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Ingevity (NGVT) CEO David Li receives 38,179-share stock grant vesting through 2029

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Filing Sentiment
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Form Type
4

Rhea-AI Filing Summary

Li David H reported acquisition or exercise transactions in this Form 4 filing.

Ingevity Corp President & CEO David H. Li reported an equity award of 38,179 shares of common stock. The filing labels this as a grant or award, with a price of $0.0000 per share, indicating it is a stock-based compensation grant rather than an open-market purchase.

According to the footnotes, the award consists of restricted stock units granted under the Ingevity Corporation 2025 Omnibus Incentive Plan and scheduled to vest in three equal installments on February 27, 2027, 2028, and 2029. After this grant, Li’s directly held common stock position is reported as 156,890 shares, which includes earlier purchases of 364 and 162 shares through the company’s employee stock purchase plan.

Positive

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Negative

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Insights

CEO David Li received a sizable time-vested stock grant, increasing his direct equity stake.

The filing shows David H. Li, President & CEO of Ingevity Corp, acquiring 38,179 shares of common stock through a grant or award. The shares were granted at $0.0000 per share, reflecting stock-based compensation rather than cash investment.

Footnotes state these are restricted stock units under the 2025 Omnibus Incentive Plan, vesting in three equal tranches on February 27, 2027, 2028, and 2029. After the award, Li holds 156,890 common shares directly, a figure that also incorporates smaller prior purchases through the employee stock purchase plan.

This structure aligns the CEO’s compensation with long-term company performance over the multi-year vesting period, but the actual impact for shareholders will depend on future share price and any subsequent sales disclosed in later filings.

Insider Li David H
Role President & CEO
Type Security Shares Price Value
Grant/Award Common Stock 38,179 $0.00 --
Holdings After Transaction: Common Stock — 156,890 shares (Direct)
Footnotes (1)
  1. Grant of restricted stock units pursuant to the Ingevity Corporation 2025 Omnibus Incentive Plan, which will vest in three equal installments on February 27, 2027, 2028, and 2029. Includes (i) 364 shares of Common Stock purchased pursuant to the Amended and Restated 2017 Ingevity Corporation Employee Stock Purchase Plan, as amended ("ESPP") for the purchase period of July 1, 2025 to September 30, 2025 (the "September ESPP Shares"), and (ii) 162 shares of Common Stock purchased pursuant to the ESPP for the purchase period of October 1, 2025 to December 31, 2025 (the "December ESPP Shares"). In accordance with the terms of the ESPP, the September ESPP Shares were purchased at a price equal to 85% of the closing price of Issuer's Common Stock on July 1, 2025 and the December ESPP Shares were purchased at a price equal to 85% of the closing price of the Issuer's Common Stock on October 1, 2025.
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*
Li David H
(Last) (First) (Middle)
C/O INGEVITY CORPORATION
4920 O'HEAR AVE, SUITE 400
(Street)
NORTH CHARLESTON SC 29405
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Ingevity Corp [ NGVT ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
President & CEO
3. Date of Earliest Transaction (Month/Day/Year)
02/27/2026
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
Common Stock 02/27/2026 A 38,179(1) A $0 156,890(2) D
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. Grant of restricted stock units pursuant to the Ingevity Corporation 2025 Omnibus Incentive Plan, which will vest in three equal installments on February 27, 2027, 2028, and 2029.
2. Includes (i) 364 shares of Common Stock purchased pursuant to the Amended and Restated 2017 Ingevity Corporation Employee Stock Purchase Plan, as amended ("ESPP") for the purchase period of July 1, 2025 to September 30, 2025 (the "September ESPP Shares"), and (ii) 162 shares of Common Stock purchased pursuant to the ESPP for the purchase period of October 1, 2025 to December 31, 2025 (the "December ESPP Shares"). In accordance with the terms of the ESPP, the September ESPP Shares were purchased at a price equal to 85% of the closing price of Issuer's Common Stock on July 1, 2025 and the December ESPP Shares were purchased at a price equal to 85% of the closing price of the Issuer's Common Stock on October 1, 2025.
Remarks:
David H. Li By: Mavis G. Huger as Attorney-in-Fact 03/03/2026
** 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.

Source: View Original Filing on SEC EDGAR

FAQ

What did Ingevity (NGVT) CEO David H. Li report in this Form 4?

David H. Li reported receiving a grant of 38,179 shares of Ingevity common stock as stock-based compensation. The award is classified as a grant or other acquisition, not an open-market purchase, and increases his directly held stake to 156,890 shares.

How will David H. Li’s new Ingevity (NGVT) stock grant vest over time?

The 38,179-share award to David H. Li consists of restricted stock units that vest in three equal installments. Vesting dates are scheduled for February 27, 2027, February 27, 2028, and February 27, 2029, linking compensation to multi-year company performance.

Did Ingevity (NGVT) CEO David H. Li buy these shares on the open market?

No, the shares were granted at a reported price of $0.0000 per share as equity compensation. The transaction code is classified as a grant, award, or other acquisition, indicating they were not purchased in open-market transactions.

How many Ingevity (NGVT) shares does David H. Li own after this award?

Following the 38,179-share grant, David H. Li’s directly held Ingevity common stock totals 156,890 shares. This figure also includes smaller earlier purchases made through the company’s employee stock purchase plan, as detailed in the footnotes.

What plan governed the stock grant to Ingevity (NGVT) CEO David H. Li?

The award was granted under the Ingevity Corporation 2025 Omnibus Incentive Plan. According to the filing, it consists of restricted stock units that vest in three equal annual installments beginning February 27, 2027, aligning the grant with long-term incentive objectives.