THALMAN WILLIAM M 4/A
4/A · FOSTER L B CO · Filed Feb 20, 2026
Research Summary
AI-generated summary of this filing
Foster (FSTR) CFO William Thalman Withholds Shares to Pay Taxes
What Happened
William M. Thalman, EVP & CFO of Foster L. B. Co. (FSTR), had a total of 2,728 shares disposed via tax withholding to cover taxes on vested restricted stock: 1,007 shares on 2026-02-13 at $31.63 ($31,851) and 1,721 shares on 2026-02-14 at $31.63 ($54,435), for a combined value of $86,286. These transactions are tax-withholdings (code F), not open-market sales intended as investment decisions.
Key Details
- Transaction dates and prices: 2/13/2026 — 1,007 shares @ $31.63 ($31,851); 2/14/2026 — 1,721 shares @ $31.63 ($54,435).
- Total shares withheld: 2,728; total proceeds/value: $86,286.
- Shares owned after transaction: not specified in the provided extract; the filing was amended to correct beneficial ownership reporting (see footnote F4).
- Notable footnotes:
- F1/F5: Shares were withheld to pay taxes on vesting restricted stock related to LTIP awards (2024–2026 and 2023–2025).
- F2: Includes 18,519 PRSUs earned under the 2023–2025 LTIP (to settle after certification for period ending 12/31/2025).
- F3: Includes 2,385 PRSUs earned under the 2024–2026 LTIP (to settle after certification for period ending 12/31/2026).
- F4: This is an amended Form 4 correcting the number of shares beneficially owned and the number of shares withheld related to a prior performance-based award.
- Timeliness: The Form 4 was filed 2026-02-20 for transactions on 2/13 and 2/14; this is outside the typical two-business-day reporting window and the filing is marked as amended.
Context
- These were tax-withholding dispositions (code F), a common administrative transaction when restricted stock or performance units vest; they do not necessarily indicate an insider selling shares for investment reasons.
- Several withheld/share counts relate to different LTIP awards and performance-based restricted stock units that settle upon final certification at the end of the applicable performance periods.
Insider Transaction Report
Form 4/AAmended
FOSTER L B COFSTR
THALMAN WILLIAM M
EVP & CFO
Transactions
- Tax Payment
Common Stock
[F1][F2][F3][F4]2026-02-13$31.63/sh−1,007$31,851→ 73,743 total - Tax Payment
Common Stock
[F5][F2][F3]2026-02-14$31.63/sh−1,721$54,435→ 72,022 total
Footnotes (5)
- [F1]Shares withheld to pay taxes applicable to the vesting of restricted stock related to the 2024-2026 LTIP awarded on 5/23/24.
- [F2]Includes 18,519 Performance Restricted Stock Units earned under the 2023-2025 Long Term Incentive Plan granted on 2/14/2023; those 18,519 Performance Restricted Stock Units will settle at the end of the performance period on December 31, 2025, upon certification by the Compensation Committee.
- [F3]Includes 2,385 Performance Restricted Stock Units earned under the 2024-2026 Long Term Incentive Plan granted on 5/23/2024; those 2,385 Performance Restricted Stock Units will settle at the end of the performance period on December 31, 2026, upon certification by the Compensation Committee.
- [F4]This amended Form 4 was filed to correct the number of shares beneficially owned to reflect the amendment made to the Form 4 originally filed on 2/12/2026. The amendment to the Form 4 was on 2/23/2026 to correct the number of shares withheld to pay taxes applicable to 50 percent of the Performance-based stock unit award granted on 3/31/2021 and earned on 2/11/2026.
- [F5]Shares withheld to pay taxes applicable to the vesting of restricted stock related to the 2023-2025 LTIP awarded on 2/14/23.
Signature
/s/ William M. Thalman by Judith Balog, attorney-in-fact|2026-02-20