GBX officer awarded 9,170 RSUs and 25,052 phantom shares

Rhea-AI Filing Summary

The Greenbrier Companies (GBX) reported insider equity awards for a senior executive. On 10/22/2025, the reporting person, an officer (SVP & President, Europe), acquired 9,170 shares of common stock at $0.0 as a grant of time-vesting restricted stock units under the 2021 Stock Incentive Plan, bringing beneficial ownership of common stock to 28,325 shares.

In a related deferred compensation election on the same date, the reporting person acquired 25,052 phantom shares at $0.0, each economically equivalent to one share of common stock and payable in cash upon termination of employment; phantom share holdings total 55,068. The phantom shares may be transferred into an alternative investment account 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

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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 OR 97035

(City) (State) (Zip)

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

3. Date of Earliest Transaction (Month/Day/Year)
10/22/2025

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

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

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

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	10/22/2025		A		9,170(1)	A	$0.0	28,325	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	(2)	10/22/2025		A		25,052(2)		(2)	(2)	Common Stock	25,052	$0.0(2)	55,068	D

Explanation of Responses:

1. The reported transaction involved the reporting person's receipt of a grant of time-vesting restricted stock units under The Greenbrier Companies 2021 Stock Incentive Plan.

2. 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.

	By: Kim Moore, Attorney-In-Fact For: William G. Glenn	10/24/2025
	** 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.
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FAQ

What insider transaction did Greenbrier (GBX) report?

An officer received a grant of 9,170 common shares at $0.0 via time-vesting RSUs and 25,052 phantom shares at $0.0 on 10/22/2025.

How many Greenbrier (GBX) common shares does the insider own after the transaction?

The filing shows 28,325 common shares beneficially owned after the reported transaction.

What are the insider’s phantom share holdings for Greenbrier (GBX)?

Phantom share holdings total 55,068 after acquiring 25,052 phantom shares on 10/22/2025.

What is a phantom share in this context for GBX?

Each phantom share is the economic equivalent of one common share and is payable in cash upon termination of employment.

Under which plan were the GBX RSUs granted?

The RSUs were granted under The Greenbrier Companies 2021 Stock Incentive Plan.

Can the GBX phantom shares be reallocated?

Yes. They may be transferred into an alternative investment account at any time.

Who is the reporting person’s role at Greenbrier (GBX)?

The reporting person is an Officer, serving as SVP & President, Europe.