Rolli Sara Fay 4/A
4/A · FOSTER L B CO · Filed Mar 3, 2026
Research Summary
AI-generated summary of this filing
FOSTER L B (FSTR) SVP Rolli Sara Fay Receives Awards; Shares Withheld
What Happened
- Rolli Sara Fay, Senior Vice President, Operational Administration at Foster L. B. Co. (FSTR), received 3,932 shares on 2026-02-19 as the settlement of performance and restricted stock units (awards granted at $0). On the same date, 1,499 shares were withheld/disposed to cover tax withholding at $31.13 per share, generating $46,656 in value.
- The awards relate to long-term incentive plans (performance share units and performance restricted stock units). The award entries are coded as A (award/acquisition); the withholding is coded F (payment of exercise price or tax liability). The withholding is a routine, compensation-related disposition rather than an open-market sale.
Key Details
- Transaction date: February 19, 2026.
- Awards: 956; 584; 407; and 1,985 shares (total 3,932) acquired at $0.00 (award/settlement).
- Tax withholding/disposed: 1,499 shares at $31.13 = $46,656.
- Shares owned after transaction: not specified in the excerpt provided; the Form 4 was amended (filed 2026-03-03) to correct the number of shares withheld and the beneficial ownership figure.
- Notable footnotes:
- F1/F2/F5–F8/F3/F6/F8: Awards include Performance Share Units (PSUs) and Performance Restricted Stock Units (PRSUs) from LTIP cycles (2023–2025, 2024–2026, 2025–2027). Some PSU/PRSU amounts were certified/earned at partial payout levels and either settled immediately or will settle at the end of their performance periods.
- F10: Shares were withheld specifically to pay taxes on the vesting/settlement.
- F4: This is an amended Form 4 (filed 3/03/2026) correcting withholding and beneficial-ownership figures from the original filing.
Context
- These transactions are compensation-related (award settlements and tax withholding). Awarded shares acquired at $0 reflect vested/earned equity rather than market purchases; the withheld shares are commonly used to satisfy tax obligations (a routine administrative disposition).
- Because this is not an open-market purchase or indicative sale by choice, it should be viewed as routine insider compensation activity rather than a clear bullish or bearish signal.
Insider Transaction Report
Form 4/AAmended
FOSTER L B COFSTR
Rolli Sara Fay
SVP, Operational Admin
Transactions
- Award
Common Stock
[F1][F2][F3][F4]2026-02-19+956→ 8,171 total - Award
Common Stock
[F5][F2][F6]2026-02-19+584→ 8,755 total - Award
Common Stock
[F7][F2][F6][F8]2026-02-19+407→ 9,162 total - Award
Common Stock
[F9][F2][F6][F8]2026-02-19+1,985→ 11,147 total - Tax Payment
Common Stock
[F10][F6][F8]2026-02-19$31.13/sh−1,499$46,656→ 9,648 total
Footnotes (10)
- [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.
- [F10]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.
- [F2]Includes 3,072 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 3,072 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 382 Performance Restricted Stock Units earned under the 2024-2026 Long Term Incentive Plan granted on 5/23/2024; those 382 Performance Restricted Stock Units will settle at the end of the performance period on December 31, 2026, upon certification by the Compensation Committee.
- [F4]This amended Form 4 was filed to correct the number of shares beneficially owned to reflect the amendment made to the Form 4 originally filed on 2/18/26. The amendment to the Form 4 was filed on 3/03/26 to correct the number of shares withheld to pay taxes applicable to the vesting of restricted stock on 2/13/26 and 2/14/26.
- [F5]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.
- [F6]Includes 966 Performance Restricted Stock Units earned under the 2024-2026 Long Term Incentive Plan granted on 5/23/2024; those 966 Performance Restricted Stock Units will settle at the end of the performance period on December 31, 2026, upon certification of the Compensation Committee.
- [F7]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.
- [F8]Includes 407 Performance Restricted Stock Units earned under the 2025-2027 Long Term Incentive Plan granted on 5/22/2025; those 407 Performance Restricted Stock Units will settle at the end of the performance period on December 31, 2027, upon certification by the Compensation Committee.
- [F9]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.
Signature
/s/Sara Fay Rolli by Judith Balog, attorney-in-fact|2026-03-03