How are the ENVIRI (NVRI) restricted stock units related to the Clean Earth division sale?

According to the footnote, the restricted stock units vested and were settled under the 2013 Equity and Incentive Compensation Plan, as approved by ENVIRI’s board in connection with the company’s sale of its Clean Earth division. This links the vesting to that corporate transaction.

ENVIRI VP exercises RSUs, covers taxes with shares

ENVIRI Corp VP & Corporate Controller Samuel C. Fenice reported routine equity compensation activity involving restricted stock units and common stock.

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Filing Sentiment

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Form Type

Rhea-AI Filing Summary

ENVIRI Corp VP & Corporate Controller Samuel C. Fenice reported routine equity compensation activity involving restricted stock units and common stock. On May 20, 2026, he exercised 16,231 restricted stock units, converting them into the same number of ENVIRI common shares.

To cover tax obligations, 7,505 common shares were disposed of as a tax-withholding transaction, not an open-market sale. Following these transactions, Fenice directly owned 73,583 common shares and indirectly held 559 common shares through a managed account. The footnote explains that these RSUs vested and were settled under the 2013 Equity and Incentive Compensation Plan, as approved in connection with ENVIRI’s sale of its Clean Earth division.

Insider Trade Summary

16,231 shares exercised/converted

Exercise 4 txns

Insider Fenice Samuel C.

Role VP & Corporate Controller

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units	16,231	$0.00	$0.00
Exercise	Common Stock	16,231	$0.00	$0.00
Exercise Price or Tax Liability	Common Stock	7,505	$19.53	$147K
holding	Common Stock	--	--	--

Holdings After Transaction: Restricted Stock Units — 0 contracts (Direct); Common Stock — 73,583 shares (Direct); Common Stock — 559 shares (Indirect, by Managed Account)

Footnotes (1)

F1. Restricted stock units granted under the 2013 Equity and Incentive Compensation Plan represent a contingent right to receive Enviri common stock on a one-for-one basis when the restricted stock units vest. The restricted stock units have been vested and settled, as approved on May 18, 2026 by the Enviri Board of Directors in connection with Enviri's sale of its Clean Earth division.

Key Figures

RSUs exercised: 16,231 units Shares for tax withholding: 7,505 shares Direct holdings after transaction: 73,583 shares +3 more

6 metrics

RSUs exercised 16,231 units Restricted stock units converted into common stock on May 20, 2026

Shares for tax withholding 7,505 shares Common shares disposed as tax-withholding on May 20, 2026

Direct holdings after transaction 73,583 shares ENVIRI common stock directly owned after Form 4 transactions

Indirect holdings after transaction 559 shares ENVIRI common stock held indirectly via managed account

RSU exercise price $0.00 per unit Conversion or exercise price for restricted stock units

Tax-withholding reference price $19.53 per share Price per share used for tax-withholding disposition

Key Terms

Restricted Stock Units, tax-withholding disposition, Exercise or conversion of derivative security, 2013 Equity and Incentive Compensation Plan, +1 more

5 terms

Restricted Stock Units financial

"Restricted stock units granted under the 2013 Equity and Incentive Compensation Plan represent a contingent right to receive Enviri common stock"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

tax-withholding disposition financial

"Payment of exercise price or tax liability by delivering securities"

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

Exercise or conversion of derivative security financial

"transaction_code_description": "Exercise or conversion of derivative security"

2013 Equity and Incentive Compensation Plan financial

"Restricted stock units granted under the 2013 Equity and Incentive Compensation Plan represent a contingent right"

managed account financial

"total_shares_following_transaction": "559.0000" ... nature_of_ownership": "by Managed Account""

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transactions did ENVIRI (NVRI) report for Samuel C. Fenice?

ENVIRI reported that VP & Corporate Controller Samuel C. Fenice exercised 16,231 restricted stock units into common shares and had 7,505 shares disposed to satisfy tax obligations. These are compensation-related events rather than open-market share purchases or sales.

How many ENVIRI (NVRI) shares does Samuel C. Fenice hold after this Form 4?

After the reported transactions, Samuel C. Fenice held 73,583 ENVIRI common shares directly and 559 common shares indirectly through a managed account. These holdings reflect his equity position following the restricted stock unit vesting and related tax-withholding disposition.

What was the size of the restricted stock unit exercise in ENVIRI (NVRI)’s Form 4?

The filing shows an exercise of 16,231 restricted stock units, each converting into one ENVIRI common share. This RSU vesting and settlement occurred as part of equity compensation, rather than an open-market stock purchase transaction by the executive.

Why were 7,505 ENVIRI (NVRI) shares disposed of in this insider filing?

The 7,505 ENVIRI common shares were disposed of as a tax-withholding transaction associated with the RSU vesting. This means shares were delivered to cover tax liabilities, not sold in the open market as a discretionary sale by the executive.

AI-generated analysis. How Rhea-AI works. Not financial advice.

Form 4 Insider Transactions: What Each Field Means →

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Accepted by SEC EDGAR 05/22/2026 - 03:56 PM EDT

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).

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^*

Fenice Samuel C.

(Last)

(First)

(Middle)

TWO LOGAN SQUARE

100-120 N. 18TH STREET, 17TH FLOOR

(Street)

PHILADELPHIA

PENNSYLVANIA

19103

(City)

(State)

(Zip)

UNITED STATES

(Country)

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

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	VP & Corporate Controller

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/20/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	05/20/2026		M		16,231	A	$0	81,088	D
Common Stock	05/20/2026		F		7,505	D	$19.53	73,583	D
Common Stock								559	I	by Managed Account

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Units	⁽¹⁾	05/20/2026		M			16,231	⁽¹⁾	⁽¹⁾	Common Stock	16,231	$0	0	D

Explanation of Responses:

1. Restricted stock units granted under the 2013 Equity and Incentive Compensation Plan represent a contingent right to receive Enviri common stock on a one-for-one basis when the restricted stock units vest. The restricted stock units have been vested and settled, as approved on May 18, 2026 by the Enviri Board of Directors in connection with Enviri's sale of its Clean Earth division.

Remarks:

	/s/ Samuel C. Fenice	05/22/2026
	** 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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR