Benavides Jesus Salvador Gil - Jan 4, 2024 Form 4 Insider Report for FreightCar America, Inc. (RAIL)

Signature
/s/ Celia Perez, as attorney in fact
Stock symbol
RAIL
Transactions as of
Jan 4, 2024
Transactions value $
$0
Form type
4
Date filed
1/8/2024, 05:36 PM
Previous filing
Jan 10, 2023
Next filing
Feb 2, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction RAIL Common Stock Award $0 +42.4K +45.52% $0.00 136K Jan 4, 2024 Direct F1, F2
holding RAIL Common Stock 641K Jan 4, 2024 See footnote F3
holding RAIL Common Stock 316K Jan 4, 2024 See footnote F4

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction RAIL Employee Stock Option Award $0 +59.6K $0.00 59.6K Jan 4, 2024 Common Stock 59.6K $2.73 Direct F5, F6, F7
holding RAIL Employee Stock Option 50.1K Jan 4, 2024 Common Stock 50.1K $3.22 Direct F8
holding RAIL Employee Stock Option 42.9K Jan 4, 2024 Common Stock 42.9K $3.82 Direct F9
holding RAIL Employee Stock Option 12.6K Jan 4, 2024 Common Stock 12.6K $3.81 Direct F10
holding RAIL Employee Stock Option 300K Jan 4, 2024 Common Stock 30K $2.38 Direct F11
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Exempt issuance of restricted shares under Rule 16(b)-3 pursuant to the Issuer's 2022 Long Term Incentive Plan. These shares were granted on January 4, 2024 and will vest on January 4, 2027. The restricted shares are subject to certain restrictions (including possible forfeiture).
F2 The restricted shares were granted pursuant to the Issuer's 2022 Long Term Incentive Plan and no consideration was paid by the recipient for the restricted shares.
F3 Represents 640,603 shares owned by Fabricaciones y Servicios de Mexico, S.A. de C.V., a corporation in which Jesus Salvador Gil Benavides owns 33% of the equity interests, and therefore is deemed to have voting and dispositive power over 33% of the shares held by such entity. Fabricaciones y Servicios de Mexico, S.A. de C.V., which is owned by Jesus Salvador Gil Benavides, Alejandro Gil and Salvador Gil, owns a total of 1,941,221 shares of common stock of the Company.
F4 Represents 316,013 shares owned by Agben de Mexico, S.A. de C.V., a corporation in which Jesus Salavdor Gil Benavides owns 99% of the equity interests, and therefore is deemed to have voting and dispositive power over the securities held by such entity.
F5 Exempt issuance of options under Rule 16(b)-3 pursuant to the Issuer's 2022 Long Term Incentive Plan.
F6 The options vest in three equal annual installments beginning on January 4, 2025.
F7 The options were granted pursuant to the Issuer's 2022 Long Term Incentive Plan, for which no consideration was paid by the recipient.
F8 On January 6, 2023, the recipient was granted 50,067 options. 17,022 options are fully vested and currently exercisable, 16,522 options will vest on January 6, 2025 and 16,523 options will vest on January 6, 2026.
F9 On January 17, 2022, the recipient was granted 42,850 options. 14,569 options are fully vested and currently exercisable, 14,140 options will vest on January 17, 2024 and 14,141 options will vest on January 17, 2025.
F10 On January 28, 2021, the recipient was granted 12,608 options. 8,447 options are fully vested and currently exercisable and 4,161 options will vest on January 28, 2024
F11 On January 5, 2021, the recipient was granted 300,000 cash-settled stock appreciation rights which are fully vested and currently exercisable.