4//SEC Filing
FreightCar America, Inc. 4
Accession 0001181431-05-021271
$RAILCIK 0001320854operating
Filed
Apr 6, 8:00 PM ET
Accepted
Apr 7, 8:35 PM ET
Size
11.1 KB
Accession
0001181431-05-021271
Insider Transaction Report
Form 4
Santomero Camillo M III
Director
Transactions
- Sale
Common Stock
2005-04-05$19.00/sh−69,187$1,314,553→ 40,813 total(indirect: By Spouse) - Sale
Common Stock
2005-04-05$19.00/sh−774,046$14,706,874→ 456,595 total - Other
Common Stock
2005-04-01+1,230,641→ 1,230,641 total - Other
Common Stock
2005-04-01+110,000→ 110,000 total(indirect: By Spouse)
Footnotes (3)
- [F1]These shares of Common Stock were acquired on April 1, 2005 in the downstream merger of the issuer's former parent corporation (the "Parent") with and into the issuer, which was a wholly owned subsidiary of the Parent immediately prior the merger, with the issuer as the surviving corporation. In the merger, each share of the Parent's common stock was exchanged for 550 shares of Common Stock of the issuer, and each share of the Parent's Series A voting preferred stock and Series B non-voting preferred stock was exchanged for one share of the issuer's Series A voting preferred stock and Series B non-voting preferred stock, respectively. The proportionate interests of the Parent's stockholders, including the interests of the reporting person, did not change as a result of the merger. The merger was exempt under Rules 16b-7 and 16b-3(d) under the Securities Exchange Act of 1934, as amended.
- [F2]Prior to the merger, the reporting person acquired shares of the Parent's common stock upon the exercise of options for units consisting of the Parent's common stock and preferred stock. The grant to, and the exercise by, the reporting person of such options were exempt under Rules 16b-3(d) and 16b-6(b), as applicable, under the Securities Exchange Act of 1934, as amended.
- [F3]The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.
Documents
Issuer
FreightCar America, Inc.
CIK 0001320854
Entity typeoperating
IncorporatedDE
Related Parties
1- filerCIK 0001320854
Filing Metadata
- Form type
- 4
- Filed
- Apr 6, 8:00 PM ET
- Accepted
- Apr 7, 8:35 PM ET
- Size
- 11.1 KB