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.
Brandes Investment Partners, L.P. amends its Schedule 13G/A to report beneficial ownership of 1,482,228 common shares, representing 14.38% of the class as of 03/31/2026. The filing shows shared voting power of 1,035,721 shares and shared dispositive power over 1,482,228 shares. The amendment is signed by an Executive Director on 05/07/2026.
L.B. Foster Company posted a solid turnaround in the first quarter of 2026, moving back to profitability as sales grew strongly. Net sales rose 23.9% to $121,144 from $97,792, driven by a 38.4% increase in Rail, Technologies, and Services revenue and 5.9% growth in Infrastructure Solutions.
Gross profit increased to $25,696, with margin improving to 21.2%, while operating income swung to $2,045 from a prior-year loss. Net income attributable to L.B. Foster reached $1,500, or $0.14 per diluted share, versus a loss of $2,110 or $(0.20) per share a year earlier.
Operating cash flow remained negative at $(10,438), largely due to higher inventories and working capital needs, and total debt stood at $59,684, mainly under the revolving credit facility. The company reported total segment assets of $333,783 and combined backlog and remaining performance obligations of $209,573, supported by a $150,000 credit facility with $90,019 of revolver capacity available.
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.
22NW Fund and related parties filed Amendment No. 7 to their Schedule 13D on L.B. Foster Company, reporting a reduced ownership position. 22NW Fund now beneficially owns 261,745 shares of common stock, representing approximately 2.5% of the outstanding shares. Based on 10,458,591 shares outstanding as of March 19, 2026, Aron R. English is deemed to beneficially own an aggregate of 262,650 shares, or about 2.5% of the company. The filing states that, as of April 20, 2026, the reporting persons ceased to beneficially own more than 5% of L.B. Foster’s outstanding common stock.
22NW Fund and related parties have updated their ownership disclosure in L.B. Foster Company. They report 22NW Fund directly beneficially owns 588,674 shares of common stock, representing about 5.6% of 10,458,591 shares outstanding as of March 19, 2026.
Through its roles as investment manager and general partner entities, 22NW and its affiliates may be deemed to beneficially own the same 588,674 shares. Portfolio Manager Aron R. English may be deemed to beneficially own 589,579 shares in total, also about 5.6% of the company, while he and Bryson O. Hirai‑Hadley each hold small personal positions.
L.B. Foster Company is asking shareholders to vote at a virtual-only Annual Meeting on May 21, 2026. Holders of common stock as of March 19, 2026, when 10,458,591 shares were outstanding, may participate and vote online.
Shareholders will elect six directors for one-year terms, ratify Ernst & Young LLP as independent registered public accounting firm for 2026, and cast an advisory say-on-pay vote on 2025 compensation for named executive officers. The company highlights majority-independent board leadership, committee-based risk oversight, and policies on insider trading, anti-hedging, and director stock ownership.
Executive pay follows a pay-for-performance model using base salary, annual cash incentives tied mainly to Adjusted EBITDA and free cash flow, and performance-based equity awards. In 2025 more than 98% of votes supported say-on-pay, and the compensation framework, including CEO incentives and long-term performance share units, was largely maintained.
FOSTER L B CO large shareholder 22NW Fund, LP reported open-market sales of the company’s Common Stock. On April 1, 22NW Fund sold 38,431 shares at a weighted average price of $28.0473 per share. On March 31, it sold an additional 1,500 shares at $28.02 per share.
After these transactions, 22NW Fund held 1,027,255 shares indirectly, while Aron English also held 905 shares directly. The filing notes all reporting persons may be part of a Section 13(d) group owning over 10% and they each disclaim beneficial ownership beyond their pecuniary interest.
22NW Fund and related entities amended their Schedule 13D on L.B. Foster common stock, reporting beneficial ownership of 1,005,022 shares, or about 9.8%, based on 10,307,374 shares outstanding as of February 27, 2026.
22NW Fund directly holds 1,004,117 shares, with 22NW, 22NW Fund GP, 22NW GP, Inc. and Aron R. English each deemed to beneficially own that stake through their roles. Mr. English also directly owns 905 shares, and Bryson O. Hirai-Hadley directly owns 991 shares.
The filing notes 22NW Fund purchased its 1,004,117 shares for approximately $13,133,850 using working capital, while Mr. English and Mr. Hirai-Hadley bought their personal holdings for about $10,000 and $15,195, respectively. Recent trades over the past 60 days are detailed in an attached transaction exhibit.
Meyer David J reported acquisition or exercise transactions in this Form 4 filing.
FOSTER L B CO director David J. Meyer received 683 shares of common stock as a grant elected in lieu of cash fees. The shares were valued at $27.90 each and represent quarterly director cash retainer fees paid in stock. After this award, Meyer directly holds 12,640 common shares.