much total beneficial ownership does the filing show?

The filing shows 129,477 shares directly beneficially owned and 1,022,495 shares indirectly beneficially owned through family and children’s trusts.