REILLY SEAN M 4

What Happened Sean M. Reilly, Controller of Foster L B Co (FSTR), had a total of 974 shares withheld to satisfy tax obligations tied to the vesting of restricted stock. On Feb 13, 2026, 362 shares were withheld at $31.63 each for $11,450; on Feb 14, 2026, 612 shares were withheld at $31.63 each for $19,358. These withholdings (transaction code F) are routine tax-payment actions rather than open-market (intentional) sales.

Key Details

• Transaction dates and prices: Feb 13, 2026 — 362 shares @ $31.63 ($11,450); Feb 14, 2026 — 612 shares @ $31.63 ($19,358). Total withheld: 974 shares ≈ $30,808.
• Transaction type/code: F — shares withheld to pay taxes on vesting of restricted stock (cashless/tax-withholding).
• Shares owned after transaction: Not reported in the provided filing excerpt.
• Relevant footnotes:
  • F1/F4: Shares were withheld to pay taxes on restricted stock vesting under the 2024–2026 and 2023–2025 LTIP awards.
  • F2: Includes 6,614 Performance RSUs earned under the 2023–2025 LTIP (settle Dec 31, 2025, upon certification).
  • F3: Includes 859 Performance RSUs earned under the 2024–2026 LTIP (settle Dec 31, 2026, upon certification).
• Filing: Report filed Feb 18, 2026, disclosing transactions from Feb 13–14, 2026 (filing date appears consistent with standard Form 4 timing).

Context Tax-withholding share dispositions are routine administrative steps when restricted stock or performance awards vest; they are not the same as voluntary open-market sales and don't necessarily signal the insider's view of the company. The filing also notes large numbers of performance RSUs that will settle at the ends of their respective performance periods, pending committee certification.