Fortrea COO sells 3,149 shares in tax sell-to-cover
Fortrea’s COO settled RSUs into shares and sold a portion solely to cover tax withholding under the company’s equity plan.
Rhea-AI Filing Summary
Fortrea Holdings Inc. (FTRE) reported that Chief Operating Officer Mark A. Morais settled 7,157 Restricted Stock Units into an equal number of shares of Common Stock on September 8, 2026, in connection with RSUs that vested on September 6, 2026.
On September 9, 2026, he then sold 3,149 shares of Common Stock at a weighted average price of $16.85 per share. According to the company’s equity incentive plans, this was a mandatory “sell to cover” transaction to satisfy tax withholding obligations and did not represent a discretionary trade. Following these transactions, Morais held 83,525 RSUs directly and an additional 4,625 shares of Common Stock indirectly through his spouse. No Rule 10b5-1 trading plan is reported.
Positive
- None.
Negative
- None.
Insider Trade Summary
Exercise and sale activity reported; no spread calculated
Exercise and Sale
4 txns
Insider
Morais Mark A.
Role
Chief Operating Officer
Sold
3,149 shs ($53K)
Approx. gross sale proceeds
$53K
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Sale | Common Stock F2, F3, F4 | 3,149 | $16.85 | $53K |
| Exercise | Restricted Stock Unit F1, F5, F6 | 7,157 | $0.00 | $0.00 |
| Exercise | Common Stock F1 | 7,157 | $0.00 | $0.00 |
| holding | Common Stock | -- | -- | -- |
Holdings After Transaction:
Restricted Stock Unit — 83,525 contracts (Direct);
Common Stock — 81,794 shares (Direct);
Common Stock — 4,625 shares (Indirect, Spouse)
Footnotes (6)
- F1. Each Restricted Stock Unit ("RSU") represents the right to receive, at settlement, one share of Fortrea Holdings Inc. ("Fortrea") 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 $16.72 to $17.09. 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. The RSUs vested on September 6, 2026.
- F6. This number reflects the aggregate number of RSUs held by the reporting person.
Key Figures
RSUs settled: 7,157 units
Shares sold: 3,149 shares
Weighted average sale price: $16.85 per share
+3 more
6 metrics
RSUs settled
7,157 units
Restricted Stock Units settled into Common Stock on September 8, 2026
Shares sold
3,149 shares
Common Stock sold on September 9, 2026 in a sell-to-cover transaction
Weighted average sale price
$16.85 per share
Weighted average price for shares sold on September 9, 2026; trades ranged from $16.72 to $17.09
Remaining RSUs
83,525 units
Aggregate RSUs held by the COO after the September 8, 2026 settlement
Indirect spouse holdings
4,625 shares
Common Stock held indirectly through spouse as of September 8, 2026
RSU vesting date
September 6, 2026
Date on which the RSUs that were settled on September 8, 2026 vested
Key Terms
Restricted Stock Unit, sell to cover, equity incentive plans, weighted average price
4 terms
Restricted Stock Unit financial
"Each Restricted Stock Unit ("RSU") represents the right to receive..."
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
"funded by a "sell to cover" transaction and do not represent..."
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..."
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.
weighted average price financial
"The price reported in column 4 above reflects the weighted average price..."
Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.
FAQ
What insider transactions did Fortrea (FTRE) report for its COO Mark A. Morais?
Fortrea reported that Mark A. Morais settled 7,157 RSUs into Common Stock on September 8, 2026, and sold 3,149 shares on September 9, 2026, in a mandatory “sell to cover” transaction for tax withholding obligations under the company’s equity plans.
Were the Fortrea (FTRE) insider sales by the COO discretionary trades?
No. The sale of 3,149 shares was described as a mandatory “sell to cover” transaction required by Fortrea’s equity incentive plans to fund tax withholding on vested RSUs and was not a discretionary trade by the COO.
How many Fortrea (FTRE) RSUs does the COO hold after these transactions?
After the September 8, 2026 settlement, the reporting shows that the COO held 83,525 RSUs, each representing the right to receive one share of Fortrea Common Stock upon settlement, according to the disclosure footnotes.
Does the Fortrea (FTRE) COO have any indirect holdings reported?
Yes. The filing reports an indirect holding of 4,625 shares of Fortrea Common Stock through the COO’s spouse, in addition to his direct equity and RSU positions.
Was a Rule 10b5-1 trading plan used for the Fortrea (FTRE) COO’s transactions?
No. The filing’s Rule 10b5-1 checkbox is not marked as affirmative, and the footnotes do not state that the transactions were made under a Rule 10b5-1 trading plan.
AI-generated analysis. How Rhea-AI works. Not financial advice.
