0001127602-23-021024.txt : 20230719
0001127602-23-021024.hdr.sgml : 20230719
20230719165515
ACCESSION NUMBER: 0001127602-23-021024
CONFORMED SUBMISSION TYPE: 4/A
PUBLIC DOCUMENT COUNT: 2
CONFORMED PERIOD OF REPORT: 20230630
FILED AS OF DATE: 20230719
DATE AS OF CHANGE: 20230719
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Warren Amanda M.
CENTRAL INDEX KEY: 0001983802
FILING VALUES:
FORM TYPE: 4/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-41704
FILM NUMBER: 231097312
MAIL ADDRESS:
STREET 1: 8 MOORE DRIVE
CITY: DURHAM
STATE: NC
ZIP: 27703
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Fortrea Holdings Inc.
CENTRAL INDEX KEY: 0001965040
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MEDICAL LABORATORIES [8071]
IRS NUMBER: 922796441
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 8 MOORE DRIVE
CITY: DURHAM
STATE: NC
ZIP: 27709
BUSINESS PHONE: 877-495-0816
MAIL ADDRESS:
STREET 1: 8 MOORE DRIVE
CITY: DURHAM
STATE: NC
ZIP: 27709
FORMER COMPANY:
FORMER CONFORMED NAME: Silver Spinco Inc.
DATE OF NAME CHANGE: 20230207
4/A
1
form4a.xml
PRIMARY DOCUMENT
X0508
4/A
2023-06-30
2023-07-05
0001965040
Fortrea Holdings Inc.
FTRE
0001983802
Warren Amanda M.
8 MOORE DRIVE
DURHAM
NC
27709
1
Chief Accounting Officer
0
Restricted Stock Unit
2023-06-30
4
A
0
1046
0
A
Common Stock
1046
1046
D
Restricted Stock Unit
2023-06-30
4
A
0
3558
0
A
Common Stock
3558
6739
D
Restricted Stock Unit
2023-06-30
4
A
0
2135
0
A
Common Stock
2135
3181
D
Restricted Stock Unit
2023-06-30
4
A
0
11526
0
A
Common Stock
11526
18265
D
Restricted Stock Unit
2023-06-30
4
A
0
570
0
A
Common Stock
570
18835
D
This Form 4 is amended to reflect the adjusted amount of Restricted Stock Units ("RSUs") issued to the Reporting Person in connection with the final adjustment ratio calculated pursuant to the terms of the Employee Matters Agreement (the "EMA") by and between Laboratory Corporation of America Holdings ("Labcorp") and Fortrea Holdings Inc. ("Fortrea").
Each RSU represents the contingent right to receive one share of Fortrea Holdings Inc. Common Stock.
In connection with the spin-off ("Spin-Off") of Fortrea by Labcorp, RSUs granted by Labcorp were converted into time-vesting RSUs of Fortrea pursuant to the terms of the EMA. The number of RSUs have been adjusted due to the February 2, 2024.
In connection with the Spin-Off, RSUs granted by Labcorp were converted into time-vesting RSUs of Fortrea pursuant to the terms of the EMA. The RSUs vest in three equal annual installments beginning on February 7, 2024.
This number reflects the aggregate number of Restricted Stock Units held by the reporting person.
In connection with the Spin-Off of Fortrea by Labcorp, RSUs granted by Labcorp were converted into time-vesting RSUs of Fortrea pursuant to the terms of the EMA. The RSUs will vest in two annual installments on February 11 of each of 2024 and 2025.
In connection with the Spin-Off, RSUs granted by Labcorp were converted into time-vesting RSUs of Fortrea pursuant to the terms of the EMA. The RSUs vest in three equal annual installments beginning on June 1, 2024.
In connection with the Spin-Off, RSUs granted by Labcorp were converted into time-vesting RSUs of Fortrea pursuant to the terms of the EMA. The RSUs vested in full on July 1, 2023.
/s/ James Stillman Hanson, Attorney-in-Fact for Amanda M. Warren
2023-07-19
EX-24
2
doc1.txt
POWER OF ATTORNEY (PUBLIC): POWER OF ATTORNEY
EXHIBIT 24
POWER OF ATTORNEY
-----------------
KNOWN ALL BY THESE PRESENTS, that the undersigned hereby makes, constitutes and
appoints each of James Stillman Hanson, General Counsel of Fortrea Holdings
Inc. (the ?Company?), and Erica Smith-Klocek, Deputy General Counsel of the
Company, signing singly, with full power of substitution, the undersigned's
true and lawful attorney-in-fact to: (i) execute for and on behalf of the
undersigned, forms and authentication documents for EDGAR Filing Access; (ii)
do and perform any and all acts for and on behalf of the undersigned which may
be necessary or desirable to complete and execute any such forms and
authentication documents; (iii) execute for and on behalf of the undersigned,
in the undersigned's capacity as an officer, director and/or 10% shareholder of
the Company, Forms 3, 4 and 5 (including amendments thereto) in accordance with
Section 16(a) of the Securities Exchange Act of 1934, as amended, and the rules
thereunder; (iv) do and perform any and all acts for and on behalf of the
undersigned which may be necessary or desirable to complete and execute any
such Form 3, 4 or 5 (including amendments thereto) and timely file such form
with the United States Securities and Exchange Commission and any stock
exchange or similar authority; and (v) take any other action of any type
whatsoever in connection with the foregoing which, in the opinion of such
attorney-in-fact, may be of benefit to, in the best interests of, or legally
required by the undersigned, it being understood that the documents executed by
such attorney-in-fact on behalf of the undersigned pursuant to this Power of
Attorney shall be in such form and shall contain such terms and conditions as
such attorney-in-fact may approve in such attorney-in-fact's discretion.
The undersigned hereby grants to each such attorney-in-fact full power and
authority to do and perform any and every act and thing whatsoever requisite,
necessary, or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might
or could do if personally present, with full power of substitution or
revocation, hereby ratifying and confirming all that such attorney-in-fact, or
such attorney-in-fact's substitute or substitutes, shall lawfully do or cause
to be done by virtue of this power of attorney and the rights and powers herein
granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in
serving in such capacity at the request of the undersigned, are not assuming,
nor is the Company assuming, any of the undersigned's responsibilities to
comply with Section 16 of the Securities Exchange Act of 1934, as amended.
This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms 3, 4 and 5 (including amendments
thereto) with respect to the undersigned's holdings of and transactions in
securities issued by the Company, unless earlier revoked by the undersigned in
a signed writing delivered to the foregoing attorneys-in-fact.
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed on June 30, 2023.
/s/ Amanda Warren
----------------------
Amanda Warren