Evolv Technologies (EVLV) director granted 3,731 RSUs, vesting fully 2026

Rhea-AI Filing Summary

Evolv Technologies Holdings, Inc. (EVLV) reported a new equity grant to one of its directors. Director Michael Ellenbogen was awarded 3,731 Restricted Stock Units (RSUs) on January 2, 2026, at a price of $0 per unit, and now holds 3,731 derivative securities directly following this transaction.

Each RSU represents a contingent right to receive one share of Evolv’s Class A common stock and has no expiration date. According to the disclosure, all 3,731 RSUs will vest in full on December 31, 2026, meaning Ellenbogen will receive an equal number of Class A shares if the vesting conditions are satisfied.

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

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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^*

Ellenbogen Michael

(Last) (First) (Middle)

C/O EVOLV TECHNOLOGIES, INC.

500 TOTTEN POND ROAD, 4TH FLOOR

(Street)

WALTHAM MA 02451

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Evolv Technologies Holdings, Inc. [ EVLV ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
01/02/2026

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

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
Restricted Stock Units	(1)	01/02/2026		A		3,731		(2)	(1)	Class A Common Stock	3,731	$0	3,731	D

Explanation of Responses:

1. Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share of the Issuer's Class A common stock. The RSUs have no expiration date.

2. The RSUs will vest in full on December 31, 2026.

Remarks:

	/s/ Rachel Roy, Attorney-in-fact for Michael Ellenbogen	01/06/2026
	** 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.

FAQ

What did Evolv Technologies (EVLV) disclose in this Form 4?

The filing reports that director Michael Ellenbogen received an award of 3,731 Restricted Stock Units (RSUs) on January 2, 2026, which he holds directly.

How many Evolv Technologies (EVLV) RSUs were granted to the director?

Director Michael Ellenbogen was granted 3,731 RSUs, and he beneficially owns 3,731 derivative securities following the reported transaction.

What does each RSU represent in the Evolv Technologies (EVLV) filing?

Each Restricted Stock Unit represents a contingent right to receive one share of Evolv’s Class A common stock, as stated in the disclosure.

When do Michael Ellenbogen’s RSUs in Evolv Technologies (EVLV) vest?

The filing states that the 3,731 RSUs will vest in full on December 31, 2026.

Do the Evolv Technologies (EVLV) RSUs have an expiration date?

No. The disclosure specifies that the RSUs have no expiration date.

Was there a purchase price for the Evolv Technologies (EVLV) RSUs?

The Form 4 shows the transaction price per RSU as $0.00, indicating this was an award rather than an open-market purchase.

Is Michael Ellenbogen a director or officer of Evolv Technologies (EVLV)?

The filing identifies Michael Ellenbogen as a director of Evolv Technologies Holdings, Inc., and not as an officer or 10% owner.