Welcome to our dedicated page for Ingevity SEC filings (Ticker: NGVT), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Ingevity Corporation filings document formal disclosure for its specialty materials business, public-company governance, and capital structure. Form 8-K reports cover operating results, segment reporting presentation, credit agreement amendments, material agreements, and completed dispositions of North Charleston crude tall oil refinery assets and the majority of the Industrial Specialties product line.
Proxy and annual-meeting filings disclose director elections, board structure, executive compensation matters, shareholder voting results, and amendments to the company’s equity incentive plan. The filing record also includes disclosures tied to financing arrangements, continuing-operations measures, and governance matters affecting Ingevity’s common stock as a NYSE-listed issuer.
Ingevity Corporation (NGVT) reported steady Q3 2025 results. Net sales were $333.1 million versus $333.8 million a year ago, and gross profit rose to $133.9 million from $131.6 million. Income from continuing operations before taxes was $62.2 million (vs. $54.0 million), with net income of $43.5 million. Diluted EPS was $1.18 versus $(2.94), reflecting a large discontinued-operations loss in the prior year. The effective tax rate was 34.4%.
Year‑to‑date, net sales were $912.5 million (vs. $936.8 million) and net loss was $(82.5) million, driven by a non‑cash $183.8 million goodwill impairment in Advanced Polymer Technologies. Operating cash flow improved to $234.1 million (vs. $64.1 million). Total debt including finance leases declined to $1.2639 billion from $1.4052 billion, and interest expense fell to $56.4 million (vs. $69.3 million). Revolver covenants remained comfortable, with net leverage at 2.7x and interest coverage at 5.5x.
The company signed an Asset Purchase Agreement on September 3, 2025 to divest its industrial specialties product line and North Charleston CTO refinery, which are presented as discontinued operations; closing is expected by early 2026. During Q3, NGVT repurchased $25.2 million of stock, or 445,724 shares at a weighted average of $56.09.
Ingevity Corporation furnished preliminary financial results for the three and nine months ended September 30, 2025. The details are provided in a press release attached as Exhibit 99.1, dated November 5, 2025. The information under Item 2.02, including Exhibit 99.1, is being furnished and is not deemed filed under the Securities Exchange Act. Additional materials may be available on Ingevity’s investor relations website.
Victory Capital Management, Inc. filed an amended Schedule 13G (Amendment No. 1) reporting beneficial ownership of 782,930 shares of Ingevity Corp (NGVT) common stock, representing 2.15% of the class as of 09/30/2025. The filer is classified as an investment adviser (IA).
Victory reports 766,969 shares with sole voting power and 782,930 shares with sole dispositive power, with no shared voting or dispositive power. The certification states the securities were acquired and are held in the ordinary course of business and not to change or influence control.
Ingevity Corporation appointed Ruth Castillo as Senior Vice President and President, Performance Materials, effective November 10, 2025. She will report directly to the President and Chief Executive Officer.
Castillo brings over 25 years of experience across chemicals, specialty materials and life sciences, most recently serving as Vice President of Global Chemicals at Avantor. Prior roles at Avantor included business transformation, supply chain and engineering, and global product management, following 17 years in leadership positions at Celanese. She holds an MBA from the University of Texas at Dallas and a B.S. in Chemical Engineering from Universidad Iberoamericana. The company disclosed no family relationships, selection arrangements, or related-party transactions.
Ingevity Corporation appointed Ruth Castillo as Senior Vice President and President, Performance Materials, effective November 10, 2025. She will report directly to the President and Chief Executive Officer.
Castillo brings over 25 years of experience across chemicals, specialty materials and life sciences, most recently serving as Vice President of Global Chemicals at Avantor. Prior roles at Avantor included business transformation, supply chain and engineering, and global product management, following 17 years in leadership positions at Celanese. She holds an MBA from the University of Texas at Dallas and a B.S. in Chemical Engineering from Universidad Iberoamericana. The company disclosed no family relationships, selection arrangements, or related-party transactions.
Ingevity Corp (NGVT) director Luis Fernandez-Moreno reported a sale and adjustments to his holdings tied to restricted stock units. On 10/02/2025 he disposed of 6,004 shares of common stock at $56.31, leaving him with 35,978 shares beneficially owned after the transaction. The filing explains the sale and ownership change arose from RSU activity: shares were withheld to satisfy tax withholding for RSUs that vested on 10/02/2025, and 11,123 RSUs were forfeited because his interim CEO role ended before the one-year anniversary of that RSU grant.
The Form 4 was filed as an individual report and bears a signature submitted by an attorney-in-fact on behalf of Mr. Fernandez-Moreno on 10/06/2025. The disclosure presents a routine insider tax-withholding sale and a forfeiture tied to termination of an interim executive role; both items materially change the director's reported holdings but do not allege any misconduct.
Francis David Segal, a director of Ingevity Corp (NGVT), reported acquiring 414 vested deferred stock units on 10/01/2025 at a recorded price of $54.44 per share equivalent. These DSUs were elected in lieu of quarterly director fees and will convert into an equal number of common shares when Mr. Segal leaves board service under the company's Non-Employee Director Deferred Compensation Plan and 2025 Omnibus Incentive Plan. After this transaction, his reported beneficial ownership is 5,655 shares, held directly.
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.
Ingevity Corporation has agreed to sell substantially all assets of its industrial specialties product line (excluding lignin dispersant, alternative fatty acid based products, road technologies and certain other businesses) and its North Charleston, South Carolina crude tall oil refinery to Mainstream Pine Products, LLC under an Asset Purchase Agreement.
The Transaction provides for a purchase price of $110 million in cash, subject to customary working capital adjustments, plus up to an additional $19 million in contingent consideration based on the Businesses’ highest EBITDA over any 12‑month period within 36 months after closing. Closing is expected by early Q1 2026, subject to regulatory and contractual conditions, including absence of a Material Adverse Effect and completion of title and survey work.
The Agreement includes mutual termination rights, a $5 million termination fee for certain material breaches, a $7.5 million fee if Ingevity pursues an Alternative Transaction in violation of a “no shop” covenant, and a $520,000 diligence fee payable by Ingevity in most other termination scenarios. At closing, the parties plan to enter long‑term ground lease and reciprocal plant operating agreements (each with an initial 20‑year term and renewal options), transition services, intellectual property, restrictive covenant and environmental indemnity agreements that will govern ongoing collaboration around the refinery and nearby plant operations.
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.
Ingevity Corporation (NGVT) Form 144 reports that insider Stuart E. Woodcock Jr. intends to sell 3,700 common shares on 08/11/2025 through Morgan Stanley Smith Barney on the NYSE, with an aggregate market value of $194,662.55. The filing lists the securities as restricted stock that vested under a registered plan with acquisition dates of 02/27/2017, 02/27/2018 and 02/26/2020, and records a recent separate sale on 08/05/2025 of 6,720 shares for $323,904.00. Outstanding shares are shown as 36,466,285, so the planned sale represents a very small fraction of total common stock.
The notice includes the seller’s representation that they do not possess undisclosed material adverse information. The document otherwise provides routine Rule 144 disclosure details: broker, share counts, acquisition type, and prior recent sales by the same person.