SEC Form 4 · accession 0001965040-26-000138
Fortrea Holdings Inc. · FTRE
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Mark A. Morais
Officer — Chief Operating Officer
Period of report
Sep 8, 2026
Accepted (ET)
Sep 10, 2026 · 4:05 pm EDT
Rule 10b5-1 plan
box not checked
Issuer CIK
0001965040
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Sep 8, 2026 | M | 7,157 | $0.00 | A | 84,943 | D | |
| Common StockF2,F3,F4 | Sep 9, 2026 | S | 3,149 | $16.85 | D | 81,794 | D | |
| Common Stock | holding | — | — | — | 4,625 | I | Spouse |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitF6,F1,F5 | — | Sep 8, 2026 | M | 7,157 | D | — | — | Common Stock | 7,157 | 83,525 | D |
Explanation of responses
- F1Each Restricted Stock Unit ("RSU") represents the right to receive, at settlement, one share of Fortrea Holdings Inc. ("Fortrea") Common Stock. This transaction represents the settlement of RSUs into Common Stock on their scheduled vesting date.
- F2The sales reported on this Form 4 represent shares of Common Stock sold by the Reporting Person to cover tax withholding obligations in connection with the vesting of RSUs. These sales are mandated by the Issuer's election under its equity incentive plans to require the satisfaction of tax withholding obligations to be funded by a "sell to cover" transaction and do not represent discretionary trades by the Reporting Person.
- F3This transaction was executed in multiple trades at prices ranging from $16.72 to $17.09. The price reported in column 4 above reflects the weighted average price of the shares of Common Stock sold. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
- F4This number reflects the aggregate amount of Common Stock held by the reporting person.
- F5The RSUs vested on September 6, 2026.
- F6This number reflects the aggregate number of RSUs held by the reporting person.