Energy Vault (NRGV) director awarded 161,132 RSUs with one-year vesting

Rhea-AI Filing Summary

Mary Beth Mandanas, a director of Energy Vault Holdings, Inc. (NRGV), received 161,132 restricted stock units (RSUs) on 09/16/2025. Each RSU represents a contingent right to one share of common stock and vests after the first anniversary of the Vesting Commencement Date, which is May 30, 2025, subject to her continued board service. Following the award, the filing reports she beneficially owns 345,838 shares. The Form 4 was signed by the company’s Chief Legal Officer on 09/18/2025 and discloses this non-derivative equity grant at a $0 transaction price because it is an RSU award rather than an open-market purchase.

Positive

• Director received 161,132 RSUs, increasing reported beneficial ownership to 345,838 shares
• RSUs vest after one year subject to continued board service, aligning director incentives with long-term shareholder value

Negative

• None.

Insights

Financial Analyst

TL;DR: Routine director equity award aligns compensation with shareholder value; increases reported beneficial ownership to 345,838 shares.

The Form 4 documents a non-cash grant of 161,132 RSUs to a company director on 09/16/2025, with vesting contingent on continued board service beginning from the Vesting Commencement Date of 05/30/2025. Such awards are commonly used to align directors with long-term shareholder outcomes. The filing lists a $0 price because RSUs are not purchased in an open-market transaction. This disclosure is standard insider reporting and does not by itself indicate any change to business operations, financing, or governance beyond updated ownership levels.

Corporate Governance Expert

TL;DR: Standard governance practice: director awarded RSUs with time-based vesting to retain and align board service.

The statement shows a time-based RSU grant to Director Mary Beth Mandanas that vests after one year of continued board service from the May 30, 2025 vesting commencement. The filing properly reports the grant, the resulting beneficial ownership figure of 345,838 shares, and the $0 transaction price typical for RSU awards. This is a routine compensation disclosure under Section 16; the filing itself signals no immediate governance or control change.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Mandanas Mary Beth

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	161,132	$0.00	--

Holdings After Transaction: Common Stock — 345,838 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).

1. Name and Address of Reporting Person^*

Mandanas Mary Beth

(Last) (First) (Middle)

4165 EAST THOUSAND OAKS BLVD,

SUITE 100

(Street)

WESTLAKE VILLAGE CA 93162

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Energy Vault Holdings, Inc. [ NRGV ]

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)
09/16/2025

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	09/16/2025		A		161,132(1)	A	$0	345,838	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. Reflects an award of restricted stock units (RSUs). Each RSU represents a contingent right to receive one share of Common Stock. The RSUs vest (subject to the reporting person's continued service on the Board) after the first anniversary of the Vesting Commencement Date - May 30, 2025.

Remarks:

	/s/ Brad Eastman, Chief Legal Officer	09/18/2025
	** 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 did Mary Beth Mandanas receive according to the Form 4 for NRGV?

She received 161,132 restricted stock units (RSUs) on 09/16/2025, each representing a contingent right to one share of common stock.

When do the RSUs granted to the NRGV director vest?

The RSUs vest after the first anniversary of the Vesting Commencement Date, which is May 30, 2025, subject to continued service on the board.

How many shares does Mary Beth Mandanas beneficially own after the reported transaction?

The Form 4 reports she beneficially owns 345,838 shares following the RSU award.

Why is the transaction price reported as $0 on the Form 4?

The price is $0 because the entry documents a grant of RSUs (a non-cash equity award), not a market purchase or sale.

When was the Form 4 signed and filed for this transaction?

The signature block shows the form was signed by the Chief Legal Officer on 09/18/2025 and the transaction date is 09/16/2025.