REILLY SEAN M 4

What Happened

• Sean M. Reilly, Controller of Foster L. B. Co. (ticker: FSTR), had 425 shares withheld on 2026-05-22 to cover tax withholding related to vested restricted stock. The shares were valued at $38.11 each for a total of $16,197. This was a tax-withholding disposition (transaction code F), not an open-market sale.

Key Details

• Transaction date and price: 2026-05-22, 425 shares withheld at $38.11 each (total $16,197).
• Transaction type: F — shares withheld to satisfy tax withholding on vested restricted stock (reported as a disposition).
• Filing date: 2026-05-27 (the Form 4 covers the 5/22 transaction and was filed five days later).
• Shares owned after transaction: not specified in the provided excerpt; see the full SEC filing for total beneficial ownership.
• Footnotes:
  • F1: Withheld shares were used to pay taxes on restricted stock vesting under the 2025–2027 LTIP awarded 5/22/2025.
  • F2: The reporting package includes 2,174 Performance Restricted Stock Units (PRSUs) earned under the 2024–2026 LTIP (granted 5/23/2024) that will settle on 12/31/2026 upon compensation committee certification.
  • F3: It also includes 492 PRSUs earned under the 2025–2027 LTIP (granted 5/22/2025) that will settle on 12/31/2027 upon certification.

Context

• This is a routine tax-withholding event tied to RSU vesting rather than a discretionary sale or purchase; such withholdings are administrative and do not necessarily signal the insider’s market view.
• For PRSUs noted in the footnotes: those are performance-based awards that will only convert to shares at the end of their performance periods if certified by the Compensation Committee.