Guinee Patrick J. 4/A

What Happened
Patrick J. Guinee, EVP, General Counsel & Secretary of Foster L. B. Co. (FSTR), had a total of 2,435 shares withheld to pay taxes on vested restricted stock. The withholding occurred in two tranches: 928 shares on 2026-02-13 at $31.63 ($29,353) and 1,507 shares on 2026-02-14 at $31.63 ($47,666), for a combined value of approximately $77,019. These dispositions are tax-withholding events (transaction code F), not open-market sales driven by trading decisions.

Key Details

• Transaction dates and prices:
  • 2026-02-13: 928 shares withheld @ $31.63 = $29,353
  • 2026-02-14: 1,507 shares withheld @ $31.63 = $47,666
• Total shares withheld: 2,435; total value ≈ $77,019.
• Shares owned after the transaction: not specified in the provided filing excerpt.
• Footnotes:
  • F1: Shares withheld to pay taxes for vesting of restricted stock related to the 2024–2026 LTIP (awarded 5/23/24).
  • F2: Includes 15,874 Performance RSUs earned under the 2023–2025 LTIP (granted 2/14/23); those will settle at the end of the performance period on 12/31/2025 upon Certification.
  • F3: Includes 2,194 Performance RSUs earned under the 2024–2026 LTIP (granted 5/23/24); those will settle on 12/31/2026 upon Certification.
  • F4: This is an amended Form 4 filed 2026-03-09 to correct the number of shares withheld related to the 2023–2025 LTIP (granted 2/14/23).
• Filing status: Amended Form 4 filed 2026-03-09. (The reported transactions occurred 2026-02-13 and 2026-02-14; the amendment corrects previously reported withholding amounts.)

Context
Tax-withholding (code F) is a routine disposition where the company retains shares to satisfy tax obligations on vested awards; it does not necessarily signal the insider choosing to sell shares for cash. Footnotes indicate these withholdings relate to performance- and time-based restricted stock/PRSUs from the company’s long-term incentive plans, some of which settle only after Compensation Committee certification at the end of the performance periods.