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Enviri (NYSE: NVRI) CEO reports 1,295,739-share holdings after PSU vesting

Filing Impact
(Very High)
Filing Sentiment
(Very Negative)
Form Type
4

Rhea-AI Filing Summary

Enviri Corp chairman and CEO F. Nicholas Grasberger III reported the vesting and settlement of performance share units and related transactions in Enviri common stock. On December 16, 2025, performance share units covering 432,920 and 630,766 shares vested and were settled into common stock at an exercise price of $0, following approval by the Management Development & Compensation Committee on December 15, 2025.

To satisfy related obligations and in a separate sale, he disposed of 198,787, 315,382, and 144,825 shares at $17.85 per share. After these transactions, he directly owned 1,295,739 Enviri common shares. The performance share units vested at 200% of target based on Enviri’s total shareholder return versus the S&P 600 Industrials Index, with half of one award settled in shares and half in cash.

Positive

  • None.

Negative

  • None.
Insider GRASBERGER F NICHOLAS III
Role Chairman and CEO
Type Security Shares Price Value
Exercise Performance Share Units 432,920 $0.00 --
Exercise Performance Share Units 630,766 $0.00 --
Exercise Common Stock 432,920 $0.00 --
Tax Withholding Common Stock 198,787 $17.85 $3.55M
Exercise Common Stock 630,766 $0.00 --
Disposition Common Stock 315,382 $17.85 $5.63M
Tax Withholding Common Stock 144,825 $17.85 $2.59M
Holdings After Transaction: Performance Share Units — 0 shares (Direct); Common Stock — 1,323,967 shares (Direct)
Footnotes (1)
  1. Represents shares issued upon vesting of performance share unit awards, as approved on December 15, 2025 by the Management Development & Compensation Committee of the Enviri Board of Directors. Represents deemed surrender to the issuer of shares deemed to be issued upon vesting of the cash-settled portion of performance share units referenced in footnote (4) below. 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 13, 2024, based on the total shareholder return of Enviri common stock relative to the S&P 600 Industrials Index. 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 6, 2025, based on the total shareholder return of Enviri common stock relative to the S&P 600 Industrials Index. 50% of the performance share units were settled in shares of Enviri common stock and 50% of the performance share units were settled in cash.
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).
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)
12/16/2025
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 12/16/2025 M 432,920(1) A $0 1,323,967 D
Common Stock 12/16/2025 F 198,787 D $17.85 1,125,180 D
Common Stock 12/16/2025 M 630,766(1) A $0 1,755,946 D
Common Stock 12/16/2025 D 315,382(2) D $17.85 1,440,564 D
Common Stock 12/16/2025 F 144,825 D $17.85 1,295,739 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 (3) 12/16/2025 M 432,920 (3) 12/31/2026 Common Stock 432,920 $0 0 D
Performance Share Units (4) 12/16/2025 M 630,766 (4) 12/31/2027 Common Stock 630,766 $0 0 D
Explanation of Responses:
1. Represents shares issued upon vesting of performance share unit awards, as approved on December 15, 2025 by the Management Development & Compensation Committee of the Enviri Board of Directors.
2. Represents deemed surrender to the issuer of shares deemed to be issued upon vesting of the cash-settled portion of performance share units referenced in footnote (4) below.
3. 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 13, 2024, based on the total shareholder return of Enviri common stock relative to the S&P 600 Industrials Index.
4. 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 6, 2025, based on the total shareholder return of Enviri common stock relative to the S&P 600 Industrials Index. 50% of the performance share units were settled in shares of Enviri common stock and 50% of the performance share units were settled in cash.
Remarks:
/s/ F. Nicholas Grasberger III 12/18/2025
** 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 insider transactions did Enviri Corp (NVRI) report on December 16, 2025?

Enviri reported that chairman and CEO F. Nicholas Grasberger III had performance share units vest and convert into common stock, and that he disposed of 198,787, 315,382, and 144,825 shares of Enviri common stock at $17.85 per share.

How many Enviri (NVRI) shares does F. Nicholas Grasberger III own after these transactions?

After the reported transactions on December 16, 2025, F. Nicholas Grasberger III directly owned 1,295,739 shares of Enviri common stock.

What performance conditions triggered the vesting of Enviri (NVRI) performance share units?

The performance share units vested at 200% of the target number based on the total shareholder return of Enviri common stock relative to the S&P 600 Industrials Index, as described in the footnotes.

At what price were Enviri (NVRI) shares disposed of in these insider transactions?

The reported share disposals, including deemed surrenders and a sale of 315,382 shares, occurred at a price of $17.85 per Enviri common share.

How were the Enviri (NVRI) performance share units settled for F. Nicholas Grasberger III?

One performance share unit award was settled in Enviri common stock, while another award was settled 50% in shares and 50% in cash, as noted in the explanation of responses.

Who approved the share issuance upon vesting of Enviri (NVRI) performance share units?

The shares issued upon vesting of performance share unit awards were approved on December 15, 2025 by the Management Development & Compensation Committee of the Enviri Board of Directors.