Enviri (NVRI) Proxy Filing summary

Executive summary

• Announced early termination of the HSR Act waiting period for the sale of Clean Earth to Veolia, clearing a key regulatory hurdle for the transaction.

• The sale of Clean Earth and the spin-off of Harsco Environmental and Harsco Rail (New Enviri) are expected to close in mid-2026, pending shareholder approval and other customary conditions.

• The company is a global provider of environmental services, operating in over 150 locations across 30+ countries.

• Forward-looking statements highlight expectations for transaction completion, growth, and strategic direction, while cautioning about various risks and uncertainties.

Voting matters and shareholder proposals

• Shareholder approval is required for the Clean Earth sale and the spin-off of New Enviri, with proxy materials to be filed and distributed prior to the vote.

• Investors are urged to review proxy statements and related SEC filings before making voting decisions.

Board of directors and corporate governance

• Directors and certain executive officers may be considered participants in the proxy solicitation for the proposed transaction.

• Information on director and executive officer interests, including security holdings, will be disclosed in the proxy statement.