OTHER INFORMATION
−Removed: None of our directors or executive officers adopted or terminated a Rule 10b5-1 trading arrangement or adopted or terminated a non-Rule 10b5-1 trading arrangement (as defined in Item 408(c) of Regulation S-K) during the quarter ended June 30, 2025.
+Added: None of our directors or executive officers adopted or terminated a Rule 10b5-1 trading arrangement or adopted or terminated a non-Rule 10b5-1 trading arrangement (as defined in Item 408(c) of Regulation S-K) during the quarter ended September 30, 2025.
Description of Exhibit
−Removed: Amended and Restated 2017 Ingevity Corporation Employee Stock Purchase Plan Effective April 27, 2023 (incorporated by reference to Appendix B to the Company's Proxy Statement on Schedule 14A, filed with the U.S.
−Removed: Securities and Exchange Commission on March 10, 2023).
−Removed: Ingevity Corporation 2025 Omnibus Incentive Plan (incorporated by reference to Appendix B to the Company’s Definitive Proxy Statement on Schedule 14A, filed with the U.S.
−Removed: Securities and Exchange Commission on March 20, 2025).
−Removed: Form of Performance-Based Restricted Stock Unit Award under the Ingevity Corporation 2025 Omnibus Incentive Plan – U.S.
−Removed: Employees adopted on April 29, 2025.
−Removed: Form of Performance-Based Restricted Stock Unit Award under the Ingevity Corporation 2025 Omnibus Incentive Plan – U.K.
−Removed: Employees adopted on April 29, 2025.
−Removed: Form of Restricted Stock Unit Award under the Ingevity Corporation 2025 Omnibus Incentive Plan – U.S.
−Removed: Employees adopted on April 29, 2025.
−Removed: Form of Restricted Stock Unit Award under the Ingevity Corporation 2025 Omnibus Incentive Plan – U.K.
−Removed: Employees adopted on April 29, 2025.
−Removed: Form of Performance-Based Cash Award under the Ingevity Corporation 2025 Omnibus Incentive Plan – International Employees adopted on April 29, 2025.
−Removed: Form of Service-Based Cash Award under the Ingevity Corporation 2025 Omnibus Incentive Plan – International Employees adopted on April 29, 2025.
−Removed: First Amendment to the Amended and Restated 2017 Ingevity Corporation Employee Stock Purchase Plan, effective as of June 1, 2025.
−Removed: Separation Agreement dated as of July 1, 2025 by and between Ingevity Corporation and S.
−Removed: Edward Woodcock.
+Added: Asset Purchase Agreement dated as of September 3, 2025 between Ingevity Corporation and Mainstream Pine Products, LLC (incorporated by reference to Exhibit 2.1 to the Company’s Current Report on Form 8-K, as filed with the U.S.
+Added: Securities and Exchange Commission on September 4, 2025).
+Added: Amended and Restated Ingevity Corporation Non-Employee Director Compensation Policy.
+Added: Amended and Restated Ingevity Corporation Non-Employee Director Compensation Plan.
Rule 13a-14(a)/15d-14(a) Certification of the Company's Principal Executive Officer.
15 unchanged sentences
(Principal Financial Officer and Duly Authorized Officer)
−Removed: August 5, 2025
+Added: November 6, 2025
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.