LAURION TIMOTHY M 4
4 · ENVIRI Corp · Filed Jun 2, 2026
Research Summary
AI-generated summary of this filing
Enviri (NVRI) Director Timothy Laurion Sells 47,760 Shares
What Happened
- Timothy M. Laurion, a director of Enviri Corp (NVRI), disposed of 47,760 shares of the Issuer on June 1, 2026. The Form 4 reports the disposition to the issuer at $0.00 (transaction code D), but per transaction terms Laurion received cash consideration of $15.00 per share (total cash ≈ $716,400) and was allocated New Enviri common stock at a ratio of 1 New Enviri share for every 3 Enviri shares (15,920 New Enviri shares).
Key Details
- Transaction date: June 1, 2026; Form filed: June 2, 2026 (timely).
- Form 4 line price: $0.00 (reported as disposition to issuer due to corporate transaction).
- Cash consideration received: $15.00 per NVRI share → 47,760 × $15.00 = $716,400.
- New Enviri shares received: 1 New Enviri share per 3 NVRI shares → 47,760 / 3 = 15,920 New Enviri shares.
- Shares owned after transaction: Reporting person disposed of all Issuer (NVRI) shares held immediately prior to the Holding Company Merger (no remaining Issuer common stock); now holds New Enviri stock and received cash.
- Relevant footnotes: Transactions occurred under a Merger Agreement and Separation Agreement (see F1–F4), including a Holding Company Merger, a Reorganization, a Distribution of New Enviri stock, and a Merger resulting in cash consideration.
Context
- This was not an open-market sale by the director but part of a corporate restructuring (merger/reorganization) that converted Issuer shares into New Enviri stock and cash. The Form 4 records a disposition-to-issuer (D), which is why the per-share line shows $0.00 even though cash and new shares were received as described in the filing. This is a transactional conversion, not necessarily an indication of personal trading intent.
Insider Transaction Report
Form 4Exit
ENVIRI CorpNVRI
LAURION TIMOTHY M
Director
Transactions
- Disposition to Issuer
Common Stock
[F1][F2][F3][F4]2026-06-01−47,760→ 0 total
Footnotes (4)
- [F1]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).
- [F2]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
- [F3]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).
- [F4]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.
Signature
/s/ Timothy M. Laurion|2026-06-02