Statement of Changes in Beneficial Ownership (4)

FORM 4

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

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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

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

1. Name and Address of Reporting Person * EVERITT DAVID C	2. Issuer Name and Ticker or Trading Symbol HARSCO CORP [ HSC ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) __X__ Director                    _____ 10% Owner _____ Officer (give title below)    _____ Other (specify below)
(Last)          (First)          (Middle) 350 POPLAR CHURCH ROAD	3. Date of Earliest Transaction (MM/DD/YYYY) 4/21/2020
(Street) CAMP HILL, PA 17011 (City)        (State)        (Zip)	4. If Amendment, Date Original Filed (MM/DD/YYYY)	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. Trans. Date	2A. Deemed Execution Date, if any	3. Trans. 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

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	4. Trans. 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		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 of Derivative Security: 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
Restricted Stock Units	(1)	4/21/2020		M			4737	(2)	(2)	Common Stock	4737.0	$0	22539	D
Phantom Stock Units	(3)	4/21/2020		A		4737		(3)	(3)	Common Stock	4737.0	$0	10648	D

Explanation of Responses:
(1)	Restricted Stock Units convert into common stock on a one-for-one basis.
(2)	On May 13, 2019, the reporting person was granted 4,737 restricted stock units that vested on the earlier of (i) the first anniversary of the grant date or (ii) the issuer's annual meeting of stockholders in the year immediately following the year of the grant date.
(3)	Represents deferred compensation under the 2016 Non-Employee Directors' Long-Term Equity Compensation Plan. Each phantom stock unit represents the right to be paid in cash an amount equal to the fair market value of one share of Harsco Corporation Common Stock at the date of settlement. Represents a scheduled settlement date for the phantom stock units to be paid in cash in a lump sum commencing within thirty days at begin of the calendar year 2025.

Reporting Owners
Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
EVERITT DAVID C 350 POPLAR CHURCH ROAD CAMP HILL, PA 17011	X

Signatures
/s/ David C. Everitt		4/22/2020
**Signature of Reporting Person		Date