0000950170-24-003020.txt : 20240108
0000950170-24-003020.hdr.sgml : 20240108
20240108173047
ACCESSION NUMBER: 0000950170-24-003020
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20240104
FILED AS OF DATE: 20240108
DATE AS OF CHANGE: 20240108
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Meyer James R
CENTRAL INDEX KEY: 0001713182
ORGANIZATION NAME:
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-51237
FILM NUMBER: 24521170
MAIL ADDRESS:
STREET 1: TWO NORTH RIVERSIDE PLAZA, SUITE 1300
CITY: CHICAGO
STATE: IL
ZIP: 60606
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: FreightCar America, Inc.
CENTRAL INDEX KEY: 0001320854
STANDARD INDUSTRIAL CLASSIFICATION: RAILROAD EQUIPMENT [3743]
ORGANIZATION NAME: 04 Manufacturing
IRS NUMBER: 000000000
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 125 SOUTH WACKER DRIVE
STREET 2: SUITE 1500
CITY: CHICAGO
STATE: IL
ZIP: 60606
BUSINESS PHONE: (800) 458-2235
MAIL ADDRESS:
STREET 1: 125 SOUTH WACKER DRIVE
STREET 2: SUITE 1500
CITY: CHICAGO
STATE: IL
ZIP: 60606
FORMER COMPANY:
FORMER CONFORMED NAME: FCA Acquisition Corp.
DATE OF NAME CHANGE: 20050316
4
1
ownership.xml
4
X0508
4
2024-01-04
0001320854
FreightCar America, Inc.
RAIL
0001713182
Meyer James R
125 SOUTH WACKER DRIVE
SUITE 1500
CHICAGO
IL
60606
true
true
false
false
President and CEO
false
Common Stock
2024-01-04
4
A
false
171704
0
A
794470
D
Common Stock
17327
I
See footnote
Employee Stock Option
2.73
2024-01-04
4
A
false
241500
0
A
2034-01-04
Common Stock
241500
241500
D
Employee Stock Option
3.22
2033-01-06
Common Stock
188585
188585
D
Employee Stock Option
3.82
2032-01-17
Common Stock
161402
161402
D
Employee Stock Option
3.81
2031-01-28
Common Stock
113276
113276
D
Employee Stock Option
2.38
2031-01-05
Common Stock
750000
750000
D
Employee Stock Appreciation Right
1.66
2030-01-24
Common Stock
332005
332005
D
Employee Stock Option
7.41
2029-01-14
Common Stock
72959
72959
D
Employee Stock Option
16.66
2028-01-12
Common Stock
33025
33025
D
Employee Stock Option
16.44
2027-07-31
Common Stock
350000
350000
D
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 4, 2024 and will vest on January 4, 2027. The restricted shares are subject to certain restrictions (including possible forfeiture).
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.
The securities are owned by Cinci-Cebu, Inc. James Meyer owns 100% of Cinci-Cebu, Inc. and is deemed to beneficially own all of the securities owned by Cinci-Cebu, Inc.
Exempt issuance of options under Rule 16(b)-3 pursuant to the Issuer's 2022 Long Term Incentive Plan.
The options vest in three equal annual installments beginning on January 4, 2025.
The options were granted pursuant to the Issuer's 2022 Long Term Incentive Plan, for which no consideration was paid by the recipient.
On January 6, 2023, the recipient was granted 188,585 options. 64,118 options are fully vested and currently exercisable, 62,233 options will vest on January 6, 2025 and 62,234 options will vest on January 6, 2026.
On January 17, 2022, the recipient was granted 161,402 options. 54,876 options are fully vested and currently exercisable. 53,263 options will vest on January 17, 2024 and 53,263 options will vest on January 17, 2025.
On January 28, 2021, the recipient was granted 113,276 options. 75,894 options are fully vested and currently exercisable and 37,382 options will vest on January 28, 2024.
On January 5, 2021, the recipient was granted 750,000 cash-settled stock appreciation rights which are fully vested and currently exercisable.
On January 24, 2020 the recipient was granted 332,005 cash-settled stock appreciation rights which are fully vested and currently exercisable.
On January 14, 2019, the recipient was granted 72,959 options which are fully vested and currently exercisable.
On January 12, 2018, the recipient was granted 33,025 options which are fully vested and currently exercisable.
On 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.
/s/ Celia Perez, as attorney in fact
2024-01-08