NGVT Form 4: Director J. Kevin Willis Receives 506 Shares

Rhea-AI Filing Summary

J. Kevin Willis, a director of Ingevity Corp (NGVT), reported a transaction dated 10/01/2025 in which he acquired 506 shares of Common Stock at a price of $54.44 per share. The Form 4 shows the shares represent vested deferred stock units that were elected in lieu of quarterly director fees and will convert into common shares upon his termination of board service under the company plans. After the reported transaction the filing shows the reporting person beneficially owned 8,300 shares directly. The Form 4 was signed by an attorney-in-fact on 10/02/2025.

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).

1. Name and Address of Reporting Person^*

WILLIS J KEVIN

(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
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
10/01/2025

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	10/01/2025		A		506(1)	A	$54.44	8,300	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. Represents vested deferred stock units (DSUs) granted pursuant to the reporting person's election to receive DSUs in lieu of quarterly director fees. These DSUs will settle into an equal number of shares of the Company's Common Stock upon the reporting person's termination of board service pursuant to the Company's Non-Employee Director Deferred Compensation Plan and 2025 Omnibus Incentive Plan.

Remarks:

	J. Kevin Willis By: Mavis Huger as Attorney-in-Fact	10/02/2025
	** 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 transaction did Ingevity director J. Kevin Willis report on Form 4 (NGVT)?

The Form 4 reports an acquisition of 506 shares of Common Stock on 10/01/2025 at $54.44 per share.

Why were the 506 shares issued to J. Kevin Willis?

The filing states the shares represent vested deferred stock units (DSUs) elected in lieu of quarterly director fees and will settle into shares upon termination of board service.

How many shares does J. Kevin Willis beneficially own after the transaction?

The Form 4 reports 8,300 shares beneficially owned following the reported transaction.

When was the Form 4 signed and who signed it?

The Form 4 is dated and signed by Mavis Huger as attorney-in-fact for J. Kevin Willis on 10/02/2025.

Does the Form 4 indicate the DSUs convert immediately to shares?

No. The filing explicitly states the DSUs will settle into shares upon the reporting person’s termination of board service under the company plans.