STOCK TITAN

[Form 4] ENVIRI Corp Insider Trading Activity

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

ENVIRI Corp Chairman and CEO F. Nicholas Grasberger III reported disposing of all his ENVIRI common shares and stock appreciation rights on June 1, 2026. He returned 1,677,852 shares of common stock to the issuer as part of a broader merger and reorganization.

Under the transaction structure, each ENVIRI share was exchanged for one CLEH share, then former ENVIRI stockholders received one share of New Enviri common stock for every three ENVIRI shares they previously held and cash consideration of $15.00 per share in a subsequent merger. All of his ENVIRI stock appreciation rights were cancelled in connection with these transactions, with replacement rights to be granted over New Enviri stock with equal intrinsic value. Following these steps, the filing shows no remaining ENVIRI holdings for the reporting person.

Positive

  • None.

Negative

  • None.
Insider GRASBERGER F NICHOLAS III
Role Chairman and CEO
Type Security Shares Price Value
Disposition Stock Appreciation Rights 134,585 $0.00 --
Disposition Stock Appreciation Rights 93,232 $0.00 --
Disposition Stock Appreciation Rights 86,994 $0.00 --
Disposition Stock Appreciation Rights 304,908 $0.00 --
Disposition Stock Appreciation Rights 79,056 $0.00 --
Disposition Stock Appreciation Rights 118,521 $0.00 --
Disposition Stock Appreciation Rights 194,625 $0.00 --
Disposition Stock Appreciation Rights 176,089 $0.00 --
Disposition Stock Appreciation Rights 252,223 $0.00 --
Disposition Common Stock 1,677,852 $0.00 --
Holdings After Transaction: Stock Appreciation Rights — 0 shares (Direct, null); Common Stock — 0 shares (Direct, null)
Footnotes (1)
  1. The Issuer is party to (x) that certain Agreement and Plan of Merger, dated as of November 20, 2025 (the "Merger Agreement"), by and among the Issuer, CLEH, Inc. (CLEH), Enviri LLC (Enviri LLC), Veolia Environment S.A. (Buyer) and Liberty Merger Sub Inc. (Merger Sub), and (y) that certain Separation Agreement, dated as of November 20, 2025 (the Separation Agreement), by and among the Company, CLEH, Buyer and Enviri II Corporation (New Enviri). On June 1, 2026, pursuant to the terms of the Merger Agreement and the Separation Agreement, a series of transactions occurred, including: (i) the Issuer merged with and into Enviri LLC, with Enviri LLC being the surviving entity of such merger, and each outstanding share of common stock of the Issuer was exchanged for one share of common stock, par value $1.25 per share, of CLEH (the Holding Company Merger), and (ii) following the Holding Company Merger, CLEH and its subsidiaries, including Enviri LLC and New Enviri, effected a reorganization (the Reorganization), resulting in (x) CLEH holding the Clean Earth segment of the Issuer and all the outstanding shares of common stock, par value $0.00001 per share, of New Enviri (New Enviri Common Stock), (y) New Enviri owning all of the equity interests of Enviri LLC and (z) Enviri LLC holding the Harsco Environmental and Rail segments of the Issuer Also on June 1, 2026, (i) following the Reorganization, CLEH distributed all of the outstanding shares of New Enviri common stock to the stockholders of CLEH (the former stockholders of the Issuer) on a pro rata basis (the Distribution); and (ii) immediately after the Distribution, Merger Sub, a wholly owned subsidiary of Buyer, merged with and into CLEH, with CLEH surviving as an indirect wholly owned subsidiary of Buyer (the Merger). In connection with the Holding Company Merger, Reorganization and Merger (collectively, the Transactions), the reporting person disposed of all of the shares of the Issuer held by the reporting person immediately prior to the effective time of the Holding Company Merger and, ultimately, received (x) in the Distribution, one share of New Enviri common stock in respect of every three shares of the Issuer previously held, and (y) in the Merger, cash consideration of $15.00 per share. Represents the cancellation of all of the stock appreciation rights (SARs) in respect of Issuers common stock held by the reporting period immediately prior to June 1, 2026 in connection with the Transactions. In exchange for the cancellation of the SARs, the reporting person will be granted replacement stock appreciation rights in respect of New Enviri Common Stock with an intrinsic value equal to the intrinsic value of the SARs being cancelled.
Common stock disposed 1,677,852 shares Shares of ENVIRI common stock returned to issuer on June 1, 2026
Cash consideration per share $15.00 per share Cash paid in the Merger for each former ENVIRI share
Exchange ratio 1 New Enviri share for every 3 ENVIRI shares Distribution of New Enviri common stock to former ENVIRI stockholders
SARs cancelled at $10.29 304,908 Stock Appreciation Rights Cancellation of ENVIRI SARs with $10.2900 exercise price on June 1, 2026
SARs cancelled at $22.51 86,994 Stock Appreciation Rights Cancellation of ENVIRI SARs with $22.5100 exercise price on June 1, 2026
SARs cancelled at $6.03 252,223 Stock Appreciation Rights Cancellation of ENVIRI SARs with $6.0300 exercise price on June 1, 2026
SARs cancelled at $19.80 93,232 Stock Appreciation Rights Cancellation of ENVIRI SARs with $19.8000 exercise price on June 1, 2026
Agreement and Plan of Merger regulatory
"The Issuer is party to (x) that certain Agreement and Plan of Merger, dated as of November 20, 2025..."
An Agreement and Plan of Merger is a formal document where two companies agree to combine into one, outlining how the process will happen. It’s like a step-by-step plan for merging, and it matters because it shows both sides have agreed on the details before the official transition takes place.
Separation Agreement regulatory
"...and (y) that certain Separation Agreement, dated as of November 20, 2025..."
A separation agreement is a written contract that spells out the financial and legal terms when an employee and a company part ways, such as final pay, severance, continued benefits, confidentiality, and any release of claims. For investors, it matters because these agreements determine immediate costs, potential future liabilities, and whether departing staff are restricted from competing or disclosing information—factors that can affect a company’s cash flow, risk profile, and leadership continuity.
Stock Appreciation Rights financial
"Represents the cancellation of all of the stock appreciation rights (SARs) in respect of Issuers common stock..."
Stock appreciation rights (SARs) are a form of employee compensation that give the holder the right to receive the increase in a company's stock price over a set baseline, paid in cash or shares, without having to buy the stock. For investors, SARs matter because they can create future cash outflows or share dilution and signal how a company rewards and motivates executives — similar to giving a bonus tied directly to how well the company’s stock performs.
Reorganization financial
"...CLEH and its subsidiaries, including Enviri LLC and New Enviri, effected a reorganization (the Reorganization)..."
Distribution financial
"CLEH distributed all of the outstanding shares of New Enviri common stock to the stockholders of CLEH... (the Distribution);"
A distribution is a payment or transfer of value from a company, fund, or trust to its shareholders or unit holders, commonly made in cash, additional shares, or other assets. Investors care because distributions provide income, reflect how much cash a business or fund can return to owners, can influence yield and taxable income, and often affect the share price much like a store handing out a portion of its profits to customers.
cash consideration financial
"...and (y) in the Merger, cash consideration of $15.00 per share."
Cash consideration is the actual money paid to buy a company, asset, or stake rather than payment in shares or other forms. For investors it matters because cash payments deliver immediate, certain value and affect the buyer’s and seller’s cash reserves and balance sheets—like selling a car for cash versus taking a trade-in, one side gets instant spending power while the other changes its liquidity and risk profile.
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SEC Form 4
FORM 4UNITED 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
X
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)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
Chairman and CEO
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/01/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock06/01/2026D(1)(2)(3)(4)1,677,852D$0(1)(2)(3)(4)0D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Stock Appreciation Rights$13.7(5)06/01/2026D134,585 (5)03/03/2027Common Stock134,585$0(5)0D
Stock Appreciation Rights$19.8(5)06/01/2026D93,232 (5)03/02/2028Common Stock93,232$0(5)0D
Stock Appreciation Rights$22.51(5)06/01/2026D86,994 (5)03/06/2029Common Stock86,994$0(5)0D
Stock Appreciation Rights$10.29(5)06/01/2026D304,908 (5)05/06/2026Common Stock304,908$0(5)0D
Stock Appreciation Rights$18.58(5)06/01/2026D79,056 (5)03/01/2031Common Stock79,056$0(5)0D
Stock Appreciation Rights$12.65(5)06/01/2026D118,521 (5)03/04/2032Common Stock118,521$0(5)0D
Stock Appreciation Rights$7.45(5)06/01/2026D194,625 (5)03/07/2033Common Stock194,625$0(5)0D
Stock Appreciation Rights$8.2(5)06/01/2026D176,089 (5)03/11/2034Common Stock176,089$0(5)0D
Stock Appreciation Rights$6.03(5)06/01/2026D252,223 (5)03/04/2035Common Stock252,223$0(5)0D
Explanation of Responses:
1. The Issuer is party to (x) that certain Agreement and Plan of Merger, dated as of November 20, 2025 (the "Merger Agreement"), by and among the Issuer, CLEH, Inc. (CLEH), Enviri LLC (Enviri LLC), Veolia Environment S.A. (Buyer) and Liberty Merger Sub Inc. (Merger Sub), and (y) that certain Separation Agreement, dated as of November 20, 2025 (the Separation Agreement), by and among the Company, CLEH, Buyer and Enviri II Corporation (New Enviri).
2. On June 1, 2026, pursuant to the terms of the Merger Agreement and the Separation Agreement, a series of transactions occurred, including: (i) the Issuer merged with and into Enviri LLC, with Enviri LLC being the surviving entity of such merger, and each outstanding share of common stock of the Issuer was exchanged for one share of common stock, par value $1.25 per share, of CLEH (the Holding Company Merger), and (ii) following the Holding Company Merger, CLEH and its subsidiaries, including Enviri LLC and New Enviri, effected a reorganization (the Reorganization), resulting in (x) CLEH holding the Clean Earth segment of the Issuer and all the outstanding shares of common stock, par value $0.00001 per share, of New Enviri (New Enviri Common Stock), (y) New Enviri owning all of the equity interests of Enviri LLC and (z) Enviri LLC holding the Harsco Environmental and Rail segments of the Issuer
3. Also on June 1, 2026, (i) following the Reorganization, CLEH distributed all of the outstanding shares of New Enviri common stock to the stockholders of CLEH (the former stockholders of the Issuer) on a pro rata basis (the Distribution); and (ii) immediately after the Distribution, Merger Sub, a wholly owned subsidiary of Buyer, merged with and into CLEH, with CLEH surviving as an indirect wholly owned subsidiary of Buyer (the Merger).
4. In connection with the Holding Company Merger, Reorganization and Merger (collectively, the Transactions), the reporting person disposed of all of the shares of the Issuer held by the reporting person immediately prior to the effective time of the Holding Company Merger and, ultimately, received (x) in the Distribution, one share of New Enviri common stock in respect of every three shares of the Issuer previously held, and (y) in the Merger, cash consideration of $15.00 per share.
5. Represents the cancellation of all of the stock appreciation rights (SARs) in respect of Issuers common stock held by the reporting period immediately prior to June 1, 2026 in connection with the Transactions. In exchange for the cancellation of the SARs, the reporting person will be granted replacement stock appreciation rights in respect of New Enviri Common Stock with an intrinsic value equal to the intrinsic value of the SARs being cancelled.
Remarks:
/s/ F. Nicholas Grasberger III06/02/2026
** Signature of Reporting PersonDate
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)

FAQ

What did ENVIRI Corp (NVRI) disclose about its CEO in this Form 4?

ENVIRI Corp reported that Chairman and CEO F. Nicholas Grasberger III disposed of all his ENVIRI common shares and stock appreciation rights on June 1, 2026, as part of a larger merger and reorganization transaction involving CLEH, New Enviri and Veolia Environment S.A.

How many ENVIRI (NVRI) shares did the CEO dispose of in the merger?

The CEO disposed of 1,677,852 shares of ENVIRI common stock back to the issuer. This occurred in connection with a holding company merger and subsequent reorganization steps that shifted ownership into CLEH and New Enviri as the transaction structure was implemented.

What consideration did ENVIRI (NVRI) shareholders receive per share in the transaction?

Former ENVIRI shareholders ultimately received cash consideration of $15.00 per share in the merger. In addition, they received one share of New Enviri common stock for every three ENVIRI shares previously held, reflecting both stock and cash components in the overall deal.

How were the ENVIRI (NVRI) CEO’s stock appreciation rights treated?

All existing ENVIRI stock appreciation rights held by the CEO were cancelled in connection with the transactions. In exchange, he will receive replacement stock appreciation rights over New Enviri common stock with intrinsic value equal to the cancelled awards, preserving his economic position in derivative incentives.

Does the ENVIRI (NVRI) CEO hold any ENVIRI securities after these transactions?

The filing shows zero ENVIRI common shares and zero ENVIRI stock appreciation rights remaining after June 1, 2026. His future incentive exposure will be through replacement stock appreciation rights tied to New Enviri common stock, rather than legacy ENVIRI equity instruments.