FiscalNote (NOTE) CFO has shares withheld to cover RSU tax bill

Rhea-AI Filing Summary

FiscalNote Holdings, Inc. reported an insider equity transaction by its CFO and SVP, Corporate Development. On 01/02/2026, 6,235 shares of Class A common stock were withheld at $1.59 per share to cover the executive’s tax obligation upon the vesting of 25,220 restricted stock units. After this tax withholding, the officer beneficially owns 109,203 shares of FiscalNote Class A common stock.

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

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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^*

Slabaugh Jon

(Last) (First) (Middle)

C/O FISCALNOTE HOLDINGS, INC.

1201 PENNSYLVANIA AVE NW, 6TH FL

(Street)

WASHINGTON DC 20004

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
FiscalNote Holdings, Inc. [ NOTE ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CFO and SVP, Corp. Dev.

3. Date of Earliest Transaction (Month/Day/Year)
01/02/2026

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
Class A Common Stock	01/02/2026		F		6,235(1)	D	$1.59	109,203	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. Represents shares of the Issuer's Class A Common Stock withheld to satisfy the reporting person's tax obligation upon the vesting of 25,220 restricted stock units.

	/s/ Todd Aman, Attorney-in-Fact	01/06/2026
	** 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).
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FAQ

What insider transaction did FiscalNote (NOTE) disclose in this Form 4?

The filing discloses that FiscalNote’s CFO and SVP, Corporate Development had 6,235 shares of Class A common stock withheld on 01/02/2026 to satisfy tax obligations related to restricted stock unit vesting.

How many FiscalNote (NOTE) shares were withheld for taxes in this transaction?

A total of 6,235 shares of FiscalNote Class A common stock were withheld at a price of $1.59 per share to cover the reporting person’s tax liability.

What triggered the share withholding reported by FiscalNote (NOTE)?

The withholding relates to the vesting of 25,220 restricted stock units, with shares retained by the issuer to satisfy the executive’s tax obligation upon vesting.

How many FiscalNote (NOTE) shares does the insider own after this transaction?

Following the reported tax withholding transaction, the reporting person beneficially owns 109,203 shares of FiscalNote Class A common stock.

What is the role of the reporting person in FiscalNote (NOTE)?

The reporting person is identified as an officer of FiscalNote Holdings, Inc., serving as CFO and SVP, Corporate Development.

Was this FiscalNote (NOTE) insider transaction an open market sale?

No. The transaction is coded as a tax withholding (Code F) and the explanation states it represents shares withheld to satisfy the reporting person’s tax obligation upon RSU vesting.