James R. Meyer - Jan 6, 2023 Form 4 Insider Report for FreightCar America, Inc. (RAIL)

Role
President and CEO, Director
Signature
/s/ Celia Perez, as attorney in fact
Stock symbol
RAIL
Transactions as of
Jan 6, 2023
Transactions value $
$0
Form type
4
Date filed
1/10/2023, 02:15 PM
Previous filing
May 13, 2022
Next filing
Feb 1, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction RAIL Common Stock Award $0 +132K +30.39% $0.00 565K Jan 6, 2023 Direct F1, 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
transaction RAIL Employee Stock Option Award $0 +189K $0.00 189K Jan 6, 2023 Common Stock 189K $3.22 Direct F3, F4, F5
holding RAIL Employee Restricted Stock Unit 42.8K Jan 6, 2023 Common Stock 42.8K $0.00 Direct F6
holding RAIL Employee Stock Appreciation Right 332K Jan 6, 2023 Common Stock 332K $1.66 Direct F7
holding RAIL Employee Stock Option 73K Jan 6, 2023 Common Stock 73K $7.41 Direct F8
holding RAIL Employee Stock Option 33K Jan 6, 2023 Common Stock 33K $16.66 Direct F9
holding RAIL Employee Stock Option 350K Jan 6, 2023 Common Stock 350K $16.44 Direct F10
holding RAIL Employee Stock Option 161K Jan 6, 2023 Common Stock 161K $3.82 Direct F11
holding RAIL Employee Stock Option 113K Jan 6, 2023 Common Stock 113K $3.81 Direct F12
holding RAIL Employee Stock Option 750K Jan 6, 2023 Common Stock 750K $2.38 Direct F13
* 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 6, 2023 and will vest on January 6, 2026. 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 Exempt issuance of options under Rule 16(b)-3 pursuant to the Issuer's 2022 Long Term Incentive Plan.
F4 The options vest in three equal annual installments beginning on January 6, 2024.
F5 The options were granted pursuant to the Issuer's 2022 Long Term Incentive Plan, for which no consideration was paid by the recipient.
F6 On January 30, 2020, the recipient was granted 42,815 cash-settled restricted stock units which will vest on January 30, 2023.
F7 On January 24, 2020 the recipient was granted 332,005 cash-settled stock appreciation rights. 222,444 cash-settled stock appreciation rights are fully vested and currently exercisable and 109,561 cash-settled stock appreciation rights will vest on January 24, 2023.
F8 On January 14, 2019, the recipient was granted 72,959 options which are fully vested and currently exercisable.
F9 On January 12, 2018, the recipient was granted 33,025 options which are fully vested and currently exercisable.
F10 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.
F11 On January 17, 2022, the recipient was granted 161,402 options which will vest in three equal annual installments beginning on January 17, 2023.
F12 On January 28, 2021, the recipient was granted 113,276 options. 38,513 options are fully vested and currently exercisable, 37,881 options will vest on January 28, 2023 and 37,382 options will vest on January 28, 2024. Reflects correction of ministerial error in vesting amounts previously reported.
F13 On January 5, 2021, the recipient was granted 750,000 cash-settled stock appreciation rights. 502,500 cash-settled stock appreciation rights are fully vested and currently exercisable and 247,500 cash-settled stock appreciation rights will vest on January 5, 2024.