Was the FreightCar America (RAIL) Form 4 transaction a market purchase or a share grant?

The Form 4 transaction is a share grant, not a market purchase. Elizabeth K. Arnold acquired 8,959 restricted shares as a grant or award under FreightCar America’s 2022 Long Term Incentive Plan, rather than buying shares on the open market.

FreightCar America (RAIL) director awarded 8,959 restricted shares in equity grant

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Arnold Elizabeth K reported acquisition or exercise transactions in this Form 4 filing.

FreightCar America, Inc. director Elizabeth K. Arnold received a grant of 8,959 shares of common stock, valued at $8.93 per share. The grant consists of restricted shares issued under the company’s 2022 Long Term Incentive Plan and increases her direct holdings to 135,418 shares.

The restricted shares will vest at the close of business on the earlier of April 10, 2027, or the last trading day before the date of FreightCar America’s 2027 Annual Meeting of Stockholders, linking the award to continued board service over this period.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Arnold Elizabeth K

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	8,959	$8.93	$80K

Holdings After Transaction: Common Stock — 135,418 shares (Direct)

Footnotes (1)

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Key Figures

Restricted share grant: 8,959 shares Grant reference price: $8.93 per share Post-grant holdings: 135,418 shares +1 more

4 metrics

Restricted share grant 8,959 shares Grant of common stock to director on April 10, 2026

Grant reference price $8.93 per share Value per share for the 8,959-share grant

Post-grant holdings 135,418 shares Total common shares held directly by Arnold after transaction

Vesting date reference April 10, 2027 Latest potential vesting date for restricted shares

Key Terms

restricted shares, 2022 Long Term Incentive Plan, Annual Meeting of Stockholders

3 terms

restricted shares financial

"Reflects a grant of restricted shares under Issuer's 2022 Long Term Incentive Plan."

Restricted shares are company stock that cannot be sold or transferred immediately because they are subject to legal or contractual limits, such as a required holding period or performance conditions. They matter to investors because these locked-up shares can affect a company’s available stock for trading, future dilution, and insider incentives—imagine a gift that can’t be cashed until certain conditions are met, which changes when and how much supply can suddenly enter the market.

2022 Long Term Incentive Plan financial

"Reflects a grant of restricted shares under Issuer's 2022 Long Term Incentive Plan."

Annual Meeting of Stockholders financial

"the last trading day before the date of the Company's 2027 Annual Meeting of Stockholders."

Form 4 Insider Transactions: What Each Field Means →

04/13/2026 - 01:41 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^*

Arnold Elizabeth K

(Last)

(First)

(Middle)

125 SOUTH WACKER DRIVE

SUITE 1500

(Street)

CHICAGO

ILLINOIS

60606

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
FreightCar America, Inc. [ RAIL ]

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)
04/10/2026

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	04/10/2026		A⁽¹⁾		8,959	A	$8.93	135,418	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)

Explanation of Responses:

1. Reflects a grant of restricted shares under Issuer's 2022 Long Term Incentive Plan. Shares will vest at the close of business on the earlier of (i) April 10, 2027, or (ii) the last trading day before the date of the Company's 2027 Annual Meeting of Stockholders.

	/s/ Michael A. Riordan, as attorney in fact	04/13/2026
	** 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 transaction did FreightCar America (RAIL) report for Elizabeth K. Arnold?

FreightCar America reported that director Elizabeth K. Arnold received 8,959 restricted shares of common stock as a grant. The award was made at a reference value of $8.93 per share under the company’s 2022 Long Term Incentive Plan.

When do Elizabeth K. Arnold’s restricted shares in FreightCar America (RAIL) vest?

The restricted shares will vest at the close of business on the earlier of April 10, 2027, or the last trading day before FreightCar America’s 2027 Annual Meeting of Stockholders, tying the vesting schedule to the company’s governance calendar.

How many FreightCar America (RAIL) shares does Elizabeth K. Arnold hold after this grant?

Following the grant of 8,959 restricted shares, Elizabeth K. Arnold directly holds 135,418 shares of FreightCar America common stock. This total reflects her position after the reported award under the company’s 2022 Long Term Incentive Plan.

Under what plan were Elizabeth K. Arnold’s FreightCar America (RAIL) shares granted?

The restricted shares granted to Elizabeth K. Arnold were issued under FreightCar America’s 2022 Long Term Incentive Plan. This plan provides equity-based awards, such as restricted shares, to align participants’ interests with those of the company’s stockholders.