FOSTER L B CO·4

Feb 23, 4:02 PM ET

Guinee Patrick J. 4

4 · FOSTER L B CO · Filed Feb 23, 2026

Research Summary

AI-generated summary of this filing

Updated

Foster L.B. (FSTR) EVP Patrick Guinee Receives Awards, Sells 10,091 Shares

What Happened

  • Patrick J. Guinee, EVP, General Counsel & Secretary of Foster L. B. Co. received multiple equity awards (total 17,381 shares reported as awards) on 2026-02-19 (four award lines: 7,170; 3,359; 1,239; 5,613 shares at $0.00). On the same date 10,091 shares were disposed/withheld to cover tax liability at $31.13 per share, generating proceeds of $314,082. The awards are performance- and time-based equity (PSUs/PRSUs/RSUs); the share withholding was a routine tax payment, not an open-market investment decision.

Key Details

  • Transaction date: 2026-02-19; Filing date: 2026-02-23 (timely).
  • Awards recorded (acquisitions, code A): 7,170; 3,359; 1,239; 5,613 shares — all $0.00 acquisition price (awarded/settled).
  • Disposal for tax withholding (code F): 10,091 shares @ $31.13 = $314,082.
  • Shares owned after the transaction: not specified in the filing.
  • Notable footnotes:
    • Awards include performance share units (PSUs) and performance restricted stock units (PRSUs) from multiple LTIP cycles (2023–2025, 2024–2026, 2025–2027) with various certification rates (e.g., 2023–2025 certified at 47.2%; portions certified at 39.5% and 11.2% for other plans/periods).
    • Some PRSUs are earned but will settle at the end of their performance periods (e.g., 12/31/2026 or 12/31/2027); some RSUs vest ratably over three years.
    • F9 indicates shares were withheld specifically to pay taxes on the 2023–2025 LTIP settlement.
  • Transaction codes: A = Award/Grant; F = Payment of exercise price or tax liability (withholding).

Context

  • These transactions reflect compensation vesting/settlement and routine tax withholding rather than a discretionary open-market sale. Awarded shares (A) are a common form of executive compensation tied to performance; withheld shares (F) are used to satisfy tax obligations upon vesting. Because several PRSUs will only settle at the end of their performance periods, future share counts may change as additional awards vest or settle.

Insider Transaction Report

Form 4
Period: 2026-02-19
Guinee Patrick J.
EVP General Counsel & Sec.
Transactions
  • Award

    Common Stock

    [F1][F2][F3]
    2026-02-19+7,17088,326 total
  • Award

    Common Stock

    [F4][F2][F5]
    2026-02-19+3,35991,685 total
  • Award

    Common Stock

    [F6][F2][F5][F7]
    2026-02-19+1,23992,924 total
  • Award

    Common Stock

    [F8][F2][F5][F7]
    2026-02-19+5,61398,537 total
  • Tax Payment

    Common Stock

    [F9][F5][F7]
    2026-02-19$31.13/sh10,091$314,08288,446 total
Footnotes (9)
  • [F1]Represents the number of shares of common stock resulting from Performance Share Units earned under the 2023-2025 Long Term Incentive Plan granted on 2/14/2023 upon certification of performance results by the Compensation Committee at 47.2% for the annual period ended December 31, 2025.
  • [F2]Includes 23,044 shares of common stock resulting from the settlement of Performance Restricted Stock Units earned under the 2023-2025 Long Term Incentive Plan granted on 2/14/2023; those 23,044 Performance Restricted Stock Units settled at the end of the 2023-2025 performance period upon certification by the Compensation Committee on 2/19/2026.
  • [F3]Includes 2,194 Performance Restricted Stock Units earned under the 2024-2026 Long Term Incentive Plan granted on 5/23/2024; those 2,194 Performance Restricted Stock Units will settle at the end of the performance period on December 31, 2026, upon certification by the Compensation Committee.
  • [F4]Represents the number of Performance Restricted Stock Units earned under the 2024-2026 Long Term Incentive Plan granted on 5/23/2024 upon certification of performance results by the Compensation Committee at 39.5% for the annual period ended December 31, 2025. The earned Performance Restricted Stock Units will settle at the end of the performance period on December 31, 2026, upon certification by the Compensation Committee.
  • [F5]Includes 5,553 Performance Restricted Stock Units earned under the 2024-2026 Long Term Incentive Plan granted on 5/23/2024; those 5,553 Performance Restricted Stock Units will settle at the end of the performance period on December 31, 2026, upon certification of the Compensation Committee.
  • [F6]Represents the number of Performance Restricted Stock Units earned under the 2025-2027 Long Term Incentive Plan granted on 5/22/2025 upon certification of performance results by the Compensation Committee at 11.2% for the annual period ended December 31, 2025. The earned Performance Restricted Stock Units will settle at the end of the performance period on December 31, 2027, upon certification by the Compensation Committee.
  • [F7]Includes 1,239 Performance Restricted Stock Units earned under the 2025-2027 Long Term Incentive Plan granted on 5/22/2025; those 1,239 Performance Restricted Stock Units will settle at the end of the performance period on December 31, 2027, upon certification by the Compensation Committee.
  • [F8]Award of restricted stock units (RSUs), which are settled in stock upon vesting, and generally will vest ratably over a three-year period on the first, second, and third anniversary of the date of grant.
  • [F9]Shares withheld to pay taxes upon the vesting and settlement of all earned performance shares related to the 2023-2025 LTIP awarded on 2/14/2023.
Signature
/s/ Patrick J. Guinee by Judith Balog, attorney-in-fact|2026-02-23

Documents

1 file
  • 4
    wk-form4_1771880544.xmlPrimary

    FORM 4