Benavides Jesus Salvador Gil - Jan 6, 2023 Form 4 Insider Report for FreightCar America, Inc. (RAIL)

Role: VP Operations, 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, 03:11 PM
Previous filing: Jan 19, 2022
Next 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	+34.9K	+60.01%	$0.00	93.2K	Jan 6, 2023	Direct	F1, F2
holding	RAIL	Common Stock						641K	Jan 6, 2023	See footnote	F3
holding	RAIL	Common Stock						316K	Jan 6, 2023	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	+50.1K		$0.00	50.1K	Jan 6, 2023	Common Stock	50.1K	$3.22	Direct	F5, F6
holding	RAIL	Employee Stock Option						42.9K	Jan 6, 2023	Common Stock	42.9K	$3.82	Direct	F7
holding	RAIL	Employee Stock Option						12.6K	Jan 6, 2023	Common Stock	12.6K	$3.81	Direct	F8
holding	RAIL	Employee Stock Option						300K	Jan 6, 2023	Common Stock	300K	$2.38	Direct	F9

* 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	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 6, 2024.
F7	On January 17, 2022, the recipient was granted 42,850 options which will vest in three equal annual installments beginning on January 17, 2023.
F8	On January 28, 2021, the recipient was granted 12,608 options. 4,286 options are fully vested and currently exercisable, 4,161 options will vest on January 28, 2023 and 4,161 options will vest on January 28, 2024.
F9	On January 5, 2021, the recipient was granted 300,000 cash-settled stock appreciation rights. 201,000 cash-settled stock appreciation rights are fully vested and currently exercisable and 99,000 cash-settled stock appreciation rights will vest on January 5, 2024.