Enviri (NYSE: NVRI) CEO equity awards vest at 200% of target

Rhea-AI Filing Summary

Enviri Corp Chairman and CEO F. Nicholas Grasberger III reported equity award activity involving performance share units and common stock. On February 26, 2026, he exercised 238,252 performance share units, resulting in the issuance of 476,504 shares of common stock, reflecting vesting at 200% of target based on Enviri’s total shareholder return versus the S&P 600 Industrials Index for the period ended December 31, 2025.

On the same date, 218,891 shares of common stock were disposed of at $18.59 per share to satisfy tax obligations related to the award, a tax-withholding transaction rather than an open-market sale. Following these transactions, Grasberger directly owned 1,553,342 shares of Enviri common stock.

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

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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^*

GRASBERGER F NICHOLAS III

(Last) (First) (Middle)

100-120 NORTH 18TH STREET, 17TH FLOOR

(Street)

PHILADELPHIA PA 19103

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
ENVIRI Corp [ NVRI ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chairman and CEO

3. Date of Earliest Transaction (Month/Day/Year)
02/26/2026

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	02/26/2026		M		476,504(1)	A	$0	1,772,233	D
Common Stock	02/26/2026		F		218,891	D	$18.59	1,553,342	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
Performance Share Units	(2)	02/26/2026		M			238,252	(2)	12/31/2025	Common Stock	238,252	$0	0	D

Explanation of Responses:

1. Represents shares issued upon vesting of performance share unit awards reported in Table II of this Form 4, as approved on February 18, 2026 by the Management Development & Compensation Committee of the Enviri Board of Directors.

2. Each performance share unit vested at 200% of the target number of performance share units reported on the reporting person's Form 4 filed March 9, 2023, based on the total shareholder return of Enviri common stock relative to the S&P 600 Industrials Index over the performance period ended December 31, 2025.

Remarks:

	/s/ F. Nicholas Grasberger III	03/02/2026
	** Signature of Reporting Person	Date
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FAQ

What did Enviri (NVRI) CEO report in this Form 4 filing?

The CEO reported vesting and exercise of performance share units that converted into Enviri common stock. Related shares were then withheld to cover taxes, and his direct ownership position was updated to reflect the new post-transaction share balance.

How many Enviri (NVRI) performance share units vested for the CEO?

A total of 238,252 performance share units vested for the CEO. These units converted into shares of Enviri common stock as part of an equity incentive program tied to relative total shareholder return performance.

How many Enviri (NVRI) common shares were issued to the CEO?

The vesting of performance share units resulted in the issuance of 476,504 Enviri common shares. This reflects a payout at 200% of the target award following the completed performance period.

Why were some Enviri (NVRI) shares disposed of in this Form 4?

The filing shows 218,891 common shares disposed of at $18.59 per share to satisfy tax liabilities. This is characterized as a tax-withholding disposition, not an open-market sale transaction by the CEO.

What performance metric drove the Enviri (NVRI) PSU vesting outcome?

The performance share units vested at 200% of target based on Enviri’s total shareholder return. The metric was measured relative to the S&P 600 Industrials Index over a performance period ending December 31, 2025.

How many Enviri (NVRI) shares does the CEO own after these transactions?

After the vesting, conversion, and tax-withholding disposition, the CEO directly owns 1,553,342 shares of Enviri common stock. This updated balance reflects all transactions reported in the Form 4.