Greenbrier Companies (NYSE: GBX) SVP sells stock, shifts phantom units

Rhea-AI Filing Summary

Greenbrier Companies Inc. executive Glenn William, SVP & President, Europe, reported two transactions. He sold 4,000 shares of common stock at $48.1510 per share, leaving 24,325 shares held directly. In a separate discretionary transaction under Rule 16b-3(f), he shifted the cash value of 20,000 phantom stock units within a deferred compensation plan, after which he held 35,068 phantom shares.

Insider Trade Summary

Net Seller: 4,000 shares ($192,604)

Net Sell 2 txns

Insider Glenn William

Role SVP & President, Europe

Sold 4,000 shs ($193K)

Type	Security	Shares	Price	Value
I	Phantom Shares	20,000	$47.6838	$954K
Sale	Common Stock	4,000	$48.151	$193K

Holdings After Transaction: Phantom Shares — 35,068 shares (Direct); Common Stock — 24,325 shares (Direct)

Footnotes (1)

1. Upon the vesting of restricted stock units, the reporting person deferred the receipt of shares of common stock and received instead an equal number of shares of phantom stock pursuant to the Company's deferred compensation plan. Each phantom share is the economic equivalent of one share of common stock. The shares of phantom stock become payable in cash upon the reporting person's termination of employment with the Company, and may be transferred by the reporting person into an alternative investment account at any time. The reporting person transferred into an alternative investment account the cash value of 20,000 shares of phantom stock held under the Company's deferred compensation plan. The transfer resulted in the sale of shares by the Company's deferred compensation plan on behalf of the reporting person.

Key Figures

Common shares sold: 4,000 shares Sale price per common share: $48.1510 Direct common shares held after sale: 24,325 shares +4 more

7 metrics

Common shares sold 4,000 shares Sale of common stock on 2026-07-13 by Glenn William

Sale price per common share $48.1510 Average price for 4,000 common shares sold on 2026-07-13

Direct common shares held after sale 24,325 shares Direct ownership of Greenbrier common stock following the 4,000-share sale

Phantom shares reallocated 20,000 shares Cash value of phantom stock units moved to an alternative investment account

Value per phantom share in transaction $47.6838 Implied value per phantom share in the 20,000-unit discretionary transaction

Phantom shares held after transaction 35,068 shares Balance of phantom stock units remaining in the deferred compensation plan

Net shares sold 4,000 shares Net buy/sell shares across reported transactions (net-sell direction)

Key Terms

Phantom Shares, deferred compensation plan, Rule 16b-3(f), alternative investment account

4 terms

Phantom Shares financial

"Each phantom share is the economic equivalent of one share of common stock."

Phantom shares are a form of employee or executive compensation that mimics the economic value of owning company stock without actually issuing real shares; holders receive cash or equivalent payments tied to the company’s share price or dividends. Think of it like a receipt that pays out if the stock rises — it aligns managers’ interests with shareholders but does not dilute ownership, while creating a future cash obligation that investors should watch as it can affect company cash flow and valuation.

deferred compensation plan financial

"shares of phantom stock held under the Company's deferred compensation plan."

A deferred compensation plan is an arrangement where an employer agrees to pay part of an employee’s pay or bonus at a later date instead of immediately, often to reduce current tax bills or to tie rewards to long-term performance. For investors it matters because these promises create future cash obligations and influence executive incentives and retention; they can affect a company’s reported liabilities, cash flow planning and the risk profile if the business faces financial trouble.

Rule 16b-3(f) regulatory

"Discretionary transaction under Rule 16b-3(f)"

alternative investment account financial

"may be transferred by the reporting person into an alternative investment account at any time."

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 07/15/2026 - 05:28 PM Accepted by SEC EDGAR 07/15/2026 - 05:27 PM Learn about SEC filing dates

FAQ

What insider transactions did Greenbrier (GBX) executive Glenn William report?

Glenn William reported an open-market or private sale of 4,000 common shares at $48.1510 per share and a separate discretionary transaction involving 20,000 phantom stock units within Greenbrier’s deferred compensation plan, reallocated into an alternative investment account.

How many Greenbrier (GBX) shares does Glenn William hold after these transactions?

After the reported transactions, Glenn William directly holds 24,325 shares of Greenbrier common stock. He also retains 35,068 phantom shares in the company’s deferred compensation plan, each economically equivalent to one share of common stock and payable in cash at termination.

At what price did Glenn William sell his Greenbrier (GBX) shares?

Glenn William sold 4,000 Greenbrier common shares at an average price of $48.1510 per share. The transaction is classified as an open-market or private sale, reducing but not eliminating his directly held equity stake in the company.

What happened to the 20,000 phantom stock units reported by Greenbrier (GBX)?

William transferred the cash value of 20,000 phantom stock units from Greenbrier’s deferred compensation plan into an alternative investment account. According to the disclosure, this transfer caused the plan to sell the corresponding shares on his behalf, without being a direct market trade by him.

What are phantom shares in Greenbrier (GBX)’s deferred compensation plan?

Greenbrier’s phantom shares are bookkeeping units in a deferred compensation plan, each economically equivalent to one common share. Upon termination of employment, they become payable in cash, and participants may shift their value into alternative investment accounts at any time.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Glenn William

(Last) (First) (Middle)

C/O THE GREENBRIER COMPANIES, INC.

ONE CENTERPOINTE DRIVE, SUITE 200

(Street)

LAKE OSWEGO OREGON 97035

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
GREENBRIER COMPANIES INC [ GBX ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP & President, Europe

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
07/13/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	07/13/2026		S		4,000	D	$48.151	24,325	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Phantom Shares	(1)	07/14/2026	07/14/2026	I			20,000	(1)	(1)	Common Stock	20,000	$47.6838(2)	35,068	D

Explanation of Responses:

1. Upon the vesting of restricted stock units, the reporting person deferred the receipt of shares of common stock and received instead an equal number of shares of phantom stock pursuant to the Company's deferred compensation plan. Each phantom share is the economic equivalent of one share of common stock. The shares of phantom stock become payable in cash upon the reporting person's termination of employment with the Company, and may be transferred by the reporting person into an alternative investment account at any time.

2. The reporting person transferred into an alternative investment account the cash value of 20,000 shares of phantom stock held under the Company's deferred compensation plan. The transfer resulted in the sale of shares by the Company's deferred compensation plan on behalf of the reporting person.

	By: Kim Moore, Attorney-In-Fact For: William G. Glenn	07/15/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)