[8-K] Enviri Corporation Reports Material Event

Rhea-AI Filing Summary

On 5 Aug 2025, Enviri Corporation (NYSE: NVRI) filed an 8-K disclosing two furnished press releases. Item 2.02 states that Exhibit 99.1 contains the company’s Q2-25 earnings release; the filing itself provides no financial metrics and expressly limits liability by treating the exhibit as “furnished,” not “filed.”

Item 7.01 may be more consequential: the Board has authorized management to initiate a formal review of strategic alternatives aimed at “unlocking shareholder value.” The company offers no timetable, no preferred outcome, and no guarantee of a transaction. Future updates will be provided only if deemed necessary. Because the review could encompass a sale, merger, divestiture, or other capital-structure actions, the 8-K signals potential corporate-level change but leaves all scenarios open.

Positive

• Board-authorized strategic review signals openness to transformative transactions that could enhance shareholder value.

Negative

• No financial data provided in the 8-K itself, limiting immediate insight into Q2 performance.
• No assurance or timeline for completing the strategic review, creating execution risk and uncertainty.

Insights

Equity Research Analyst

TL;DR: No numbers given; strategic review introduces optionality but zero detail—impact uncertain.

The 8-K supplies no Q2 figures, forcing investors to consult Exhibit 99.1 for performance insights. The headline item is the Board-sanctioned exploration of strategic alternatives, which often precedes M&A or asset sales. However, the absence of a timeline or defined scope tempers enthusiasm. Because the disclosure is furnished, it carries reduced legal weight, implying management’s desire for flexibility. Overall exposure: optionality upside balanced by execution ambiguity.

M&A Specialist

TL;DR: Formal strategic review elevates probability of value-creating deal; lack of detail limits visibility.

Board authorization moves NVRI from passive to active posture, expanding the universe of potential bidders and structures. Even without guarantees, public acknowledgement often catalyzes market interest and can place a valuation floor under the stock. Yet, stakeholder expectations must be managed; protracted processes risk eroding momentum. Impact skews positive given the Board’s explicit mandate to maximize value.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) August 5, 2025

Enviri Corporation

(Exact name of registrant as specified in its charter)

Delaware

001-03970

23-1483991

(State or other jurisdiction of incorporation)

(Commission File Number)

(IRS Employer Identification No.)

Two Logan Square 100-120 North 18th Street, 17th Floor, Philadelphia, Pennsylvania

19103

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area code (267) 857-8715

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instructions A.2. below):

☐			Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐			Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐			Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐			Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common stock, par value $1.25 per share

NVRI

New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

                                Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.02     Results of Operations and Financial Condition.

On August 5, 2025, Enviri Corporation (the “Company”) issued a press release announcing its earnings for the second quarter ended June 30, 2025. A copy of the press release is attached hereto as Exhibit 99.1.

The information is being furnished in this report and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933 or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 7.01    Regulation FD Disclosure.

On August 5, 2025, the Company issued a press release announcing its Board of Directors has authorized management to conduct a formal process to evaluate and explore strategic alternatives aimed at unlocking shareholder value. There can be no assurances regarding any specific outcome or transaction resulting from this review. The Company has not established a timetable for completion of the review and does not intend to provide additional updates unless and until it determines further disclosure is appropriate or necessary. A copy of the press release is attached hereto as Exhibit 99.2.

The information is being furnished in this report and shall not be deemed to be “filed” for purposes of Section 18 of the Exchange Act or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933 or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 9.01    Financial Statements and Exhibits.

(d) Exhibits

The following exhibits are furnished as part of the Current Report on Form 8-K:

Exhibit 99.1						Earnings press release dated August 5, 2025.
Exhibit 99.2						Press release dated August 5, 2025.
Exhibit 104						Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

									Enviri Corporation
Date:			August 5, 2025						/s/ TOM VADAKETH
									Tom Vadaketh
									Senior Vice President and Chief Financial Officer

FAQ

What did Enviri Corporation (NVRI) announce on August 5, 2025?

The company furnished press releases covering Q2-25 earnings and a Board-authorized review of strategic alternatives.

Is there a timetable for Enviri’s strategic alternatives review?

No. The 8-K states that no timetable has been set and further updates will be given only if appropriate.

Are Q2-25 financial results included in the 8-K?

Figures are not in the filing; investors must read Exhibit 99.1 for details.

Does the strategic review guarantee a sale of Enviri?

No. The company explicitly says there are no assurances about any specific outcome or transaction.

How is the information treated legally?

Both press releases are furnished, not filed, which limits liability under Exchange Act Section 18.