Ness Robert 4

What Happened
Robert Ness, Senior Vice President — Precast Concrete Products at Foster L B Co (FSTR), had 683 shares disposed/withheld on May 22, 2026 to cover tax liabilities tied to the vesting of restricted stock. The shares were recorded at $38.11 each for a total value of $26,029. This was a tax-withholding disposition (routine), not an open-market sale signaling a directional bet.

Key Details

• Transaction date: 2026-05-22; Price: $38.11; Shares: 683; Total value: $26,029.
• Transaction code: F — shares withheld to pay taxes on vesting (cashless withholding).
• Shares owned after the transaction: not specified in the filing.
• Filing date: 2026-05-27 (filed 5 days after the transaction), which is beyond the standard 2-business-day Form 4 window.
• Footnotes of note:
  • F1: These 683 shares were withheld to cover taxes from vesting under the 2025–2027 LTIP awarded 5/22/2025.
  • F2: The filing also notes 3,219 Performance Restricted Stock Units earned under the 2024–2026 LTIP (granted 5/23/2024) that will settle after the performance period (Dec 31, 2026) upon Compensation Committee certification.
  • F3: It also includes 764 Performance RSUs earned under the 2025–2027 LTIP (granted 5/22/2025) that will settle after the performance period (Dec 31, 2027) upon certification.

Context
Code F transactions are routine tax-withholding events when restricted shares vest; shares are retained by the company or broker to cover taxes rather than sold on the open market. The filing also documents earned performance RSUs that will only convert to shares at the end of their respective performance periods upon committee certification, so additional share movements could occur later. Routine withholding transactions generally do not indicate insider trading sentiment.