Guinee Patrick J. 4

What Happened

• Patrick J. Guinee, EVP, General Counsel & Secretary of Foster L. B. Co. (FSTR), had performance-based restricted stock units convert into common shares on 2026-02-11. The filing shows 1,667 shares were acquired upon conversion (listed at $0.00 as they were earned PSUs).
• To cover tax obligations and as part of the same transaction, 819 shares were withheld/sold at $31.54 each (total value $25,831), and an additional 1,667 shares were sold/disposed at $31.54 each for proceeds of $52,577. These sales indicate proceeds were realized immediately rather than a long-term hold.

Key Details

• Transaction date: 2026-02-11; Form 4 filed 2026-02-12 (timely).
• Acquired: 1,667 shares from conversion of performance-based stock units (reported at $0.00).
• Sold/withheld: 819 shares withheld for taxes at $31.54 ($25,831) and 1,667 shares sold at $31.54 ($52,577).
• Footnotes:
  • F1/F4: These 1,667 shares represent 50% of a performance-based PSU award granted 3/31/2021 that was earned on 2/11/2026; the award was subject to a $30 30-day average price vesting condition and continued employment.
  • F2/F3: Filing also references other outstanding performance RSUs (15,874 from 2023–2025 LTIP and 2,194 from 2024–2026 LTIP) that will settle at the end of their respective performance periods upon certification.
• Shares owned after transaction: not specified in the excerpt provided.

Context

• This was a conversion/settlement of performance-based restricted stock units (not an open-market buy). The transaction included withholding/sales to satisfy tax liabilities and an immediate sale of shares—effectively a cashless settlement/partial disposition.
• Such filings document realized proceeds from vested awards and tax withholding; they report insider activity but do not by themselves indicate the insider’s long-term view.