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Ingevity Corp (NGVT) director reports 479-share DSU-based stock acquisition

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

Rhea-AI Filing Summary

Ingevity Corp director reports stock-based compensation transaction

A director of Ingevity Corp reported acquiring 479 shares of the company’s common stock on 01/02/2026 at a price of $60.09 per share. These shares represent vested deferred stock units the director elected to receive instead of quarterly cash director fees, under Ingevity’s Amended and Restated Non-Employee Director Deferred Compensation Plan and 2025 Omnibus Incentive Plan. After this transaction, the director beneficially owns 8,779 shares of Ingevity common stock in direct ownership. The deferred stock units will convert into an equal number of common shares when the director’s board service ends.

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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*
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)
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
Common Stock 01/02/2026 A 479(1) A $60.09 8,779 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 Amended and Restated Non-Employee Director Deferred Compensation Plan and 2025 Omnibus Incentive Plan.
Remarks:
J. Kevin Willis By: Mavis Huger as Attorney-in-Fact 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 insider transaction did Ingevity Corp (NGVT) report in this Form 4?

A director of Ingevity Corp reported acquiring 479 shares of common stock on 01/02/2026 at a price of $60.09 per share, through vested deferred stock units.

How many Ingevity (NGVT) shares does the reporting director own after this transaction?

Following the reported transaction, the director beneficially owns 8,779 shares of Ingevity common stock in direct ownership.

What are the deferred stock units (DSUs) mentioned in the Ingevity (NGVT) Form 4?

The deferred stock units (DSUs) represent the director’s election to receive DSUs instead of quarterly director fees. These DSUs will settle into an equal number of Ingevity common shares when the director’s board service terminates.

Under which plans were the Ingevity (NGVT) deferred stock units granted?

The DSUs were granted under Ingevity’s Amended and Restated Non-Employee Director Deferred Compensation Plan and its 2025 Omnibus Incentive Plan.

What is the relationship of the reporting person to Ingevity Corp (NGVT)?

The reporting person is a director of Ingevity Corp, as indicated in the relationship section of the filing.

Was the Ingevity (NGVT) Form 4 filed for one or multiple reporting persons?

The document states that the Form 4 is filed by one reporting person, not a group or joint filing.

Ingevity Corp

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2.37B
35.35M
1.21%
103.73%
2.04%
Specialty Chemicals
Chemicals & Allied Products
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United States
NORTH CHARLESTON