THALMAN WILLIAM M 4

What Happened
William M. Thalman, EVP & Chief Financial Officer of Foster L. B. Co. (FSTR), had a total of 2,728 shares withheld to satisfy tax withholding related to the vesting of restricted stock. The withholding occurred in two transactions: 1,007 shares on 2026-02-13 and 1,721 shares on 2026-02-14, each at $31.63 per share, totaling $86,286. This is a tax-withholding disposition (transaction code F), not an open-market sale.

Key Details

• Transaction dates and amounts:
  • 2026-02-13: 1,007 shares withheld @ $31.63 = $31,851
  • 2026-02-14: 1,721 shares withheld @ $31.63 = $54,435
  • Combined: 2,728 shares withheld, $86,286 total
• Filing date: Form 4 filed 2026-02-18. This appears to be within the two-business-day reporting window when accounting for the Presidents' Day holiday (Feb 16, 2026).
• Shares owned after the transaction: not specified in the provided filing data.
• Footnotes of interest:
  • F1/F4: Withholding was to pay taxes on restricted stock vesting from LTIP awards (grants dated 5/23/2024 and 2/14/2023).
  • F2: Filing references 18,519 Performance RSUs earned under the 2023–2025 LTIP that will settle at the end of the performance period (12/31/2025) upon committee certification.
  • F3: Filing references 2,385 Performance RSUs earned under the 2024–2026 LTIP that will settle at the end of the performance period (12/31/2026) upon committee certification.

Context
Tax-withholding via share retention is a routine administrative action when restricted stock vests; it reduces outstanding shares delivered to the executive without indicating an open-market sale or change in confidence. Transaction code F denotes tax withholding, which is common and generally neutral for interpreting insider sentiment.