Talluri Rajendra K 4

What Happened

• Rajendra K. Talluri, President, CEO and a director of Enovix (ENVX), had 18,516 shares of company stock withheld on January 16, 2026 to satisfy tax withholding obligations tied to the vesting of restricted stock units (RSUs). The withholding was recorded at $8.24 per share for a total withholding value of $152,572. This transaction is a routine tax-withholding disposition (transaction code F), not an open-market sale.

Key Details

• Transaction date and price: Jan 16, 2026 — 18,516 shares withheld at $8.24/share (total $152,572).
• Shares owned/issuable after transaction: Reporting person’s holdings include significant RSU/PRSU awards per footnote — 1,536,188 shares issuable upon settlement of RSUs and 95,551 vested PRSUs (50% scheduled to be released Mar 2, 2026; remaining 50% Mar 1, 2027).
• Footnotes: F1 — withholding of shares to satisfy tax obligations on RSU vesting. F2 — details of RSU and performance RSU (PRSU) counts and release schedule.
• Filing timeliness: Report filed Jan 21, 2026 for a Jan 16 transaction; filing falls within the Form 4 two-business-day filing window given the Martin Luther King Jr. Day holiday (timely).

Context

• This was a tax-withholding disposition related to RSU vesting (commonly referred to as a "sell-to-cover" or share withholding). It does not represent an active open-market sale by the insider and should be viewed as an administrative action to satisfy tax withholding rather than a directional signal about the insider’s view of the stock.