GRASBERGER F NICHOLAS III 4

What Happened

• F. Nicholas Grasberger, ENVIRI Corp (NVRI) Chairman & CEO, net‑exercised stock appreciation rights (SARs) and received 171,088 shares of common stock on March 13, 2026. The exercise is reported at $7.00 per share (total reported value $1,197,616).
• To satisfy the tax withholding on the exercise, 78,564 of the underlying shares were withheld/disposed (reported value $17.84 per share; $1,401,582). Separately, Grasberger made two gifts of common stock: 63,787 shares on March 12, 2026 and 50,000 shares on March 16, 2026 (gifts reported as dispositions at $0.00 consideration).

Key Details

• Transaction dates: March 12–16, 2026; Form 4 filed March 16, 2026 reporting these transactions.
• Exercise/acquisition: 171,088 shares acquired via net exercise at $7.00/share (reported value $1,197,616).
• Tax withholding: 78,564 shares withheld to satisfy taxes, valued at $17.84/share (reported value $1,401,582).
• Gifts: total 113,787 shares gifted (63,787 on 3/12; 50,000 on 3/16); gifts are dispositions but not open‑market sales.
• Derivative detail: 281,570 SARs were exercised (the SARs line is reported as disposed/converted).
• Shares owned after the transactions: not specified in the filing.
• Footnotes: (1) Net exercise: Grasberger received 171,088 shares upon net exercise of 281,570 SARs; 78,564 shares withheld for tax withholding. (2) SARs vest one‑third on each of the first three anniversaries of the grant.
• Filing timeliness: Form 4 dated March 16, 2026 covers transactions March 12–16; no late‑filing flag is indicated in the filing.

Context

• This was a net settlement of SARs (a derivative exercise) rather than an open‑market purchase or sale; withholding of shares to cover taxes is common in such transactions and is functionally a cashless exercise.
• Gifts are personal transfers and generally do not indicate the insider’s market view.
• For retail investors, purchases/exercises can signal the insider realizing compensation value; however, gifts and tax‑withholding disposals are often administrative and not a straightforward bullish or bearish signal.