[Form 4] Ingevity Corp Insider Trading Activity

Rhea-AI Filing Summary

Ingevity Corp executive Ryan C. Fisher, SVP, General Counsel & Secretary, reported equity compensation activity and related tax withholding. On February 27, 2026, he acquired 4,442 shares of common stock at $0.00 per share as a grant of restricted stock units under the Ingevity Corporation 2025 Omnibus Incentive Plan, scheduled to vest in three equal installments on February 27, 2027, February 27, 2028, and February 27, 2029. On March 2, 2026, a total of 1,333 shares of common stock were disposed of in four transactions coded as tax-withholding dispositions at $71.64 per share, with footnotes stating the shares were withheld by the company to satisfy tax withholding obligations related to vested RSUs from 2023, 2024, and 2025. Following these transactions, Fisher directly owned 18,502 shares of Ingevity common stock.

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

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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^*

Fisher Ryan C.

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP, Gen. Counsel & Secretary

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		4,442(1)	A	$0	19,835	D
Common Stock	03/02/2026		F		195(2)	D	$71.64	19,640	D
Common Stock	03/02/2026		F		355(3)	D	$71.64	19,285	D
Common Stock	03/02/2026		F		103(3)	D	$71.64	19,182	D
Common Stock	03/02/2026		F		680(4)	D	$71.64	18,502	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 ("RSUs") pursuant to the Ingevity Corporation 2025 Omnibus Incentive Plan, which will vest in three equal installments on February 27, 2027, 2028, and 2029.

2. Shares withheld by the Company to satisfy tax withholding obligations related to the 2023 RSUs that vested.

3. Shares withheld by the Company to satisfy tax withholding obligations related to the 2024 RSUs that vested.

4. Shares withheld by the Company to satisfy tax withholding obligations related to the 2025 RSUs that vested.

Remarks:

	Ryan C. Fisher By: Mavis 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.

FAQ

What insider transactions did Ingevity (NGVT) executive Ryan C. Fisher report?

Ryan C. Fisher reported one equity grant and four related tax-withholding dispositions. He received 4,442 common shares as a restricted stock grant, then 1,333 shares were withheld by Ingevity to cover tax obligations on vested RSUs from 2023, 2024, and 2025.

How many Ingevity (NGVT) shares did Ryan C. Fisher acquire in the latest Form 4?

He acquired 4,442 shares of Ingevity common stock as a grant of restricted stock units. The grant was made under the Ingevity Corporation 2025 Omnibus Incentive Plan at a price of $0.00 per share and will vest in three equal annual installments.

What is the vesting schedule for Ryan C. Fisher’s 2026 Ingevity RSU grant?

The 4,442 restricted stock units granted to Ryan C. Fisher will vest in three equal installments. The units vest on February 27, 2027, February 27, 2028, and February 27, 2029, subject to the terms of the Ingevity Corporation 2025 Omnibus Incentive Plan.

Why were shares of Ingevity (NGVT) disposed of in Ryan C. Fisher’s Form 4 filing?

The dispositions reflect shares withheld by Ingevity to satisfy tax withholding obligations. The footnotes explain that shares were withheld in connection with RSUs granted in 2023, 2024, and 2025 that vested, using share withholding instead of cash to cover the taxes.

At what price were the Ingevity (NGVT) tax-withholding share dispositions reported?

Each of the tax-withholding dispositions was reported at a price of $71.64 per share. These transactions were coded “F,” indicating payment of tax liability by delivering securities, with shares withheld rather than sold in an open-market transaction.

How many Ingevity (NGVT) shares does Ryan C. Fisher own after these transactions?

After the reported grant and tax-withholding dispositions, Ryan C. Fisher directly owns 18,502 shares of Ingevity common stock. This figure appears after the final March 2, 2026 transaction and reflects his direct ownership position following all reported movements.