Form 4: Energy Recovery Director Sells $445K in Shares

Energy Recovery, Inc. Director Arve Hanstveit reported the sale of 30,000 shares of common stock totaling approximately $445,110 through pre-arranged 10b5-1 plans.

Summary

• Arve Hanstveit, a Director of Energy Recovery, Inc. (ERII), sold a total of 30,000 shares of common stock.
• On December 4, 2025, 15,000 shares were sold at a weighted average price of $14.967 per share.
• On December 5, 2025, another 15,000 shares were sold at a weighted average price of $14.707 per share.
• The total value of the shares sold is approximately $445,110.
• These transactions were conducted pursuant to a Rule 10b5-1 trading plan, which pre-schedules sales.
• Following these sales, Mr. Hanstveit directly beneficially owns 625,220 shares of common stock.
• He also indirectly beneficially owns 120,000 shares through two irrevocable trusts (Sophie Hanstveit Irrevocable Trust and Natasha Hanstveit Irrevocable Trust), for which he is the sole trustee.

Sentiment

Score: 5

Explanation: The sale of shares by a director is generally a neutral to slightly negative signal. However, the execution under a Rule 10b5-1 plan mitigates the negative sentiment as it indicates a pre-scheduled transaction rather than a reaction to new, non-public information.

Positives

• The transactions were executed under a pre-arranged Rule 10b5-1 trading plan, indicating a planned sale rather than a reaction to new, non-public information.

Negatives

• A director selling a significant number of shares, even under a 10b5-1 plan, can sometimes be perceived as a slight negative signal regarding future prospects or valuation.

Future Outlook

NA

Management Comments

• This amount represents the weighted average sales price of multiple trades ranging from $14.96 to $14.972 per share. The reporting person undertakes to provide the SEC Staff, Energy Recovery, Inc. or a shareholder of Energy Recovery, Inc. full information about the number of shares sold at each separate price upon request.
• This amount represents the weighted average sales price of multiple trades ranging from $14.64 to $14.753 per share. The reporting person undertakes to provide the SEC Staff, Energy Recovery, Inc. or a shareholder of Energy Recovery, Inc. full information about the number of shares sold at each separate price upon request.
• Mr. Hanstveit is sole trustee and exercises sole voting and investment power.

Industry Context

This filing is specific to an individual's stock transactions and does not provide broader industry context or trends.

Corporate Governance

Related Party Transactions

• Arve Hanstveit indirectly beneficially owns 120,000 shares held in the Sophie Hanstveit Irrevocable Trust and Natasha Hanstveit Irrevocable Trust, for which he is the sole trustee and exercises sole voting and investment power.

Stakeholder Impact

• Shareholders may view the director's sale as a slight negative signal, though this is largely mitigated by the disclosure that the transactions were part of a pre-arranged 10b5-1 plan.
• The Power of Attorney ensures efficient and compliant reporting of insider transactions, benefiting regulatory bodies and the company's administrative processes.

Next Steps

• The reporting person undertakes to provide full information about the number of shares sold at each separate price upon request.

Key Dates

Recommendation

The director's sale of shares, while notable, was conducted under a pre-arranged 10b5-1 trading plan. This suggests a planned liquidity event rather than a reaction to adverse company-specific news. Without additional context from other filings or market conditions, this transaction alone does not warrant a change from a 'hold' position, as the signaling effect is largely neutralized by the 10b5-1 plan.

Keywords

Energy Recovery Inc, ERII, Arve Hanstveit, Director, Insider Trading, Form 4, Stock Sale, 10b5-1 Plan, Beneficial Ownership, Common Stock