Federal Signal SEC Filings

Federal Signal Corporation entered into an Equity Purchase Agreement on December 17, 2025 to acquire all of the outstanding equity interests of Mega Corp., a leading manufacturer of specialty vehicles and equipment used in global metal extraction and construction markets.

The parties are targeting a closing date in the first quarter of 2026, subject to customary closing conditions, so the transaction is not yet complete. A related press release dated December 18, 2025 is furnished as Exhibit 99.1, providing additional details on the planned acquisition.

Federal Signal Corporation completed the acquisition of Scranton Manufacturing Company LLC, doing business as New Way, under a previously announced Equity Purchase Agreement. The company bought all of New Way’s outstanding equity interests for an initial purchase price of $396 million, subject to closing and post-closing adjustments. It also paid an additional $30 million for New Way’s manufacturing facilities and related real estate rights in Iowa and Mississippi. The transaction is documented in the Equity Purchase Agreement dated September 24, 2025, and the company has also released a press announcement describing the closing of the deal.

Federal Signal (FSS) disclosed an insider transaction by director John L. Workman. On 11/10/2025, he disposed of 2,500 shares of common stock under transaction code G, which indicates a bona fide gift at a reported price of $0.

Following the transaction, Workman beneficially owns 57,457 shares, held directly.

Federal Signal (FSS) reported insider activity. On 11/06/2025, SVP & COO Mark Weber exercised multiple stock options and sold shares the same day. Exercises included 2,546 shares at $27.8, 15,682 shares at $42.86, 19,780 shares at $35.8, 11,470 shares at $51.81, and 1,709 shares at $82.31.

Subsequent open‑market sales were reported at weighted average prices including $112.5457, $112.5001, $111.7011, $111.6109, $112.34, $111.0531, and $110.745, with detailed trade ranges available upon request as noted. Following these transactions, the reporting person held 73,874 shares of common stock directly.

Federal Signal (FSS) director Brenda Reichelderfer reported gifts of company stock. On 11/04/2025, she gifted 880 shares. On 11/05/2025, she recorded two additional gifts of 88 shares and 880 shares. All transactions were coded “G” and priced at $0, indicating bona fide gifts. Following these transactions, she directly beneficially owns 58,149 shares.

Federal Signal (FSS) reported an insider stock transfer. Director Dennis J. Martin filed a Form 4 showing a bona fide gift of 55,859 shares of common stock on 11/04/2025 (transaction code G) at a stated price of $0.

After the transaction, Martin beneficially owned 452,238 shares, held directly. The filing characterizes the move as a gift, indicating a non-cash disposition.

Federal Signal (FSS) filed a Form 144 notice for the potential sale of 51,187 shares, with an aggregate market value of $5,902,372.97. The shares are tied to non-qualified stock options granted on 05/08/2020, 05/06/2021, 05/04/2022, 05/04/2023, and 05/02/2024, and are slated for option exercise and potential sale around 11/05/2025 through Morgan Stanley At Work – Executive Financial Services. The filing lists the NYSE as the exchange. Shares outstanding were 60,808,577, providing scale against the planned sale.

Federal Signal (FSS) reported stronger Q3 results. Net sales were $555.0 million, up from $474.2 million a year ago, with net income of $68.1 million versus $53.9 million. Diluted EPS rose to $1.11 from $0.87. Operating income increased to $94.0 million from $75.9 million, reflecting solid execution across segments.

For the nine months, net sales reached $1,583.4 million (from $1,389.5 million) and net income was $185.8 million (from $166.3 million). Environmental Solutions delivered $465.5 million in Q3 sales with $85.3 million of segment operating income; Safety & Security posted $89.5 million sales and $21.9 million segment operating income.

Cash from operations was $157.5 million year-to-date. The company repurchased $39.7 million of stock and paid $25.6 million in dividends. It acquired Hog for initial cash of about $82.1 million (total consideration $96.5 million), which contributed $46.3 million of sales and $7.1 million of operating income post-close. FSS signed an agreement to acquire New Way for $396.0 million plus $30.0 million for facilities, with up to $54.0 million in earn-out, subject to closing conditions. Shares outstanding were 60,808,577 as of September 30, 2025.