Form 4: Donnell Paul reports disposition transactions in NOTE

Rhea-AI Filing Summary

Donnell Paul reported disposition transactions in a Form 4 filing for NOTE. The filing lists transactions totaling 233 shares at a weighted average price of $1.15 per share. Following the reported transactions, holdings were 34,078 shares.

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^*

Donnell Paul

(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 Accounting Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/12/2026

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	02/12/2026		F		233(1)	D	$1.15	34,078	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 575 restricted stock units.

	/s/ Todd Aman, Attorney-in-Fact	02/17/2026
	** 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.

FAQ

What insider transaction did FiscalNote (NOTE) report for Paul Donnell?

FiscalNote reported that Chief Accounting Officer Paul Donnell had 233 Class A common shares withheld to cover taxes when 575 restricted stock units vested. This was a tax-withholding disposition, not an open-market trade, and adjusted his directly held share balance.

How many FiscalNote (NOTE) shares were withheld for taxes in this Form 4?

A total of 233 shares of FiscalNote Class A common stock were withheld to satisfy Paul Donnell’s tax obligation. The withholding occurred in connection with the vesting of 575 restricted stock units granted as part of his equity compensation package.

What price per share was used for the tax-withholding shares at FiscalNote (NOTE)?

The tax-withholding disposition used a price of $1.15 per share for the 233 FiscalNote Class A common shares. This price is used solely for reporting the value of shares withheld to cover the related tax liability on vested restricted stock units.

How many FiscalNote (NOTE) shares does Paul Donnell own after this transaction?

After the tax-withholding disposition, Paul Donnell directly owns 34,078 shares of FiscalNote Class A common stock. This figure reflects his remaining direct holdings following the withholding of 233 shares to meet tax obligations on vested restricted stock units.

Was the FiscalNote (NOTE) Form 4 a market sale by Paul Donnell?

No, the Form 4 does not report a market sale. It shows 233 shares of Class A common stock were withheld by FiscalNote to satisfy Paul Donnell’s tax obligation upon vesting of 575 restricted stock units, an automatic tax-withholding transaction.