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EVI Insider Filing: Marks' RSU Vesting and Tax-Withheld Shares Reported

Filing Impact
(Low)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Thomas Marks, identified as an officer (EVP, Business Development) of EVI INDUSTRIES, INC. (EVI), reported transactions dated 09/11/2025. He had 1,224 shares of common stock withheld by the issuer to satisfy tax withholding on vested restricted stock units at a reported price of $28.22 per share, reducing his direct holdings to 118,456 shares. On the same date he was credited with 14,174 restricted stock units (RSUs) that vest into common shares at no cash price, bringing his direct beneficial ownership to 132,630 shares. He also reports 1,022,495 shares of indirect beneficial ownership held by family and children’s trusts. Explanations in the filing state the withheld shares related to RSU vesting and RSUs represent contingent rights to receive one share upon vesting.

Positive

  • Receipt of 14,174 RSUs increases direct potential ownership without cash outlay
  • Transparent disclosure of indirect ownership of 1,022,495 shares via family and children's trusts

Negative

  • 1,224 shares withheld to satisfy tax obligations reduced direct holdings (disposition at $28.22 per share)

Insights

TL;DR: Insider received RSUs and had a small tax-withholding disposition; total direct and indirect holdings remain substantial.

The Form 4 shows a routine equity compensation event: 14,174 RSUs were granted/credited and 1,224 shares were withheld for taxes at the closing price of $28.22 on 09/11/2025. The net result increases the reporting person's direct stake to 132,630 shares while indirect holdings via trusts are material at 1,022,495 shares. From an investor perspective this is a standard executive compensation mechanics disclosure rather than a directional trade signal. The filing contains clear quantities and prices and no derivative transactions were reported.

TL;DR: Filing documents routine RSU vesting with tax withholding; governance controls appear followed and ownership disclosure is transparent.

The reporting indicates compliance with Section 16 reporting: RSUs vesting triggered tax withholding of 1,224 shares, and the filing discloses both direct and indirect beneficial ownership with trusts holding 1,022,495 shares. The presence of indirect holdings via family/children's trusts is appropriately disclosed, which is important for understanding potential aggregated insider influence. No sales or open-market dispositions beyond withholding are noted, and no 10b5-1 plan or amendment is claimed in the filing.

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*
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)
09/11/2025
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 09/11/2025 F 1,224(1) D $28.22(2) 118,456 D
Common Stock, $0.025 par value per share 09/11/2025 A 14,174(3) A $0 132,630 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 September 11, 2025.
3. Represents restricted stock units, each of which represents a contingent right to receive one share of the issuer's common stock upon vesting.
/s/ Thomas Marks 09/15/2025
** 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 transactions did Thomas Marks report on Form 4 for EVI (09/11/2025)?

He reported 1,224 shares withheld for tax related to vested RSUs and 14,174 RSUs credited, both dated 09/11/2025.

How many shares does Thomas Marks beneficially own after the reported transactions (EVI)?

Following the reported transactions his direct beneficial ownership is 132,630 shares and he has 1,022,495 shares indirect via family and children's trusts.

At what price were the withheld shares recorded on the Form 4 for EVI?

The filing records the closing price on 09/11/2025 as $28.22 per share for the withheld shares.

What do the 14,174 RSUs represent in this Form 4?

The filing states each RSU is a contingent right to receive one share upon vesting, and they were reported with a $0 purchase price.

Was this Form 4 filed jointly or by one reporting person?

The filing indicates it was filed by one reporting person (Thomas Marks).
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