4//SEC Filing
Mcconnell Jill G. 4
Accession 0001127602-25-009366
CIK 0001965040other
Filed
Mar 12, 8:00 PM ET
Accepted
Mar 13, 4:53 PM ET
Size
10.3 KB
Accession
0001127602-25-009366
Insider Transaction Report
Form 4
Mcconnell Jill G.
Chief Financial Officer
Transactions
- Exercise/Conversion
Common Stock
2025-03-11+2,028→ 37,363 total - Sale
Common Stock
2025-03-12$9.98/sh−643$6,417→ 36,720 total - Exercise/Conversion
Restricted Stock Unit
2025-03-11−2,028→ 119,342 total→ Common Stock (2,028 underlying)
Footnotes (6)
- [F1]Each Restricted Stock Unit ("RSU"), subject to the achievement of performance goals, represents the contingent right to receive, at settlement, one share of Fortrea Holdings Inc. ("Fortrea") Common Stock. This transaction represents the settlement of the performance-based RSUs into Common Stock subject to the achievement of certain performance goals as approved by the Management Development and Compensation Committee.
- [F2]The sales reported on this Form 4 represent shares of Common Stock sold by the Reporting Person to cover tax withholding obligations in connection with the vesting of RSUs. These sales are mandated by the Issuer's election under its equity incentive plans to require the satisfaction of tax withholding obligations to be funded by a "sell to cover" transaction and do not represent discretionary trades by the Reporting Person.
- [F3]This transaction was executed in multiple trades at prices ranging from $9.88 to $10.15. The price reported in column 4 above reflects the weighted average price of the shares of Common Stock sold. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
- [F4]This number reflects the aggregate amount of Common Stock held by the reporting person.
- [F5]In connection with the spin-off of Fortrea by Laboratory Corporation of America Holdings ("Labcorp"), 50% of the performance awards granted by Labcorp in 2022 for the three-year performance period through December 31, 2024 were converted into RSUs of Fortrea and 50% were converted to Fortrea performance share awards subject to the original three-year vesting period pursuant to the terms of the Employee Matters Agreement. The converted RSUs vested on March 11, 2025.
- [F6]This number reflects the aggregate number of time-vesting and performance based RSUs held by the reporting person.
Documents
Issuer
Fortrea Holdings Inc.
CIK 0001965040
Entity typeother
Related Parties
1- filerCIK 0001979544
Filing Metadata
- Form type
- 4
- Filed
- Mar 12, 8:00 PM ET
- Accepted
- Mar 13, 4:53 PM ET
- Size
- 10.3 KB