$NVRI·8-K

Enviri Corp · May 11, 8:35 AM ET

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Enviri II Corp 8-K

Research Summary

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Enviri II Corp Announces Spin-Off Registration Effective; Info Statement Filed

What Happened
Enviri II Corporation (a wholly owned subsidiary of Enviri Corporation) filed an 8-K on May 11, 2026 announcing that the Registration Statement on Form 10 related to the planned spin-off of Enviri’s Harsco Environmental and Harsco Rail segments (and the sale of its Clean Earth segment) was declared effective by the SEC on May 8, 2026. The filing includes an Information Statement dated May 8, 2026 (attached as Exhibit 99.1) and Enviri II began mailing the Notice of Internet Availability of Information Statement Materials on May 8, 2026. The Company has said it will be renamed Enviri Corporation upon completion of the spin-off.

Key Details

  • Registration Statement on Form 10 was initially filed March 20, 2026 and declared effective May 8, 2026.
  • Information Statement dated May 8, 2026 is attached as Exhibit 99.1 to the 8-K.
  • Mailing of the Notice of Internet Availability of Information Statement Materials commenced May 8, 2026.
  • Completion of the spin-off is conditioned on the satisfaction or waiver of conditions in the Separation Agreement disclosed in the Registration Statement.

Why It Matters
This filing advances the planned corporate separation — investors will receive the Information Statement describing the spin-off, business description, and management details needed to evaluate the transaction. Because completion is subject to conditions in the Separation Agreement, the spin-off is not final until those conditions are met or waived. Retail investors should review the attached Information Statement (Exhibit 99.1) and the Separation Agreement in the Registration Statement for details on timing, governance, and potential impacts to holdings.

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