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Foster (Lb) Co 8-K Filings

FSTR NASDAQ

Every 8-K that Foster (Lb) Co (FSTR) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.

A 8-K covers material events a company has to report between its quarterly reports, so if you follow FSTR and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full FSTR filings page.

Rhea-AI Summary

L.B. Foster Company reported second quarter 2026 net sales of $138.6 million, down 3.5% from 2025, while net income attributable to the company rose to $3.1 million, up 7.9%. Adjusted EBITDA was $11.7 million, a 4.7% decline, as higher incentive and exit-related costs offset margin gains.

Operating cash flow reached $17.9 million, the highest second-quarter level since 2017, supporting a 41.2% reduction in total debt year over year to $48.0 million and a Gross Leverage Ratio of 1.0x. Gross margin expanded 80 bps to 22.3% despite lower sales. Rail, Technologies, and Services sales fell 5.2% but improved margins, while Infrastructure Solutions sales slipped 1.5% with margin up 80 bps.

For the first six months of 2026, net sales grew 7.6% to $259.7 million, net income increased to $4.6 million, and Adjusted EBITDA rose 19.6% to $16.8 million. Backlog ended the quarter at $246.1 million, down 8.8% year over year but up 17.4% sequentially, and the company reaffirmed full-year 2026 guidance for net sales of $540–$580 million and Adjusted EBITDA of $41–$46 million.

Rhea-AI Summary

L.B. Foster Company reports planned executive leadership changes in its Rail segment. Gregory W. Lippard, currently Senior Vice President – Rail, has informed the Board of his intention to retire effective December 31, 2026.

Effective August 1, 2026, Jason K. Bowlin will be promoted to Senior Vice President – Rail, reporting to the Executive Vice President and Chief Operating Officer, and Mr. Lippard will transition to Senior Vice President – Special Rail Projects through his retirement date. The company states there is no change to Mr. Lippard's compensation. A press release provides additional background on both executives and the company's rail and infrastructure focus.

Rhea-AI Summary

L.B. Foster Company reported the results of its Annual Meeting of Shareholders held on May 21, 2026. Shareholders elected six directors, including Raymond T. Betler and John F. Kasel, each receiving over 7.35 million votes for, with relatively low withheld votes and 1,229,731 broker non-votes for each nominee.

Shareholders ratified Ernst & Young LLP as independent registered public accounting firm for 2026 with 8,765,684 votes for and 40,462 against. They also gave advisory approval to 2025 executive compensation, with 7,556,424 votes for, 16,545 against, 10,479 abstentions, and 1,229,731 broker non-votes.

Rhea-AI Summary

L.B. Foster Company announced several executive promotions effective June 1, 2026. William M. Thalman will move from Executive Vice President and Chief Financial Officer to Executive Vice President and Chief Operating Officer. Sean M. Reilly, currently Controller and Principal Accounting Officer, will become Senior Vice President and Chief Financial Officer. Timothy J. Curran, now Vice President – Tax and Treasury, will become Controller and Principal Accounting Officer.

The company detailed new compensation packages, including higher base salaries, annual cash incentive targets, and restricted stock unit and performance share unit awards that vest over 2027–2029, tied to continued employment. Curran will also participate in the Supplemental Executive Retirement Plan and Key Employee Separation Plan, which can provide severance of two times base pay and target bonus upon certain change-in-control terminations.

Rhea-AI Summary

L.B. Foster Company reported strong first quarter 2026 results with net sales of $121.1 million, up 23.9% from the prior-year quarter. Growth was led by the Rail, Technologies, and Services segment, where sales rose 38.4%, while Infrastructure Solutions sales increased 5.9%.

Net income attributable to the company was $1.5 million, improving by $3.6 million from a loss last year, and EBITDA rose to $5.2 million, up 183.0%. Gross margin expanded to 21.2%, and selling and administrative expenses fell to 19.0% of sales, reflecting better operating leverage.

Operating cash flow was a use of $10.4 million, a significant improvement over last year’s $26.1 million use. Total debt was $59.7 million as of March 31, 2026, down $22.8 million year over year, reducing the Gross Leverage Ratio to 1.2x from 2.5x. The company reaffirmed full-year 2026 guidance, targeting net sales of $540–$580 million and Adjusted EBITDA of $41–$46 million.

Rhea-AI Summary

L.B. Foster Company reported a strong finish to 2025, highlighted by fourth quarter net sales of $160.4M, up 25.1% from a year earlier. Quarterly net income was $2.4M compared to a small loss last year, and Adjusted EBITDA rose 89.0% to $13.7M as selling and administrative costs fell to 14.4% of sales.

For full year 2025, net sales reached $540.0M, up 1.7%, while Adjusted EBITDA increased 16.4% to $39.1M. Operating cash flow was $35.6M, helping reduce total debt to $42.8M and lower the gross leverage ratio to 1.0x. The company issued 2026 guidance with net sales expected between $540M and $580M, Adjusted EBITDA between $41M and $46M, and Free Cash Flow between $15M and $25M.

Rhea-AI Summary

L.B. Foster Company reported that Alexander B. Jones has resigned from its Board of Directors. He offered his resignation on December 12, 2025, and the Board accepted it on December 15, 2025. The company stated that his decision was not due to any disagreement over operations, policies, or practices, but is connected to the upcoming January 2026 expiration of its Cooperation Agreement with 22NW Fund and related parties.

Following his departure, the Board approved reducing its size from seven to six members, effective immediately. CEO John Kasel thanked 22NW and Mr. Jones for their support and contributions, noting his expertise in capital allocation and shareholder perspectives. 22NW founder Aron English commented that 22NW has been pleased with the performance of its investment and remains supportive of the company’s Board and management team.

Rhea-AI Summary

L.B. Foster Company furnished an 8‑K stating it issued a press release announcing results for the third quarter ended September 30, 2025. The press release is attached as Exhibit 99.1. The company notes the information is furnished and not deemed filed under Section 18 of the Exchange Act. L.B. Foster’s common stock (FSTR) trades on the Nasdaq Global Select Market.

Rhea-AI Summary

L.B. Foster Company disclosed that on September 4, 2025 Ms. Janet Lee informed the Board she would retire from the Board effective that same date. The Board approved immediately reducing its size from eight members to seven. The filing states Ms. Lee's departure is not due to any disagreement with the Company but results from her appointment as General Counsel of Synopsys, Inc., following Synopsys' acquisition of ANSYS, Inc. on July 17, 2025, and the increased responsibilities of that role. The notice includes an exhibit index for related materials.

Rhea-AI Summary

L.B. Foster Company furnished an 8-K on August 11, 2025 announcing it issued a press release reporting the company’s results of operations for the quarter ended June 30, 2025. The press release is furnished as Exhibit 99.1 and the filing states the exhibit is "furnished" and therefore not deemed "filed" under Section 18 of the Exchange Act.

The report identifies the company’s common stock trading under the symbol FSTR on the Nasdaq Global Select Market and is signed by William M. Thalman, Executive Vice President and Chief Financial Officer. No financial figures or underlying press release text are included in this 8-K filing itself.