[Form 4] Ingevity Corporation Insider Trading Activity

Rhea-AI Filing Summary

Phillip J. Platt, SVP, Finance & CAO of Ingevity Corp (NGVT), reported an equity transaction tied to vested restricted stock units. On 08/11/2025 the company withheld 1,444 shares to satisfy tax-withholding obligations related to 2024 RSUs that vested on that date. The transaction is coded F and shows a withholding value of $52.20 per share. After the withholding, Mr. Platt directly beneficially owned 28,243 shares.

This was a routine tax-withholding action for vested equity rather than an open-market sale; the form was submitted by one reporting person and executed under a power of attorney.

Insights

Financial Analyst

TL;DR: Routine tax withholding of 1,444 RSUs; ownership remains 28,243 shares.

The reported transaction is a standard withholding to cover taxes on vested restricted stock units and does not indicate an additional disposition of shares into the open market. The withholding reduced the number of shares delivered upon vesting by 1,444, with a reported per-share value of $52.20. From an investor-impact perspective this is neutral: the insider retained direct beneficial ownership of 28,243 shares, preserving alignment with shareholders.

Corporate Governance Expert

TL;DR: Withholding for vested RSUs is standard practice and raises no governance red flags.

The Form 4 indicates the tax withholding was handled by the issuer and recorded under transaction code F. The submission was completed by an attorney-in-fact, consistent with routine administrative handling of insider reports. There is no evidence in the report of unusual compensation actions or sales that would materially alter insider ownership or signal governance concerns.

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
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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^*

PLATT PHILLIP JOHN

(Last) (First) (Middle)

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, Finance & CAO

3. Date of Earliest Transaction (Month/Day/Year)
08/11/2025

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	08/11/2025		F		1,444(1)	D	$52.2	28,243	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 August 11, 2025.

Remarks:

Exhibits: Exhibit 24 - Power of Attorney

	Phillip J. Platt By: Mavis Huger as Attorney-in-Fact	08/13/2025
	** 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 Phillip J. Platt report for Ingevity (NGVT)?

The report shows 1,444 shares were withheld by the company to satisfy tax-withholding obligations related to 2024 RSUs that vested on 08/11/2025.

How many shares does Phillip J. Platt beneficially own after the transaction?

Following the withholding, Mr. Platt directly beneficially owned 28,243 shares.

What was the reported price per share for the withholding?

The transaction shows a withholding value of $52.20 per share.

What is Phillip J. Platt's role at NGVT as shown on the form?

The form lists Phillip J. Platt as SVP, Finance & CAO and the filing indicates he reported as an officer.

Was this a sale or a withholding event on the Form 4?

This was a tax-withholding event for vested RSUs (transaction code F), not an open-market sale.