James R. Meyer - May 14, 2024 Form 4 Insider Report for FreightCar America, Inc. (RAIL)

Role
Director
Signature
/s/ Celia Perez, as attorney in fact
Stock symbol
RAIL
Transactions as of
May 14, 2024
Transactions value $
$0
Form type
4
Date filed
5/16/2024, 05:16 PM
Previous filing
Jan 8, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction RAIL Common Stock Award $0 +20.4K +2.57% $0.00 815K May 14, 2024 Direct F1
holding RAIL Common Stock 17.3K May 14, 2024 See footnote F2

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
holding RAIL Employee Stock Option 189K May 14, 2024 Common Stock 189K $3.22 Direct F3, F4
holding RAIL Employee Stock Option 161K May 14, 2024 Common Stock 161K $3.82 Direct F4, F5
holding RAIL Employee Stock Option 113K May 14, 2024 Common Stock 113K $3.81 Direct F4, F6
holding RAIL Employee Stock Option 750K May 14, 2024 Common Stock 750K $2.38 Direct F4, F7
holding RAIL Employee Stock Appreciation Right 332K May 14, 2024 Common Stock 332K $1.66 Direct F4, F8
holding RAIL Employee Stock Option 73K May 14, 2024 Common Stock 73K $7.41 Direct F4, F9
holding RAIL Employee Stock Option 33K May 14, 2024 Common Stock 33K $16.66 Direct F4, F10
holding RAIL Employee Stock Option 350K May 14, 2024 Common Stock 350K $16.44 Direct F4, F11
holding RAIL Employee Stock Option 242K May 14, 2024 Common Stock 242K $2.73 Direct F4, F12
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Reflects a grant of restricted shares under Issuer's 2022 Long Term Incentive Plan. Shares will vest at the close of business on the earlier of (i) May 14, 2025, or (ii) the last trading day before the date of the Company's 2025 Annual Meeting of Shareholders.
F2 The securities are owned by Cinci-Cebu, Inc. James Meyer owns 100% of Cinci-Cebu, Inc. and is deemed to beneficially own all of the securities owned by Cinci-Cebu, Inc.
F3 On January 6, 2023, the recipient was granted 188,585 options. 64,118 options are fully vested and currently exercisable, 62,233 options will vest on January 6, 2025 and 62,234 options will vest on January 6, 2026.
F4 Pursuant to Section 3.7 of the Issuer's Executive Severance Plan, awards permit vesting and/or exercisability, as applicable, to continue in accordance with their original terms subsequent to the Reporting Person's resignation from employment.
F5 On January 17, 2022, the recipient was granted 161,402 options. 108,139 options are fully vested and currently exercisable. 53,263 options will vest on January 17, 2025.
F6 On January 28, 2021, the recipient was granted 113,276 options which are fully vested and currently exercisable.
F7 On January 5, 2021, the recipient was granted 750,000 cash-settled stock appreciation rights which are fully vested and currently exercisable.
F8 On January 24, 2020 the recipient was granted 332,005 cash-settled stock appreciation rights which are fully vested and currently exercisable.
F9 On January 14, 2019, the recipient was granted 72,959 options which are fully vested and currently exercisable.
F10 On January 12, 2018, the recipient was granted 33,025 options which are fully vested and currently exercisable.
F11 On July 31, 2017, the recipient was granted 350,000 options. The options vest and become exercisable based on a trailing 90-consecutive calendar day average closing price of one share of the Issuer's common stock (the "Stock Price") in the following proportions, provided the option holder remains continuously employed by the Issuer until the applicable vesting date: 34% of the shares subject to the option vest on the date the Stock Price is equal to or greater than $5.00 per share above the exercise price, an additional 33% of the shares subject to the option vest on the date the Stock Price is equal to or greater than $10.00 per share above the exercise price and the final 33% of the shares subject to the option vest on the date the Stock Price is equal to or greater than $15.00 per share above the exercise price.
F12 The options vest in three equal annual installments beginning on January 4, 2025.