PLATT PHILLIP JOHN 4

What Happened
Phillip John Platt, Senior VP Finance & CAO of Ingevity (NGVT), received 247 performance-based restricted shares (PSUs) that vested and were settled in common stock on February 26, 2026. To satisfy tax-withholding obligations related to the vested PSUs, 108 shares were withheld (disposed) at a reported value of $70.52 per share, totaling $7,616. The PSU vesting was certified by the Talent and Compensation Committee and settled in shares (no cash purchase).

Key Details

• Transaction date: February 26, 2026 (filing dated March 2, 2026). Filing appears timely (within the typical 2-business-day Form 4 window).
• Award/Acquisition: 247 PSUs settled into 247 shares at $0.00 acquisition price (footnote F1).
• Tax withholding/Disposition: 108 shares withheld/disposed at $70.52 each, total $7,616 (footnote F3).
• Additional note (footnote F2): the filing also references prior ESPP purchases of 386 shares (July–Sep 2025 purchase period) and 143 shares (Oct–Dec 2025 period), each purchased at 85% of the applicable offering-period start price.
• Shares owned after the transactions: not specified in the provided extract.

Context
This was primarily a vesting/settlement of performance stock units, not an open-market buy or a voluntary sale. The 108-share disposal was a routine withholding to cover taxes on vested PSUs (common administrative practice) and should not be read as a directional bet on the stock.