Mao Robert Yu Lang Form 4 Energy Recovery / Robert Yu Lang Mao ownership change

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Mao Robert Yu Lang

(Last) (First) (Middle)

C/O ENERGY RECOVERY, INC.

1717 DOOLITTLE DRIVE

(Street)

SAN LEANDRO CA 94577

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Energy Recovery, Inc. [ ERII ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
02/29/2024

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	02/29/2024		M		39,314	A	$3.53	215,426	D
Common Stock	02/29/2024		S		39,314	D	$15.58(1)	176,112	D
Common Stock	03/01/2024		M		5,142	A	$3.53	181,254	D
Common Stock	03/01/2024		M		32,883	A	$2.92	214,137	D
Common Stock	03/01/2024		S		5,142	D	$16.22(2)	208,995	D
Common Stock	03/01/2024		S		32,883	D	$16.206(2)	176,112	D
Common Stock								96,208	I	The Robert and Iran Mao Rev Trust DTD 04-06-2006

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Option (Right to Buy)	$3.53	02/29/2024		M			39,314	(3)	02/06/2025	Common Stock	39,314	$0	5,142	D
Stock Option (Right to Buy)	$3.53	03/01/2024		M			5,142	(3)	02/06/2025	Common Stock	5,142	$0	0	D
Stock Option (Right to Buy)	$2.92	03/01/2024		M			32,883	(4)	06/23/2025	Common Stock	32,883	$0	20,509	D

Explanation of Responses:

1. This figure is the weighted average sales price of multiple trades ranging from $15.435 to $15.76 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.

2. This figure is the weighted average sales price of multiple trades ranging from $15.96 to $16.58 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.

3. The stock option (Grant #697) was granted on February 9, 2015, and is fully vested.

4. The stock option (Grant #753) was granted on June 23, 2015, and is fully vested.

Remarks:

Exhibit 24

	/s/ William Yeung, Attorney-in-Fact for Robert Yu Lang Mao	03/04/2024
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
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