Enviri Corp (NVRI) SVP converts performance units and withholds 26,288 shares for tax

Rhea-AI Filing Summary

Enviri Corp senior executive Jeffrey A. Beswick, SVP & Group President of Clean Earth, reported equity compensation activity. On February 26, 2026, performance share units were exercised/converted into 58,674 shares of common stock, following the vesting of 29,337 performance share units.

A separate transaction on the same date disposed of 26,288 common shares at $18.59 per share to satisfy tax withholding obligations related to this vesting. After these transactions, Beswick directly owned 99,413 shares of Enviri common stock. Footnotes state the units vested at 200% of target based on relative total shareholder return through December 31, 2025.

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^*

Beswick Jeffrey A

(Last) (First) (Middle)

TWO LOGAN SQUARE

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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP & Grp. Pres., Clean Earth

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		58,674(1)	A	$0	125,701	D
Common Stock	02/26/2026		F		26,288	D	$18.59	99,413	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			29,337	(2)	12/31/2025	Common Stock	29,337	$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 May 11, 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/ Jeffrey A. Beswick	03/02/2026
	** 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).
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FAQ

What insider transactions did Enviri Corp (NVRI) report for Jeffrey A. Beswick?

Jeffrey A. Beswick exercised performance share units into 58,674 shares of Enviri common stock and disposed of 26,288 shares to cover tax withholding. These equity compensation-related moves left him holding 99,413 directly owned Enviri common shares after the reported transactions.

How many Enviri (NVRI) shares does Jeffrey A. Beswick own after this Form 4?

After the reported transactions, Jeffrey A. Beswick directly owns 99,413 Enviri common shares. This reflects the conversion of vested performance share units into 58,674 shares and the tax-withholding disposition of 26,288 shares on February 26, 2026, as part of equity compensation activity.

What performance share unit activity did Enviri (NVRI) disclose for Jeffrey A. Beswick?

Enviri disclosed that 29,337 performance share units vested and were exercised or converted, generating 58,674 common shares. Footnotes explain each unit vested at 200% of target based on Enviri’s total shareholder return versus the S&P 600 Industrials Index over a period ending December 31, 2025.

Why were 26,288 Enviri (NVRI) shares disposed of in Jeffrey A. Beswick’s Form 4?

The 26,288 Enviri shares were disposed of at $18.59 per share to satisfy tax withholding obligations tied to the vesting of performance share units. This is recorded under transaction code F, which indicates delivery of securities for payment of exercise price or related tax liabilities.

How were Enviri (NVRI) performance share units for Jeffrey A. Beswick determined to vest at 200%?

Footnotes state each performance share unit vested at 200% of target based on Enviri’s total shareholder return relative to the S&P 600 Industrials Index. The measurement covered a performance period ending December 31, 2025, and was approved by the board’s Management Development & Compensation Committee.

Who approved Jeffrey A. Beswick’s Enviri (NVRI) performance share unit vesting?

The vesting and share issuance were approved on February 18, 2026, by Enviri’s Management Development & Compensation Committee of the Board of Directors. This committee oversees executive compensation programs, including performance share units that convert into common stock upon satisfying specified performance conditions.