Morais Mark A. 4
4 · Fortrea Holdings Inc. · Filed Jun 3, 2026
Research Summary
AI-generated summary of this filing
Fortrea (FTRE) COO Mark Morais Receives RSUs, Sells 4,866 Shares
What Happened Mark A. Morais, Chief Operating Officer of Fortrea Holdings Inc. (FTRE), had 11,006 restricted stock units (RSUs) vest on June 1, 2026 and those RSUs were converted/settled into an equal number of common shares. To satisfy tax withholding obligations related to the vesting, 4,866 of those shares were sold in open-market "sell-to-cover" trades on June 2, 2026, generating proceeds of $75,374 (weighted average price $15.49; trade prices ranged $15.04–$15.69).
Key Details
- Transaction dates: RSU settlement/conversion on 2026-06-01; sell-to-cover sales on 2026-06-02. Form filed 2026-06-03 (appears timely).
- Vesting/derivative activity: 11,006 RSUs vested and were converted to common stock (reported as exercise/conversion, code M).
- Sale details: 4,866 shares sold in multiple trades at a weighted avg price of $15.49 for $75,374 (price range $15.04–$15.69). The filing offers to provide trade-level prices on request (footnote F3).
- Reason for sale: Sell-to-cover for tax withholding mandated by the issuer under its equity plans (footnote F2) — not a discretionary market sell.
- Spin-off context: These RSUs were converted from Labcorp grants as part of Fortrea’s spin-off from Labcorp and vested June 1, 2026 (footnote F5).
- Holdings after transaction: The filing references aggregate holdings (footnote F4/F6); the exact post-transaction totals were not provided in the summary here.
- Exhibit: Power of Attorney included (Exhibit 24).
Context This was primarily a routine settlement of vested RSUs and a sell-to-cover tax withholding sale — common after vesting events and not necessarily an indicator of management sentiment. The derivative entries reflect conversion/settlement of RSUs into shares rather than a cash purchase; a portion of those newly issued shares were sold immediately to cover taxes.
Insider Transaction Report
- Exercise/Conversion
Common Stock
[F1]2026-06-01+11,006→ 80,905 total - Sale
Common Stock
[F2][F3][F4]2026-06-02$15.49/sh−4,866$75,374→ 76,039 total - Exercise/Conversion
Restricted Stock Unit
[F1][F5][F6]2026-06-01−11,006→ 101,995 total→ Common Stock (11,006 underlying)
- 4,625(indirect: By Spouse)
Common Stock
Footnotes (6)
- [F1]Each Restricted Stock Unit ("RSU") represents the right to receive, at settlement, one share of Fortrea Holdings Inc. ("Fortrea") common stock ("Common Stock"). This transaction represents the settlement of RSUs into Common Stock on their scheduled vesting date.
- [F2]The sales reported on this Form 4 represent shares of Common Stock sold by the Reporting Person to cover tax withholding obligations in connection with the vesting of RSUs. These sales are mandated by the Issuer's election under its equity incentive plans to require the satisfaction of tax withholding obligations to be funded by a "sell to cover" transaction and do not represent discretionary trades by the Reporting Person.
- [F3]This transaction was executed in multiple trades at prices ranging from $15.04 to $15.69. The price reported in column 4 above reflects the weighted average price of the shares of Common Stock sold. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
- [F4]This number reflects the aggregate amount of Common Stock held by the reporting person.
- [F5]In connection with the spin-off of Fortrea by Laboratory Corporation of America Holdings ("Labcorp"), RSUs granted by Labcorp were converted into time-vesting RSUs of Fortrea pursuant to the terms of the Employee Matters Agreement. These RSUs vested on June 1, 2026.
- [F6]This number reflects the aggregate number of RSUs held by the reporting person.