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Energy Vault (NRGV) Form 4: Thomas Ertel granted 161,132 RSUs

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

Rhea-AI Filing Summary

Energy Vault Holdings director Thomas R. Ertel received a grant of 161,132 restricted stock units (RSUs) on 09/16/2025, each RSU representing a contingent right to one share of common stock. The RSUs vest subject to his continued board service after the first anniversary of the Vesting Commencement Date of May 30, 2025. Following the award, the reporting person beneficially owns 360,338 shares. The Form 4 was filed as a single reporting person filing and is signed by the company's Chief Legal Officer on behalf of the reporting person.

Positive

  • Long‑term alignment: The RSUs vest after one year of continued board service, aligning the director's interests with shareholders over time.
  • Transparent disclosure: The Form 4 provides specific quantities (161,132 RSUs) and post‑award beneficial ownership (360,338 shares).

Negative

  • Potential dilution: The award represents the potential future issuance of 161,132 shares upon vesting.
  • No cash amount disclosed: The filing shows a $0 price for the RSUs and does not provide information on any related cash compensation or tax withholding arrangements.

Insights

TL;DR: A routine director compensation award of RSUs that increases potential share count but is time‑vested and conditional on continued service.

The Form 4 documents a non‑derivative award of 161,132 restricted stock units to Director Thomas R. Ertel on 09/16/2025. Each RSU converts to one share upon vesting, which is conditioned on continued board service and begins vesting after the first anniversary of a May 30, 2025 vesting commencement date. Post‑award beneficial ownership is 360,338 shares. This disclosure is typical for board compensation and does not disclose cash payments or option exercises.

TL;DR: Grant appears to be standard long‑term director compensation with service‑based vesting; material impact is limited by vesting conditions.

The record clearly identifies the grant as RSUs with a service‑based vesting schedule, aligning director incentives with shareholder outcomes over time. The filing shows the transaction code as an award (A) and lists the post‑transaction beneficial ownership. No amendment date or additional restrictive terms are provided in the Form 4. The disclosure is compliant with Section 16 reporting requirements.

Insider Ertel Thomas R
Role Director
Type Security Shares Price Value
Grant/Award Common Stock 161,132 $0.00 --
Holdings After Transaction: Common Stock — 360,338 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*
Ertel Thomas R
(Last) (First) (Middle)
4165 EAST THOUSAND OAKS BLVD, SUITE 100
(Street)
WESTLAKE VILLAGE CA 91362
(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 $0 360,338 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.

Source: View Original Filing on SEC EDGAR

FAQ

What did Thomas R. Ertel receive according to the Form 4 for NRGV?

He was awarded 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 vest for the NRGV director grant?

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

How many shares does the reporting person beneficially own after the transaction?

The Form 4 reports 360,338 shares beneficially owned following the reported transaction.

Was any cash paid for the RSU award in the filing?

The transaction is reported with a price of $0, indicating an equity award rather than a cash purchase.

Who signed the Form 4 filing for Thomas R. Ertel?

The Form 4 is signed on behalf of the reporting person by Brad Eastman, Chief Legal Officer with a signature date of 09/18/2025.