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FiscalNote insider Todd Aman withholds shares to cover RSU taxes — Form 4

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

FiscalNote Holdings, Inc. insider Todd Aman, Chief Legal & Administrative Officer, reported two share dispositions tied to tax withholding for vested restricted stock units. On 08/07/2025, 658 shares of Class A common stock were withheld at an average price of $0.6304, leaving 1,064,687 shares beneficially owned. On 08/15/2025, 439 shares were withheld at $0.522, leaving 1,064,248 shares beneficially owned. The filings state these withholdings satisfied tax obligations upon vesting of 2,251 and 1,501 restricted stock units, respectively.

Positive

  • Compliance with Section 16 reporting is completed and signed, demonstrating timely insider disclosure
  • Transactions are tax-withholdings for RSU vesting, indicating these were administrative actions tied to compensation

Negative

  • Beneficial ownership decreased slightly due to withholding: from 1,064,687 to 1,064,248 shares reported
  • No cash purchases or additions to insider holdings were reported during the period

Insights

TL;DR Routine tax-withholding dispositions reduced beneficial share count modestly; no new purchases or sales for cash reported.

The Form 4 shows withholding of 658 and 439 Class A shares to satisfy tax on vested RSUs dated 08/07/2025 and 08/15/2025. The transactions are described as tax-withholdings rather than open-market sales or transfers, and the reporting person remains the beneficial owner of approximately 1.064 million Class A shares after each event. These entries are administrative and do not indicate a change in underlying ownership intent.

TL;DR Filing documents routine insider compliance with Section 16 reporting for RSU vesting and tax withholding.

The Form 4 correctly discloses share withholdings tied to vesting of 2,251 and 1,501 restricted stock units, including dates, quantities, and withholding prices. Signature and reporting role (Chief Legal & Admin. Officer) are provided. This is a standard disclosure reflecting compensation-related share withholding rather than a discretionary disposition that would alter governance stakes materially.

Insider Aman Todd
Role Chief Legal & Admin. Officer
Type Security Shares Price Value
Tax Withholding Class A Common Stock 439 $0.522 $229.16
Tax Withholding Class A Common Stock 658 $0.6304 $414.80
Holdings After Transaction: Class A Common Stock — 1,064,248 shares (Direct)
Footnotes (1)
  1. Represents shares of the Issuer's Class A Common Stock withheld to satisfy the reporting person's tax obligation upon the vesting of 2,251 restricted stock units. Represents shares of the Issuer's Class A Common Stock withheld to satisfy the reporting person's tax obligation upon the vesting of 1,501 restricted stock units.
Form 4 Insider Transactions: What Each Field Means →
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*
Aman Todd
(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)
Chief Legal & Admin. Officer
3. Date of Earliest Transaction (Month/Day/Year)
08/07/2025
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
Class A Common Stock 08/07/2025 F 658(1) D $0.6304 1,064,687 D
Class A Common Stock 08/15/2025 F 439(2) D $0.522 1,064,248 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 2,251 restricted stock units.
2. Represents shares of the Issuer's Class A Common Stock withheld to satisfy the reporting person's tax obligation upon the vesting of 1,501 restricted stock units.
/s/ Todd Aman 08/19/2025
** 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.

Source: View Original Filing on SEC EDGAR

FAQ

What did Todd Aman report on the Form 4 for FiscalNote Holdings (NOTE)?

The Form 4 reports withholding of 658 Class A shares on 08/07/2025 at $0.6304 and 439 shares on 08/15/2025 at $0.522 to satisfy tax obligations from RSU vesting.

Why were shares withheld according to the Form 4 for NOTE?

The filings state the shares were withheld to satisfy the reporting person's tax obligations upon the vesting of 2,251 and 1,501 restricted stock units, respectively.

How many Class A shares did Todd Aman beneficially own after the reported transactions?

The Form 4 reports beneficial ownership of 1,064,687 shares after the 08/07/2025 transaction and 1,064,248 shares after the 08/15/2025 transaction.

What is Todd Aman’s role at FiscalNote as stated on the filing?

The filing lists Todd Aman as the company’s Chief Legal & Administrative Officer and an officer reporting person.

Were these transactions open-market sales according to the Form 4?

No; the Form 4 characterizes the transactions as tax-withholdings related to RSU vesting, not open-market sales.