FiscalNote (NOTE) CEO Josh Resnik Sells Shares to Cover Taxes

What Happened
Josh Resnik, President and CEO of FiscalNote Holdings (NOTE), had a total of 47,688 shares of Class A common stock withheld (disposed) to satisfy tax obligations related to the accelerated vesting of restricted stock units (RSUs). The transactions occurred on June 26, 2026 at $0.11 per share and are reported as three withholding disposals: 5,295 shares ($594), 10,245 shares ($1,148) and 32,148 shares ($3,604), totaling approximately $5,346. These withholdings were done to cover taxes upon accelerated vesting tied to the reporting person's departure from the company, so they are routine tax-withholding transactions rather than open-market sales intended as investment moves.

Key Details

• Transaction date: June 26, 2026; Filing date: July 29, 2026 (appears late relative to the Form 4 two-business-day rule).
• Price per share: $0.11. Individual disposals: 5,295 ($594), 10,245 ($1,148), 32,148 ($3,604); total withheld = 47,688 shares (~$5,346).
• Footnotes: F1 = 5,295 shares withheld for taxes on 10,772 RSUs; F2 = 10,245 withheld on 20,844 RSUs; F3 = 32,148 withheld on 65,407 RSUs — all upon accelerated vesting tied to the reporting person's departure.
• Shares owned after the transactions: not specified in the provided filing excerpt.
• Transaction code: F (tax withholding).

Context
These were tax-withholding disposals following accelerated RSU vesting (effectively a cashless cover of tax liability), commonly seen when equity awards vest at termination or departure. Such withholdings are administrative and do not necessarily indicate the insider’s market view. The late filing reduces transaction transparency and may warrant attention from investors tracking insider activity.