Beswick Jeffrey A 4

What Happened

• Jeffrey A. Beswick, SVP & Group President, Clean Earth of ENVIRI Corp (NVRI), exercised stock appreciation rights (SARs) on May 19, 2026. He received 53,550 shares of common stock via net exercises (26,401; 13,127; and 14,022 shares) and had 45,462 shares withheld to satisfy tax withholding obligations, resulting in a net increase of 8,088 shares.
• The Form 4 shows acquisition entries with per‑share amounts of $6.03 (26,401 shares; $159,198), $8.20 (13,127 shares; $107,641), and $9.31 (14,022 shares; $130,545) totaling $397,384. Tax withholding was settled by withholding 20,999; 10,441; and 14,022 shares at $19.39 per share, totaling approximately $825,879. The filings also list the gross SARs exercised (68,794; 40,840; 48,427) which were canceled on exercise.

Key Details

• Transaction date: May 19, 2026; Form 4 filed May 21, 2026 (filed within the normal two‑business‑day window).
• Acquired (net) shares: 26,401 @ $6.03; 13,127 @ $8.20; 14,022 @ $9.31 — combined received 53,550 shares (value entries shown $397,384).
• Shares withheld for taxes: 20,999; 10,441; 14,022 @ $19.39 — 45,462 shares withheld (value entries shown ≈ $825,879).
• Gross SARs exercised (canceled): 68,794; 40,840; 48,427 (total 158,061 SARs).
• Net change in common stock holdings: +8,088 shares (53,550 received minus 45,462 withheld).
• Transaction codes: M = exercise/conversion of derivative (SAR exercise); F = payment of exercise price or tax liability (shares withheld).
• No 10b5‑1 plan, gift, or late filing indicated in the provided data.

Context

• This was a net (cashless) settlement of SARs: Beswick exercised SARs and received shares, but a substantial number of shares were withheld to cover tax obligations — a common administrative outcome of option/SAR exercises. Such exercises are not direct open‑market purchases or sales and do not by themselves indicate a buy/sell opinion by the insider.