Fortrea (FTRE) director updates holdings after RSU vesting, tax withholding and new grant

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Fortrea Holdings Inc. director David Ross Smith reported routine equity compensation activity involving Restricted Stock Units (RSUs) and common stock. On June 10, 2026, an RSU award for 38,817 units vested and settled into an equal number of common shares. Fortrea withheld 18,244 shares of common stock to cover tax obligations on the vesting, a non‑market disposition. Following these transactions, Smith directly held 30,117 shares of Fortrea common stock. He also received a new grant of 12,852 RSUs, which, according to the disclosure, will vest in full twelve months after June 10, 2026, subject to his continued service as a director, leaving him with 12,852 RSUs outstanding.

Insider Trade Summary

38,817 shares exercised/converted

Mixed 4 txns

Insider Smith David Ross

Role null

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Unit	38,817	$0.00	--
Grant/Award	Restricted Stock Unit	12,852	$0.00	--
Exercise	Common Stock	38,817	$0.00	--
Tax Withholding	Common Stock	18,244	$16.34	$298K

Holdings After Transaction: Restricted Stock Unit — 0 shares (Direct, null); Common Stock — 48,361 shares (Direct, null)

Footnotes (1)

Each Restricted Stock Unit ("RSU") represents the right to receive, at settlement, one share of Fortrea Holdings Inc. ("Fortrea") common stock ("Common Stock"). This transaction represents the settlement of RSUs into Common Stock on their scheduled vesting date. Shares withheld by Fortrea to satisfy tax withholding requirements on vesting of RSUs. This number reflects the aggregate amount of Common Stock held by the reporting person. Represents an RSU award that vested in its entirety on June 10, 2026. Each Restricted Stock Unit ("RSU") represents the right to receive, at settlement, one share of Fortrea Holdings Inc. ("Fortrea") common stock ("Common Stock"). Represents a RSU award that vests in its entirety twelve months after June 10, 2026, subject to the Reporting Person's continued service as a director. This number reflects the aggregate number of RSUs held by the reporting person.

Key Figures

RSUs vested: 38,817 units Shares withheld for taxes: 18,244 shares Common shares held: 30,117 shares +3 more

6 metrics

RSUs vested 38,817 units RSU award settled into common stock on June 10, 2026

Shares withheld for taxes 18,244 shares Common stock withheld to satisfy tax on RSU vesting

Common shares held 30,117 shares Aggregate common stock directly held after transactions

New RSU grant 12,852 units RSU award vesting twelve months after June 10, 2026

RSUs held after transactions 12,852 units Aggregate RSU holdings following vesting and new grant

Tax withholding reference price $16.34/share Price per share used for 18,244-share tax withholding

Key Terms

Restricted Stock Unit, RSU, tax withholding requirements, derivative exercise/conversion, +1 more

5 terms

Restricted Stock Unit financial

"Each Restricted Stock Unit ("RSU") represents the right to receive, at settlement, one share of Fortrea Holdings Inc."

A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.

RSU financial

"Represents a RSU award that vests in its entirety twelve months after June 10, 2026, subject to the Reporting Person's continued service as a director."

Restricted stock units (RSUs) are a form of company shares given to employees as part of their compensation, usually with certain restrictions or conditions, such as remaining with the company for a set period. When these restrictions lift, employees receive actual shares that they can sell or hold. For investors, RSUs can impact a company's stock supply and reflect the company's commitment to attracting and retaining talent.

tax withholding requirements financial

"Shares withheld by Fortrea to satisfy tax withholding requirements on vesting of RSUs."

derivative exercise/conversion financial

"transaction_action": "derivative exercise/conversion""

grant, award, or other acquisition financial

"transaction_code_description": "Grant, award, or other acquisition""

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Form 4 Insider Transactions: What Each Field Means →

06/12/2026 - 04:17 PM

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Smith David Ross

(Last)

(First)

(Middle)

8 MOORE DRIVE

(Street)

DURHAM

NORTH CAROLINA

27713

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Fortrea Holdings Inc. [ FTRE ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/10/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	06/10/2026		M		38,817	A	$0⁽¹⁾	48,361	D
Common Stock⁽²⁾	06/10/2026		F		18,244	D	$16.34	30,117⁽³⁾	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Unit	⁽¹⁾	06/10/2026		M			38,817	⁽⁴⁾	⁽⁴⁾	Common Stock	38,817	$0	0	D
Restricted Stock Unit	⁽⁵⁾	06/10/2026		A		12,852		⁽⁶⁾	⁽⁶⁾	Common Stock	12,852	$0	12,852⁽⁷⁾	D

Explanation of Responses:

1. Each Restricted Stock Unit ("RSU") represents the right to receive, at settlement, one share of Fortrea Holdings Inc. ("Fortrea") common stock ("Common Stock"). This transaction represents the settlement of RSUs into Common Stock on their scheduled vesting date.

2. Shares withheld by Fortrea to satisfy tax withholding requirements on vesting of RSUs.

3. This number reflects the aggregate amount of Common Stock held by the reporting person.

4. Represents an RSU award that vested in its entirety on June 10, 2026.

5. Each Restricted Stock Unit ("RSU") represents the right to receive, at settlement, one share of Fortrea Holdings Inc. ("Fortrea") common stock ("Common Stock").

6. Represents a RSU award that vests in its entirety twelve months after June 10, 2026, subject to the Reporting Person's continued service as a director.

7. This number reflects the aggregate number of RSUs held by the reporting person.

Remarks:

Exhibit 24 - Power of Attorney

	/s/ Erica Smith-Klocek, Attorney-in-Fact for David R. Smith	06/12/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did Fortrea (FTRE) director David Ross Smith report?

David Ross Smith reported RSU vesting, share withholding for taxes, and a new RSU grant. An award of 38,817 RSUs vested into common stock, 18,244 shares were withheld for taxes, and he received 12,852 new RSUs.

Did the Fortrea (FTRE) director sell any shares on the open market in this Form 4?

No open-market sale was reported. The only disposition was 18,244 shares withheld by Fortrea to satisfy tax obligations on RSU vesting, which is a non-market, mechanical transaction rather than a discretionary stock sale.

How many Fortrea (FTRE) shares does David Ross Smith hold after these transactions?

After the reported transactions, David Ross Smith directly holds 30,117 shares of Fortrea common stock. This figure reflects his aggregate common stock position following RSU settlement and share withholding to cover related tax liabilities.

What new equity award did the Fortrea (FTRE) director receive?

He received a grant of 12,852 Restricted Stock Units. Each RSU represents the right to receive one share of Fortrea common stock, vesting in full twelve months after June 10, 2026, subject to his continued service as a director.

How many Restricted Stock Units does the Fortrea (FTRE) director hold after the Form 4 events?

Following the transactions, the director holds 12,852 RSUs. This amount represents the aggregate number of RSUs outstanding after a 38,817-unit award fully vested and a new 12,852-unit award was granted on June 10, 2026.