FiscalNote (NOTE) Director Gerald Yao Withholds 353 Shares for Taxes

What Happened Gerald Yao, a director of FiscalNote Holdings, had 353 shares of Class A common stock withheld to satisfy tax withholding on the vesting of 893 restricted stock units (RSUs). The withheld shares were recorded at $1.57 per share, totaling approximately $554. This was a tax-withholding disposition (code F), not an open-market sale or purchase.

Key Details

• Transaction date: 2026-01-20; Form 4 filed: 2026-01-22 (appears timely).
• Withheld shares: 353 at $1.57 per share; total value withheld ≈ $554.
• RSUs vested: 893 (footnote indicates withholding to cover tax on these vested RSUs).
• Net shares delivered to the holder after withholding: 893 − 353 = 540 (based on footnote).
• Reporting note: The Reporting Person is trustee of the referenced trust (footnote).
• Shares owned after transaction: not specified in the provided filing excerpt.

Context This was a routine tax-withholding transaction tied to RSU vesting (often called a cashless or share-withholding settlement). Such filings reflect payroll/tax mechanics rather than a buy or sell decision by the insider, so they generally do not signal a change in insider confidence.