Was the ENVIRI (NVRI) CEO’s share disposition an open-market stock sale?

No. The Form 4 labels the 64,842-share disposition as a tax-withholding transaction, used to satisfy tax obligations on the equity award, not as a discretionary open-market sale of ENVIRI stock.

How is ENVIRI’s Clean Earth division sale related to these Form 4 transactions?

A footnote states the restricted stock units were vested and settled as approved by ENVIRI’s Board of Directors on May 18, 2026, in connection with ENVIRI’s sale of its Clean Earth division, linking the award settlement to that transaction.

ENVIRI Corp (NVRI) CEO settles 141,205 RSUs with tax share withholding

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

ENVIRI Corp Chairman and CEO F. Nicholas Grasberger III reported equity compensation transactions involving restricted stock units and common stock. He exercised or converted 141,205 restricted stock units into an equal number of common shares on May 20, 2026, as part of awards under the 2013 Equity and Incentive Compensation Plan. To cover tax obligations, 64,842 common shares were disposed of as a tax-withholding transaction at a reference price of $19.53 per share, which is not an open-market sale. After these transactions, he directly owned 1,742,694 shares of ENVIRI common stock. The footnote explains that these restricted stock units had vested and were settled following approval by ENVIRI’s Board of Directors in connection with the company’s sale of its Clean Earth division.

Insider Trade Summary

141,205 shares exercised/converted

Mixed 3 txns

Insider GRASBERGER F NICHOLAS III

Role Chairman and CEO

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units	141,205	$0.00	--
Exercise	Common Stock	141,205	$0.00	--
Tax Withholding	Common Stock	64,842	$19.53	$1.27M

Holdings After Transaction: Restricted Stock Units — 0 shares (Direct, null); Common Stock — 1,742,694 shares (Direct, null)

Footnotes (1)

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Key Figures

RSUs exercised: 141,205 units Tax-withholding shares: 64,842 shares Tax reference price: $19.53 per share +3 more

6 metrics

RSUs exercised 141,205 units Restricted stock units converted to common stock on May 20, 2026

Tax-withholding shares 64,842 shares Common shares disposed to cover tax obligations

Tax reference price $19.53 per share Price used for tax-withholding disposition of 64,842 shares

Shares held after 1,742,694 shares Direct ENVIRI common stock ownership after reported transactions

Exercise transactions 1 transaction, 141,205 shares Derivative exercise/conversion count and shares

Tax-withholding count 1 transaction, 64,842 shares Tax-withholding disposition related to equity award

Key Terms

Restricted stock units, 2013 Equity and Incentive Compensation Plan, tax-withholding disposition, derivative exercise/conversion, +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.

2013 Equity and Incentive Compensation Plan financial

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

tax-withholding disposition financial

"transaction_action": "tax-withholding disposition""

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.

derivative exercise/conversion financial

"transaction_action": "derivative exercise/conversion""

Board of Directors financial

"as approved on May 18, 2026 by the Enviri Board of Directors in connection with Enviri's sale"

The Board of Directors is a group of people chosen by a company's owners to help make big decisions and oversee how the company is run. They act like a team of advisors or managers, making sure the company stays on track and meets its goals. Their choices can influence the company's success and how it grows.

Form 4 Insider Transactions: What Each Field Means →

05/22/2026 - 03:57 PM

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

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)

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

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		141,205	A	$0	1,742,694	D
Common Stock	05/20/2026		F		64,842	D	$19.53	1,677,852	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)
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			141,205	⁽¹⁾	⁽¹⁾	Common Stock	141,205	$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/ F. Nicholas Grasberger III	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

FAQ

What did ENVIRI (NVRI) CEO F. Nicholas Grasberger report in this Form 4?

He reported equity compensation activity, including exercising 141,205 restricted stock units into ENVIRI common stock and a related tax-withholding share disposition, rather than any open-market stock purchase or sale.

How many ENVIRI (NVRI) restricted stock units did the CEO convert to common stock?

He converted 141,205 restricted stock units into the same number of ENVIRI common shares. These units were granted under the 2013 Equity and Incentive Compensation Plan and had vested before being settled into stock.

How many ENVIRI (NVRI) shares does the CEO hold after these transactions?

Following the exercise and tax-withholding transactions, the Form 4 reports that F. Nicholas Grasberger III directly owns 1,742,694 shares of ENVIRI common stock, reflecting his ongoing equity stake in the company.