ENVIRI (NVRI) CEO exercises SARs and makes large stock gifts

Rhea-AI Filing Summary

ENVIRI Corp Chairman and CEO F. Nicholas Grasberger III reported a mix of equity compensation activity and personal share transfers. He exercised 281,570 stock appreciation rights at $7.00 per right, receiving 171,088 shares of common stock on a net basis. To cover withholding taxes from this exercise, 78,564 common shares were automatically disposed of at $17.84 per share, a non-market tax-withholding transaction rather than an open-market sale.

In addition, he made bona fide gifts totaling 113,787 common shares over two days, with 63,787 shares gifted on one date and 50,000 shares gifted on a later date. Following these transactions, he directly holds 1,601,489 shares of ENVIRI common stock. All reported holdings are direct, and there are no remaining stock appreciation rights from this award after the exercise.

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)
03/12/2026

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	03/12/2026		G		63,787	D	$0	1,558,965	D
Common Stock	03/13/2026		M		171,088(1)	A	$7	1,730,053	D
Common Stock	03/13/2026		F		78,564	D	$17.84	1,651,489	D
Common Stock	03/16/2026		G		50,000	D	$0	1,601,489	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
Stock Appreciation Rights	$7	03/13/2026		M			281,570	(2)	05/06/2026	Common Stock	281,570	$0	0	D

Explanation of Responses:

1. The reporting person received 171,088 shares of common stock upon the net exercise of 281,570 stock appreciation rights ("SARs"). A total of 78,564 shares of common stock underlying such SARs were withheld to satisfy the withholding tax obligation resulting from the exercise.

2. The stock appreciation rights vested in one-third increments on each of the first three anniversaries of the date of the grant.

Remarks:

	/s/ F. Nicholas Grasberger III	03/16/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transactions did ENVIRI (NVRI) CEO report in this Form 4?

ENVIRI’s CEO reported exercising 281,570 stock appreciation rights at $7.00, receiving 171,088 common shares, plus two bona fide gifts totaling 113,787 shares. Shares were also withheld to satisfy tax obligations from the derivative exercise.

How many ENVIRI (NVRI) shares did the CEO receive from exercising SARs?

He received 171,088 ENVIRI common shares upon the net exercise of 281,570 stock appreciation rights at $7.00. Part of the underlying shares, 78,564 in total, were withheld to satisfy the related tax withholding obligation.

Were any ENVIRI (NVRI) shares sold on the open market in this filing?

No open-market sales are reported. The only share disposals are 78,564 shares withheld to pay tax obligations from the SAR exercise and 113,787 shares transferred as bona fide gifts, which do not represent market sales.

How many ENVIRI (NVRI) shares did the CEO gift according to this Form 4?

He made bona fide gifts totaling 113,787 ENVIRI common shares, consisting of 63,787 shares on one date and 50,000 shares on a later date. These are non-market transfers and do not involve sale proceeds.

What is the ENVIRI (NVRI) CEO’s direct share ownership after these transactions?

After the reported exercise, tax withholding, and gifts, the CEO directly holds 1,601,489 ENVIRI common shares. This figure reflects his remaining position following all transactions disclosed in this Form 4 filing.

Do any stock appreciation rights remain outstanding for the ENVIRI (NVRI) CEO?

No stock appreciation rights from this award remain. The CEO exercised 281,570 stock appreciation rights into common stock, and the Form 4 shows zero remaining shares under this SAR position after the exercise.