Fortrea CFO exercises RSUs, sells shares for taxes
Fortrea Holdings Inc. Chief Financial Officer Jill G. Mcconnell converted 11,006 Restricted Stock Units into an equal number of common shares on June 1, 2026 as part of scheduled vesting tied to the Labcorp spin-off.
Rhea-AI Filing Summary
Fortrea Holdings Inc. Chief Financial Officer Jill G. Mcconnell converted 11,006 Restricted Stock Units into an equal number of common shares on June 1, 2026 as part of scheduled vesting tied to the Labcorp spin-off. The next day, she sold 4,866 shares at a weighted average price of $15.49 solely to cover tax withholding obligations under Fortrea’s equity incentive plans, which require "sell to cover" transactions rather than discretionary sales. After these transactions, she directly holds 78,416 shares of common stock and 140,841 RSUs in total.
Positive
- None.
Negative
- None.
Insider Trade Summary
Exercise and sale activity reported; no spread calculated
Exercise and Sale
3 txns
Insider
Mcconnell Jill G.
Role
Chief Financial Officer
Sold
4,866 shs ($75K)
Approx. gross sale proceeds
$75K
Approx. exercise cost
$0.00
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Sale | Common Stock | 4,866 | $15.49 | $75K |
| Exercise | Restricted Stock Unit | 11,006 | $0.00 | $0.00 |
| Exercise | Common Stock | 11,006 | $0.00 | $0.00 |
Holdings After Transaction:
Restricted Stock Unit — 140,841 contracts (Direct);
Common Stock — 78,416 shares (Direct)
Footnotes (6)
- F1. Each Restricted Stock Unit ("RSU") represents the right to receive, at settlement, one share of Fortrea Holdings Inc. ("Fortrea") common stock ("Common Stock"). This transaction represents the settlement of RSUs into Common Stock on their scheduled vesting date.
- F2. The sales reported on this Form 4 represent shares of Common Stock sold by the Reporting Person to cover tax withholding obligations in connection with the vesting of RSUs. These sales are mandated by the Issuer's election under its equity incentive plans to require the satisfaction of tax withholding obligations to be funded by a "sell to cover" transaction and do not represent discretionary trades by the Reporting Person.
- F3. This transaction was executed in multiple trades at prices ranging from $15.04 to $15.69. The price reported in column 4 above reflects the weighted average price of the shares of Common Stock sold. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
- F4. This number reflects the aggregate amount of Common Stock held by the reporting person.
- F5. In connection with the spin-off of Fortrea by Laboratory Corporation of America Holdings ("Labcorp"), RSUs granted by Labcorp were converted into time-vesting RSUs of Fortrea pursuant to the terms of the Employee Matters Agreement. These RSUs vested on June 1, 2026.
- F6. This number reflects the aggregate number of RSUs held by the reporting person.
Key Figures
Shares sold: 4,866 shares
Weighted average sale price: $15.49 per share
Shares acquired via RSU settlement: 11,006 shares
+3 more
6 metrics
Shares sold
4,866 shares
Open-market sale on June 2, 2026 to cover taxes
Weighted average sale price
$15.49 per share
Shares sold in trades between $15.04 and $15.69
Shares acquired via RSU settlement
11,006 shares
RSUs converted into common stock on June 1, 2026
Common shares held after sale
78,416 shares
Direct holdings after June 2, 2026 transaction
RSUs held after vesting
140,841 RSUs
Aggregate RSUs remaining after June 1, 2026 vesting
Net buy/sell shares
4,866 shares net sold
Net effect across reported transactions
Key Terms
Restricted Stock Unit, sell to cover, equity incentive plans, Employee Matters Agreement, +1 more
5 terms
Restricted Stock Unit financial
"Each Restricted Stock Unit ("RSU") represents the right to receive, at settlement, one share of Fortrea common stock."
A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.
sell to cover financial
"tax withholding obligations to be funded by a "sell to cover" transaction and do not represent discretionary trades"
Sell to cover is when a person who receives company stock through options or awards sells just enough shares immediately to pay required taxes, exercise costs, or fees, keeping the rest. Think of it like cashing part of a bonus to cover the tax bill so you can keep the remainder. For investors, it can create predictable small selling pressure and slightly change the number of shares actually held by insiders without increasing long‑term dilution.
equity incentive plans financial
"mandated by the Issuer's election under its equity incentive plans to require the satisfaction of tax withholding obligations"
Equity incentive plans are company programs that pay employees, executives, or directors with company stock, stock options, or share units instead of or in addition to cash, aiming to align their interests with shareholders—like giving team members a stake in the house they help build. For investors this matters because such plans can motivate better company performance but also dilute existing ownership and increase reported compensation costs, so they affect future earnings, voting power, and share value.
Employee Matters Agreement financial
"RSUs granted by Labcorp were converted into time-vesting RSUs of Fortrea pursuant to the terms of the Employee Matters Agreement."
spin-off financial
"In connection with the spin-off of Fortrea by Laboratory Corporation of America Holdings ("Labcorp"), RSUs granted by Labcorp were converted"
A spin-off happens when a company creates a new, independent business by separating part of itself, like splitting off a division into its own company. This often happens so the new company can focus better on its own goals or attract different investors. It matters because it can lead to more growth opportunities and clearer focus for both companies.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What did Fortrea (FTRE) CFO Jill Mcconnell report in this Form 4?
Fortrea CFO Jill Mcconnell reported vesting of 11,006 RSUs into common stock and the sale of 4,866 shares. The sale was to satisfy tax withholding obligations tied to the RSU vesting, not a discretionary stock sale.
What RSU activity did Fortrea (FTRE) disclose for its CFO?
Fortrea disclosed that 11,006 RSUs converted into common stock on June 1, 2026, on their scheduled vesting date. These RSUs originated from Labcorp awards converted at the time of the Fortrea spin-off under the Employee Matters Agreement.
AI-generated analysis. How Rhea-AI works. Not financial advice.
