Greenbrier (GBX) CFO reports RSU tax withholdings on Form 4

Rhea-AI Filing Summary

Greenbrier Companies (GBX) SVP & CFO Michael J. Donfris filed a Form 4 detailing shares withheld to cover taxes upon RSU vesting. On 10/17/2025, 724 shares were withheld at $45.47. On 10/18/2025, 623 shares were withheld at $45.27. Following these administrative transactions, he directly beneficially owned 15,685 shares.

The filing notes the transactions were coded “F,” indicating tax withholding related to equity vesting.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Donfris Michael J

Role SVP, CFO

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	623	$45.27	$28K
Tax Withholding	Common Stock	724	$45.47	$33K

Holdings After Transaction: Common Stock — 15,685 shares (Direct)

Footnotes (1)

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Form 4 Insider Transactions: What Each Field Means →

Accepted by SEC EDGAR 10/20/2025 - 07:28 PM Learn about SEC filing dates

FAQ

What did GBX disclose in this Form 4?

The SVP & CFO reported share withholdings to cover taxes on RSU vesting, coded “F.”

How many GBX shares were withheld for taxes?

724 shares on 10/17/2025 at $45.47 and 623 shares on 10/18/2025 at $45.27.

What is the executive’s role at GBX?

Michael J. Donfris is SVP, CFO of Greenbrier Companies.

How many GBX shares does the executive own after the transactions?

He directly beneficially owned 15,685 shares after the reported transactions.

What does transaction code “F” mean on Form 4?

Code “F” indicates shares were withheld by the issuer to satisfy tax liability on equity awards.

Were these GBX transactions open-market sales?

No. They were share withholdings for tax purposes tied to RSU vesting, not market sales.

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^*

Donfris Michael J

(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, CFO

3. Date of Earliest Transaction (Month/Day/Year)
10/17/2025

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	10/17/2025		F		724(1)	D	$45.47	16,308	D
Common Stock	10/18/2025		F		623(1)	D	$45.27	15,685	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

Explanation of Responses:

1. Shares withheld in payment of tax liability incident to the vesting of restricted stock units.

	By: Kim Moore, Attorney-In-Fact For: Michael J. Donfris	10/20/2025
	** 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.
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.