Hall Mary Dean 4

What Happened

• Mary Dean Hall, Chief Financial Officer of Ingevity Corp (NGVT), received 1,780 shares on February 26, 2026 as settlement of performance-based restricted stock awards (PSUs). The award shows an acquisition at $0.00 per share (grant/settlement).
• To satisfy tax withholding on the vested PSUs, 873 shares were withheld (disposed) at $70.52 per share, totaling $61,564. Net shares issued to Hall after withholding = 1,780 − 873 = 907 shares.
• This was an award/settlement of compensation, not an open-market purchase or voluntary sale; the withholding is a routine tax-related disposition.

Key Details

• Transaction date: February 26, 2026; Form 4 filed March 2, 2026 (timely filing).
• Award: 1,780 shares (coded A) acquired at $0.00 per share (PSU settlement).
• Withholding/disposition: 873 shares (coded F) at $70.52 per share, amounting to $61,564 to cover taxes.
• Shares owned after the transaction: not specified in the provided filing details.
• Footnotes: F1 — Talent & Compensation Committee certified performance goals and PSUs were settled in shares; F2 — 873 shares were withheld to satisfy tax withholding obligations.
• Filing timeliness: filed within the Form 4 reporting window (no late filing indicated).

Context

• PSUs are performance-based restricted stock units that vest only if specified goals are met; once certified, they were settled in shares. The company withholding shares to cover taxes is a common administrative step and should not be read as an opportunistic sale by the insider.
• This disclosure reflects compensation-related issuance, not a market purchase signal.