Fortrea (FTRE) COO sells shares to cover RSU tax obligations
Rhea-AI Filing Summary
Fortrea Holdings Inc. Chief Operating Officer Mark A. Morais settled 13,966 Restricted Stock Units into the same number of shares of common stock at a conversion price of $0.00 per share. These RSUs vested on March 7, 2026 under the company’s equity incentive plan.
On March 10, 2026, he then executed open-market sales of 4,599 shares of common stock at weighted-average prices of $8.93 and $9.21 per share to cover tax withholding obligations tied to this vesting, pursuant to a mandatory “sell to cover” election and not as discretionary trades. After these transactions, he directly holds 67,419 shares of common stock and 117,285 RSUs, with an additional 4,625 shares held indirectly through his spouse.
Positive
- None.
Negative
- None.
Insider Trade Summary
Exercise and sale activity reported; no spread calculated
Exercise and Sale
5 txns
Insider
Morais Mark A.
Role
Chief Operating Officer
Sold
4,599 shs ($42K)
Approx. gross sale proceeds
$42K
Approx. exercise cost
$0.00
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Sale | Common Stock | 2,299 | $8.93 | $21K |
| Sale | Common Stock | 2,300 | $9.21 | $21K |
| Exercise | Restricted Stock Unit | 13,966 | $0.00 | $0.00 |
| Exercise | Common Stock | 13,966 | $0.00 | $0.00 |
| holding | Common Stock | -- | -- | -- |
Holdings After Transaction:
Restricted Stock Unit — 117,285 shares (Direct);
Common Stock — 67,419 shares (Direct);
Common Stock — 4,625 shares (Indirect, Spouse)
Footnotes (7)
- 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 $8.72 to $9.03. 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. This transaction was executed in multiple trades at prices ranging from $9.04 to $9.90. 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.
- F6. The RSUs vested on March 7, 2026. The second installment will vest on March 7, 2027.
- F7. This number reflects the aggregate number of RSUs held by the reporting person.
FAQ
What insider transactions did Fortrea (FTRE) COO Mark Morais report?
Fortrea COO Mark Morais reported RSUs vesting into 13,966 common shares and related sales of 4,599 shares. The sales occurred on March 10, 2026 and were executed in the open market solely to satisfy tax withholding obligations from the RSU vesting.
Were the Fortrea (FTRE) COO’s stock sales discretionary trades?
No, the filing states the sales were mandated “sell to cover” transactions. They were required under Fortrea’s equity incentive plans to fund tax withholding obligations triggered by RSU vesting, rather than elective open-market sales chosen by the executive.
What do the exercised Fortrea (FTRE) RSUs represent for the COO?
Each RSU represents the right to receive one share of Fortrea common stock upon settlement. The 13,966 RSUs that vested on March 7, 2026 converted into 13,966 common shares, forming the basis for the associated tax-related “sell to cover” share sales.
How were the Fortrea (FTRE) COO’s sale prices determined in the Form 4?
The reported prices of $8.93 and $9.21 per share are weighted averages. Each transaction was executed in multiple trades within ranges of $8.72–$9.03 and $9.04–$9.90 respectively, with full trade details available upon request as noted in the filing footnotes.
AI-generated analysis. How Rhea-AI works. Not financial advice.
