Energy Recovery (ERII) Form 144 Filing Analysis

Now I have comprehensive data on Energy Recovery’s insider filings. Let me provide you with a detailed analysis.

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Energy Recovery, Inc. has recently experienced notable insider stock activity through a series of Form 144 and Form 4 filings between late January and early February 2026. Based on my analysis, these filings represent

rather than discretionary sales signaling negative sentiment toward the company’s prospects.

Filing Type	Insider	Transaction Date	Shares	Price	Purpose
Form 144	William Yeung	01/28/2026	7,271	$14.55	10b5-1 Plan Sale
Form 144	Multiple Insiders	01/23/2026	~3,486	—	Restricted Stock Vesting
Form 144	Multiple Insiders	01/23/2026	~2,438	—	Restricted Stock Vesting
Form 4	Clemente Rodney	01/30/2026	9,091	$14.30-$14.65	Tax Withholding (Vesting)
Form 4	Matthew Hostetler	01/30/2026	3,359	$14.30	Tax Withholding (Vesting)

A

is a preliminary notice filed with the SEC when insiders plan to sell restricted securities (typically acquired through stock compensation, stock options, or private placements). The key characteristics include:

• Timing
  : Filed
  before
  the actual sale (typically when the insider decides to sell)
• Purpose
  : Provides public notice of the insider’s intent to sell
• Threshold
  : Required when the sale exceeds $50,000 or 5,000 shares within a 3-month period
• Effective Period
  : The notice remains effective for 90 days after filing

A

is the actual transaction report filed after the sale occurs.

The Form 144 and Form 4 filings for Energy Recovery are

reflecting insider pessimism. Instead, they are:

The footnotes in the SEC filings explicitly state these were:

“Payment of tax obligation by withholding securities incident to the vesting of securities in accordance with Rule 16b-3(e).”

This means:

• Insiders received shares as
  compensation
  (RSU grants)
• When these shares
  vested
  , the company automatically withheld a portion to cover tax obligations
• The insider sold only the number of shares needed to satisfy tax liabilities
• The remaining shares stay with the insider

William Yeung’s transactions were executed under a

, which is:

• A
  pre-planned, written arrangement
  established when the insider was not in possession of material nonpublic information
• Designed specifically to demonstrate that trades are
  not based on insider knowledge
• Generally viewed
  positively
  by investors as evidence of good governance
• Allows insiders to systematically sell shares according to predetermined schedules

Factor	Interpretation
Automatic Tax Withholding	Sales were algorithmic, not discretionary judgment calls
Rule 10b5-1 Compliance	William Yeung’s sales followed a pre-approved plan
Retained Ownership	Insiders retain substantial positions after these sales (e.g., William Yeung still owns ~90,098 shares worth ~$1.3M)
Compensation Structure	These filings reflect a healthy equity compensation program that attracts and retains talent
Industry Benchmark	Most mature companies have similar patterns around vesting periods

1. Analyst Consensus
   : The analyst consensus remains
   BUY
   with a price target of $18.20 (+17.8% from current levels), with 73% of analysts rating it a Buy or Strong Buy [0]

2. Strong Institutional Backing
   : The company maintains a solid financial position with a
   current ratio of 7.33
   and
   quick ratio of 5.75
   , indicating excellent liquidity [0]

3. Revenue Visibility
   : The company is set to release Q4 2025 results on February 25, 2026, with analyst estimates projecting $0.67 EPS and $82.59M in revenue [0]

4. Technical Position
   : Despite short-term overbought signals (RSI at elevated levels), the stock maintains a bullish MACD trajectory and solid support at $14.56 [0]

1. Form 144 filings alone should not be interpreted as negative signals
   — they are routine administrative events tied to executive compensation structures

2. The automatic nature of these sales through tax withholding demonstrates that insiders are not actively reducing their exposure due to concerns about the business

3. The presence of 10b5-1 trading plans indicates good corporate governance
   and suggests these sales were planned long in advance

4. Relative to insider sales, pay attention to:
   • The size of sales relative to total insider holdings
   • Whether transactions are discretionary or automatic
   • The timing relative to earnings releases or major announcements
   • Any amendments to previously filed trading plans

The Form 144 filings by Energy Recovery insiders represent

rather than expressions of pessimism about the company’s outlook. These transactions are mechanical outcomes of the company’s equity compensation program, executed through pre-approved trading plans and tax withholding procedures. Investors should view these filings as neutral events that do not contradict the company’s generally positive analyst ratings, solid liquidity position, and ongoing business momentum.

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[0] Financial Market Data APIs (Company Overview, Technical Analysis, Financial Statements)

[1] SEC EDGAR - Energy Recovery Form 4 Filings (https://www.sec.gov/Archives/edgar/data/1421517/000142151726000009/0001421517-26-000009-index.htm)

[2] SEC EDGAR - Energy Recovery Form 4 Filings (https://www.sec.gov/Archives/edgar/data/1421517/000142151726000006/0001421517-26-000006-index.htm)

[3] StockTitan - ERII Form 144 Filings (https://www.stocktitan.net/sec-filings/ERII/)

[4] MarketBeat - Energy Recovery SEC Filings (https://www.marketbeat.com/stocks/NASDAQ/ERII/sec-filings/)