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Ingevity SVP Fisher Reports Routine RSU Tax Withholding on Form 4

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

Rhea-AI Filing Summary

Ingevity Corporation (NGVT) – Form 4 Insider Filing: Senior Vice President, General Counsel & Secretary Ryan C. Fisher reported a transaction dated 7 July 2025. The filing shows a Code F transaction in which 169 shares of common stock were withheld by the company at a price of $45.34 per share to cover tax obligations arising from the vesting of 2024 restricted stock units (RSUs). After the withholding, Fisher’s direct ownership stands at 14,758 NGVT shares. No derivative securities activity was reported, and there were no open-market purchases or sales.

Because Code F transactions are non-discretionary, cashless, and executed solely for tax-withholding, they typically carry limited market signaling value. The ownership reduction equals roughly -1.1% of Fisher’s previously held shares, a de-minimis change that is unlikely to materially affect investor perception of insider sentiment or the company’s share supply.

Positive

  • None.

Negative

  • Insider share count decreased by 169 shares due to tax-withholding, representing a small dilution of insider ownership.

Insights

TL;DR: Routine tax-withholding; negligible impact on NGVT valuation.

This Form 4 reflects a standard Rule 10b5-1 Code F withholding of 169 shares tied to vested RSUs. No elective buying or selling occurred, so the transaction does not signal insider views on valuation. Fisher retains 14,758 shares, implying continued equity alignment. The share count involved (<1.2% of his holdings; <0.001% of shares outstanding) is too small to influence float or liquidity. I classify the filing as neutral for investors.

Insider Fisher Ryan C.
Role SVP, Gen. Counsel & Secretary
Type Security Shares Price Value
Tax Withholding Common Stock 169 $45.34 $8K
Holdings After Transaction: Common Stock — 14,758 shares (Direct)
Footnotes (1)
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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*
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)
07/07/2025
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 07/07/2025 F 169(1) D $45.34 14,758 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. Shares withheld by the Company to satisfy tax withholding obligations related to the 2024 RSUs that vested on July 7, 2025.
Remarks:
Exhibits: Exhibit 24 - Power of Attorney
Ryan C. Fisher By: Mavis Huger as Attorney-in-Fact 07/09/2025
** 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.

Source: View Original Filing on SEC EDGAR

FAQ

What did Ingevity (NGVT) insider Ryan C. Fisher report on Form 4?

He reported 169 NGVT shares withheld by the company on 07/07/2025 to satisfy tax on vested RSUs.

Was the transaction an open-market trade?

No. It was a Code F transaction—shares withheld for tax purposes, not a market sale.

How many NGVT shares does Fisher now own?

After the transaction, Fisher directly owns 14,758 shares.

Does this filing indicate insider sentiment toward NGVT stock price?

Likely not. Code F withholding is automatic and typically viewed as neutral.

What price was used for the tax-withholding shares?

The shares were valued at $45.34 each for withholding purposes.