SEC Form 4 · accession 0000899243-18-028584
FreightCar America, Inc. · RAIL
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
James R Meyer
Officer — President and CEO · Director
Period of report
Nov 7, 2018
Accepted (ET)
Nov 9, 2018 · 3:15 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001320854
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Nov 7, 2018 | P | 5,000 | $9.8568 | A | 35,006 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Employee Stock Option (right to buy)F2 | $16.66 | holding | — | — | — | — | Jan 12, 2028 | Common stock | 33,025 | 33,025 | D |
| Employee Stock Option (right to buy)F3 | $16.44 | holding | — | — | — | — | Jul 31, 2027 | Common stock | 350,000 | 350,000 | D |
Explanation of responses
- F1This transaction was executed in multible trades at prices ranging from $9.51 to $10.00. The price reported above reflects the weighted average purchase price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issurer or a secrity holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
- F2On January 12, 2018 the recipient was granted 33,025 options which will vest in three equal annual installments beginning on January 12, 2019.
- F3On 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.