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Evolv Technologies (EVLV) director adds shares via 27,050 RSU vesting and 28,318-unit grant

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Evolv Technologies Holdings director Kevin M. Charlton reported equity compensation and related share activity. He received a grant of 28,318 Restricted Stock Units (RSUs) on Class A common stock that will vest in full at the earlier of June 18, 2027 or the day immediately before the company’s next annual meeting. On June 17, 2026, a prior award of 27,050 RSUs vested in full, and these units were converted into the same number of Class A common shares, increasing his direct holdings to 359,010 shares. He also reports 44,081 Class A common shares held indirectly through an IRA.

Positive

  • None.

Negative

  • None.
Insider Charlton Kevin M.
Role null
Type Security Shares Price Value
Grant/Award Restricted Stock Units 28,318 $0.00 --
Exercise Restricted Stock Units 27,050 $0.00 --
Exercise Class A Common Stock 27,050 $0.00 --
holding Class A Common Stock -- -- --
Holdings After Transaction: Restricted Stock Units — 28,318 shares (Direct, null); Class A Common Stock — 359,010 shares (Direct, null); Class A Common Stock — 44,081 shares (Indirect, By IRA)
Footnotes (1)
  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. The RSUs vested in full on June 17, 2026. The RSUs will vest in full at the earlier of June 18, 2027 or the day immediately preceding the Issuer's next annual meeting date.
New RSU grant 28,318 RSUs Grant on June 18, 2026
Vested RSUs converted 27,050 RSUs/shares Vested and converted on June 17, 2026
Direct common shares after transactions 359,010 shares Class A common stock, post-transaction balance
Indirect IRA holdings 44,081 shares Class A common stock held by IRA
RSU conversion price $0.00 per unit RSU to Class A common stock conversion
RSU vesting date (prior award) June 17, 2026 27,050 RSUs vested in full
Latest RSU vesting schedule Earlier of June 18, 2027 or pre-annual meeting 28,318 RSUs vesting condition
Restricted Stock Units financial
"Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share..."
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
RSUs vested in full financial
"The RSUs vested in full on June 17, 2026."
IRA financial
"Class A Common Stock ... indirect ... nature_of_ownership: By IRA"
An individual retirement account (IRA) is a savings account designed to help people put aside money for their retirement, often with tax advantages that encourage long-term savings. It matters to investors because it can grow over time, providing financial security later in life, and offers benefits that can reduce current taxes or allow investments to compound more effectively.
Exercise or conversion of derivative security financial
"transaction_code_description: Exercise or conversion of derivative security"
Class A Common Stock financial
"underlying_security_title: Class A Common Stock"
Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.
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SEC Form 4
FORM 4UNITED 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*
Charlton Kevin M.

(Last)(First)(Middle)
C/O EVOLV TECHNOLOGIES HOLDINGS, INC.
500 TOTTEN POND ROAD, 4TH FLOOR

(Street)
WALTHAM MASSACHUSETTS 02451

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Evolv Technologies Holdings, Inc. [ EVLV ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/17/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Class A Common Stock06/17/2026M27,050A$0359,010D
Class A Common Stock44,081IBy IRA
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Units(1)06/17/2026M27,050 (2) (1)Class A Common Stock27,050$00D
Restricted Stock Units(1)06/18/2026A28,318 (3) (1)Class A Common Stock28,318$028,318D
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 vested in full on June 17, 2026.
3. The RSUs will vest in full at the earlier of June 18, 2027 or the day immediately preceding the Issuer's next annual meeting date.
Remarks:
/s/ Rachel Roy, Attorney-in-fact for Kevin Charlton06/22/2026
** Signature of Reporting PersonDate
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 equity awards did Kevin M. Charlton report in Evolv Technologies (EVLV) Form 4?

Kevin M. Charlton reported a grant of 28,318 Restricted Stock Units and the vesting and conversion of 27,050 RSUs into Class A common stock, reflecting routine director equity compensation activity at Evolv Technologies Holdings.

When do Kevin M. Charlton’s new RSUs in Evolv Technologies (EVLV) vest?

The newly granted 28,318 RSUs vest in full at the earlier of June 18, 2027 or the day immediately preceding Evolv Technologies Holdings’ next annual meeting date, according to the Form 4 footnote disclosure.

How many Evolv Technologies (EVLV) shares does Kevin M. Charlton hold directly after this Form 4?

After the reported transactions, Kevin M. Charlton directly holds 359,010 shares of Class A common stock. These shares reflect the conversion of 27,050 vested RSUs plus his prior direct holdings reported in the Form 4.

Does Kevin M. Charlton have any indirect holdings of Evolv Technologies (EVLV) stock?

Yes. The Form 4 shows an indirect position of 44,081 shares of Class A common stock held by IRA. This is reported separately from his direct holdings of 359,010 shares in Evolv Technologies Holdings.

What happened to the 27,050 RSUs reported for Kevin M. Charlton at Evolv Technologies (EVLV)?

The Form 4 indicates 27,050 RSUs vested in full on June 17, 2026. Those units were then converted into 27,050 shares of Class A common stock, increasing his direct share ownership in Evolv Technologies Holdings.