Ingevity Corp·4

Mar 2, 4:45 PM ET

Clontz Clarence Reid Jr. 4

4 · Ingevity Corp · Filed Mar 2, 2026

Research Summary

AI-generated summary of this filing

Updated

Ingevity (NGVT) SVP Clarence Clontz Receives Award; Shares Withheld

What Happened Clarence Reid Clontz Jr., Senior Vice President, Operations at Ingevity (NGVT), received 187 performance-based restricted shares (PSUs) that vested on February 26, 2026. The award was settled in common stock (acquired 187 shares at $0.00). To satisfy tax withholding obligations, the company withheld 69 of those shares (disposed) at $70.52 per share, totaling $4,866.

Key Details

  • Transaction date: February 26, 2026 (reported on Form 4 filed March 2, 2026).
  • Award/Acquisition: 187 shares issued as settlement of performance-based RSUs/PSUs (code A) — acquisition price reported $0.00.
  • Tax withholding: 69 shares withheld to cover taxes (code F) at $70.52/share = $4,866.
  • Footnotes: The Talent and Compensation Committee certified attainment of performance goals for these PSUs (F1). Shares were withheld to satisfy tax obligations related to the vested PSUs (F3). Filing also references 216 shares purchased under the ESPP for Oct–Dec 2025 at 85% of Oct 1, 2025 price (F2).
  • Ownership after transaction: Not specified in the provided excerpt of the Form 4.
  • Timeliness: Filing date (Mar 2, 2026) is within the typical two-business-day Form 4 reporting window after the Feb 26 transaction — not marked as late.

Context This was a settlement of performance-based awards rather than a market buy or discretionary sale. The withholding of shares to cover taxes is a routine administrative step (a cashless/tax-withholding disposition) and does not necessarily indicate a change in the insider’s view of the company.

Insider Transaction Report

Form 4
Period: 2026-02-26
Transactions
  • Award

    Common Stock

    [F1][F2]
    2026-02-26+1877,432 total
  • Tax Payment

    Common Stock

    [F3]
    2026-02-26$70.52/sh69$4,8667,363 total
Footnotes (3)
  • [F1]The Talent and Compensation Committee of the Company's board of directors certified the attainment of performance goals for certain performance-based restricted stock awards ("PSUs") effective February 26, 2026. The PSUs were settled with shares of common stock.
  • [F2]Includes 216 shares of Common Stock purchased pursuant to the Amended and Restated 2017 Ingevity Corporation Employee Stock Purchase Plan, as amended ("ESPP"), for the purchase period of October 1, 2025 to December 31, 2025. In accordance with the terms of the ESPP, these shares were purchased at a price equal to 85% of the closing price of Issuer's Common Stock on October 1, 2025.
  • [F3]Shares withheld by the Company to satisfy tax withholding obligations related to the PSUs that vested on February 26, 2026.
Signature
Clarence Reid Clontz, Jr. By: Mavis G. Huger as Attorney-in-Fact|2026-03-02

Documents

1 file
  • 4
    wk-form4_1772487920.xmlPrimary

    FORM 4