L.B. Foster Company filings document the regulatory record for a rail and infrastructure technology solutions provider. The company’s 8-K reports furnish quarterly and annual operating results, including Rail and Infrastructure segment performance, backlog, cash flow, leverage measures, guidance, and non-GAAP reconciliations tied to earnings releases.
Proxy and current-report filings cover shareholder meeting matters, board elections, auditor ratification, director departures, board-size changes, and compensation-related governance disclosures. Material-event filings also document financing arrangements, including amended revolving credit facilities, subsidiary borrower obligations, collateral arrangements, interest-rate terms, and related debt-obligation disclosures.
L.B. Foster Company EVP, General Counsel & Secretary Patrick J. Guinee reported equity award activity involving company stock. On 02/11/2026, he acquired 1,667 shares of common stock at $0 per share through the exercise of performance stock units, an equity incentive award.
On the same date, 819 shares of common stock at $31.54 per share were withheld to cover tax obligations, leaving him with 83,563 shares of common stock held directly after these transactions. The performance-based stock unit amount of 1,667 shares represents 50% of an award granted on 03/31/2021 and earned on 02/11/2026, tied to stock price and continued employment conditions.
L.B. Foster Company President & Chief Executive Officer John F. Kasel reported equity award activity on February 11, 2026. He exercised 1,667 Performance Stock Units, converting them into the same number of shares of common stock as part of a performance-based award granted on March 31, 2021.
To cover related tax obligations, 829 common shares were withheld at $31.54 per share, leaving him with 225,525 shares of common stock held directly after the transactions, plus 13,908 shares held indirectly through the L.B. Foster Company 401(k) Plan.
The footnotes indicate this exercise represents the remaining 50% of a 3,333-share performance-based award that became earned when the Company’s 30-day average stock price reached $30.00 per share or more. Kasel’s beneficial holdings also include 58,202 and 7,632 Performance Restricted Stock Units tied to long-term incentive plans ending in 2025 and 2026.
L.B. Foster Company executive Gregory W. Lippard, SVP – Rail, reported equity award activity involving performance stock units and common shares of FSTR. On 02/11/2026, he exercised 1,667 performance stock units at an exercise price of $31.54 per share, receiving 1,667 shares of common stock.
To cover tax obligations, 847 of these common shares were withheld at $31.54, leaving him with 72,877 directly held common shares and 1,531 shares held indirectly through the L.B. Foster Company 401(k) Plan. The 1,667 units exercised represent 50% of a 3,333-share performance-based award granted on 03/31/2021 and earned on 02/11/2026, after a price-based performance condition was satisfied.
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.
L.B. Foster Company insider share sales: An investment fund linked to director Aron R. English reported open-market sales of the company’s common stock. On 12/11/2025, 22NW Fund, LP sold 34,025 shares of L.B. Foster common stock, followed by a sale of 13,512 shares on 12/12/2025. The shares were sold at weighted-average prices in the high-$26 per-share range in multiple transactions. After these sales, the reporting persons continued to beneficially own 1,191,046 shares of L.B. Foster common stock indirectly through 22NW Fund, LP. They state they may be part of a group that collectively beneficially owns more than 10% of L.B. Foster’s outstanding shares and each disclaims beneficial ownership beyond their pecuniary interest.
Foster L B Co (FSTR) director and more-than-10% owner group member Aron R. English, together with related entities 22NW Fund, LP, 22NW, LP, 22NW Fund GP, LLC and 22NW GP, Inc., reported open-market sales of the company’s common stock. On 11/21/2025, 3,412 shares were sold at a weighted average price of $27.0288. On 11/24/2025, 27,003 shares were sold at a weighted average price of $26.8357, and on 11/25/2025, 1,725 shares were sold at a weighted average price of $26.9375. After these transactions, 22NW Fund, LP is shown as beneficially owning 1,265,804 shares of Foster L B Co common stock indirectly. The prices on each day reflect multiple trades within disclosed ranges, and the reporting persons state that each may be deemed part of a Section 13(d) group owning more than 10% while disclaiming beneficial ownership beyond their pecuniary interest.
22NW Fund, LP and related reporting persons reported small open-market sales of Foster L B Co (FSTR) stock. On 11/14/2025, they sold 2,247 shares of common stock at $27 per share, and on 11/17/2025 they sold an additional 400 shares at $27 per share. After these transactions, they report beneficial ownership of 1,297,944 shares held indirectly through 22NW Fund, LP. The reporting persons state they may be part of a Section 13(d) group that collectively owns more than 10% of the company’s outstanding common stock and each disclaims beneficial ownership beyond their economic interest.
L.B. Foster Company (FSTR): 22NW Fund, LP and related reporting persons disclosed open‑market sales of common stock. Reported trades were 4,813 shares at a weighted average price of $28.1749 on 11/11/2025, 2,749 shares at $27.5187 on 11/11/2025, 3,368 shares at $27.0643 on 11/12/2025, and 1,600 shares at $27.0019 on 11/13/2025. Following these transactions, the group reported 1,300,591 shares beneficially owned, held indirectly through 22NW Fund, LP.
L.B. Foster Company (FSTR): An executive officer (EVP and Sr. Advisor to the CEO) reported an open-market sale of 10,000 shares of common stock on 11/07/2025 at a weighted average price of $27.15 (transactions ranged from $27.01 to $27.275).
Following the sale, the reporting person beneficially owns 79,027 shares directly and 531 shares indirectly via the L.B. Foster Company 401(k) Plan. The direct holdings include 15,874 Performance RSUs tied to the 2023–2025 plan expected to settle on December 31, 2025 upon committee certification, and 2,035 Performance RSUs tied to the 2024–2026 plan expected to settle on December 31, 2026 upon certification.
L.B. Foster (FSTR) reported Q3 2025 results with total net sales of $138.3 million, up slightly from $137.5 million a year ago. Gross margin eased to 22.5% from 23.8%, but operating income improved to $8.3 million from $7.3 million. Net income was $4.4 million, or $0.40 per diluted share, versus $35.9 million, or $3.27, in Q3 2024, which benefited from a large income tax valuation allowance release last year.
By segment, Rail, Technologies, and Services delivered $77.8 million in sales and Infrastructure Solutions $60.5 million. Total segment operating income was roughly flat year over year at about $10.0 million. Operating cash flow for the first nine months turned positive at $13.4 million, capital expenditures were $8.1 million, and total debt was $58.7 million. The company entered a five‑year revolving credit facility permitting borrowings up to $150 million, maturing June 27, 2030. Backlog (remaining performance obligations) was $247.4 million, with 8.0% extending beyond September 30, 2026. Shares outstanding were 10,393,009 as of October 28, 2025.