Enviri (NVRI) COO exercises equity awards and increases share holdings

Rhea-AI Filing Summary

Enviri Corp President & COO Russell C. Hochman exercised equity awards and had shares withheld for taxes. He converted 25,955 stock appreciation rights into 15,833 shares of common stock, with 10,821 shares withheld to cover related tax obligations. He also converted 12,349 restricted stock units into 12,349 common shares, with 5,723 shares withheld for taxes. Following these compensation-related transactions, he directly holds 218,365 shares of common stock and 56,722 restricted stock units that remain subject to future vesting.

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^*

Hochman Russell C.

(Last) (First) (Middle)

TWO LOGAN SQUARE

100-120 N. 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)
	President & COO

3. Date of Earliest Transaction (Month/Day/Year)
03/07/2026

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	03/07/2026		M		12,349	A	$0	219,076	D
Common Stock	03/07/2026		F		5,723	D	$17.65	213,353	D
Common Stock	03/09/2026		M		15,833(1)	A	$7	229,186	D
Common Stock	03/09/2026		F		10,821(1)	D	$17.95	218,365	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
Restricted Stock Units	(2)	03/07/2026		M			12,349	(2)	(2)	Common Stock	12,349	$0	56,722	D
Stock Appreciation Rights	$7	03/09/2026		M			25,955	(3)	05/06/2026	Common Stock	25,955	$0	0	D

Explanation of Responses:

1. The reporting person received 15,833 shares of common stock upon the net exercise of 25,955 stock appreciation rights ("SARs"). A total of 10,821 shares of common stock underlying such SARs were withheld to satisfy the withholding tax obligation resulting from the exercise.

2. 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 vest in one-third increments on each of the first three anniversaries of the date of the grant.

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

Remarks:

	/s/ Russell C. Hochman	03/10/2026
	** 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.
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FAQ

What did Enviri (NVRI) President & COO Russell Hochman report in this Form 4?

Russell Hochman reported exercises of stock appreciation rights and restricted stock units, receiving common shares and having some withheld for taxes. These were compensation-related equity transactions, not open-market stock purchases or sales, and increased his direct common stock holdings at Enviri.

How many Enviri common shares did Russell Hochman receive from exercising equity awards?

Hochman received 15,833 Enviri common shares from exercising 25,955 stock appreciation rights and 12,349 shares from converting restricted stock units. These awards were granted under company compensation plans and delivered as shares when vesting or exercise conditions were met.

How many Enviri shares were withheld for Russell Hochman’s tax obligations?

A total of 10,821 Enviri common shares from the stock appreciation rights and 5,723 shares from restricted stock units were withheld to satisfy withholding tax obligations. These F-code dispositions represent tax payments, not open-market sales or discretionary selling activity.

What are Russell Hochman’s Enviri share and RSU holdings after these transactions?

After these transactions, Hochman directly holds 218,365 Enviri common shares and 56,722 restricted stock units. The remaining restricted stock units represent a contingent right to receive common stock, typically delivered as they vest according to the company’s equity compensation plan terms.

How do the Enviri restricted stock units reported by Russell Hochman vest?

The restricted stock units were granted under Enviri’s 2013 Equity and Incentive Compensation Plan and vest in one-third increments on each of the first three anniversaries of the grant date. Upon vesting, each unit converts into one share of Enviri common stock.

How do Enviri stock appreciation rights work in Russell Hochman’s Form 4?

The stock appreciation rights entitled Hochman to receive Enviri common stock equal to the appreciation over a $7.00 base price. They vested in one-third increments on each of the first three anniversaries of the grant, and their exercise generated shares, some of which were withheld for taxes.