Form 4: Enviri Corp Executive Reports Final Equity Disposition
Statement of Changes in Beneficial Ownership
Samuel Darden Romaninsky, VP and General Counsel, reports the final disposition of Enviri Corp shares following the company's merger and reorganization.
Summary
- Reporting person Samuel Darden Romaninsky disposed of all remaining shares of Enviri Corp (NVRI) as of June 1, 2026.
- The disposition occurred in connection with the previously announced merger with Veolia Environnement S.A. and the associated corporate reorganization.
- The reporting person received cash consideration of $15.00 per share for holdings in the merger.
- Performance share units were settled in cash based on the May 28, 2026, closing price of $21.22.
Sentiment
Score: 5
Explanation: StockSavvy.ai views this as a neutral administrative filing confirming the completion of a previously announced corporate event.
Positives
- Successful completion of the merger and reorganization process as outlined in the November 20, 2025, agreements.
- Liquidation of equity positions at defined merger consideration values.
Negatives
- The reporting person no longer holds any equity interest in the issuer following the completion of the merger and distribution.
Risks
- Completion of the merger and reorganization involves complex legal and structural changes that could impact former shareholders.
- Reliance on the successful execution of the distribution of New Enviri common stock.
Future Outlook
The company has undergone a full reorganization and merger, resulting in the entity being an indirect wholly owned subsidiary of Veolia Environnement S.A.
Management Comments
- The reporting person confirms the disposition of all shares held in the issuer following the completion of the merger and reorganization.
Industry Context
StockSavvy.ai notes that this filing marks the final administrative step in the acquisition of Enviri Corp by Veolia, reflecting a broader trend of consolidation in the environmental services and waste management sectors.
Comparison to Industry Standards
- The transaction structure involving a spin-off of the Clean Earth segment and acquisition of the remaining segments by a strategic buyer is consistent with complex industrial carve-outs.
- Cash consideration of $15.00 per share aligns with the terms established in the November 2025 definitive merger agreement.
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Corporate Structure | Merger of Enviri Corp into Enviri LLC and subsequent reorganization. | 2026-06-01 | The issuer is now an indirect wholly owned subsidiary of Veolia Environnement S.A. |
Stakeholder Impact
- Shareholders have received cash consideration and/or shares in the new entity as per the merger terms.
- The reporting person has exited their equity position in the issuer.
Next Steps
- Finalization of all post-merger integration activities by Veolia Environnement S.A.
Key Dates
| Date | Description |
|---|---|
| 2025-11-20 | Date of the Merger Agreement and Separation Agreement. |
| 2026-05-28 | Transaction date for vesting and settlement of performance share units. |
| 2026-06-01 | Effective date of the Holding Company Merger, Reorganization, and final disposition of shares. |
Keywords
NVRI, Enviri Corp, Merger, Form 4, Insider Trading, Veolia Environnement, Corporate Reorganization
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