Welcome to our dedicated page for Fiscalnote Hldg SEC filings (Ticker: NOTE), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
FiscalNote’s disclosures read like a tutorial in AI algorithms, subscription metrics and global legislation—great for experts, tough for everyone else. If you’re hunting for ARR growth, acquisition earn-outs or how policy-intelligence SaaS gets capitalised, FiscalNote’s 200-page annual report can be daunting.
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On 5 Aug 2025, FiscalNote Holdings (NYSE: NOTE) executed a sweeping balance-sheet recapitalisation. The company will refinance its existing senior facility with a new $75 million senior secured term loan maturing Aug 2029. Net proceeds of c.$72.9 million will retire the prior loan, pay fees and settle legacy subordinated notes. The loan bears either reference rate + 7% or SOFR + 8%, amortises quarterly starting 30 Sep 2025 ($0.47 m for four quarters, then $0.94 m) and is protected by first-lien security plus covenants covering minimum cash, ARR, adjusted EBITDA and capex.
To further reorganise subordinated debt, FiscalNote will issue $33 million of 18-month 5% convertible debentures (cash proceeds ≈ $30 m) priced at 94% of the 5-day VWAP, subject to a variable floor and NYSE 20 % issuance limits. In parallel, the company will redeem $25 million of an existing subordinated note and replace the remainder with a new 7.5% subordinated convertible note (matures 91 days after Jul 2029, initial conversion price $6.91, quarterly $2 m instalments payable in cash or shares). Both subordinated instruments are contractually junior to the new term loan and contain customary dilution caps, default triggers and registration obligations.
FiscalNote Holdings, Inc. (NOTE) – Form 4 insider filing
On 31 Jul 2025, President & CEO Josh Resnik satisfied tax withholding obligations stemming from the vesting of 9,723 restricted stock units by authorizing the company to withhold 3,151 Class A common shares at $0.5665 each (Transaction Code "F"). After the administrative disposition, Resnik directly owns 2,738,972 Class A shares.
No open-market activity, option exercises or new derivative positions were reported. The filing reflects routine equity-based compensation mechanics and does not alter insider ownership meaningfully.
FiscalNote Holdings, Inc. (NOTE) filed Form 144 indicating an affiliate’s intent to sell 56,155 Class A shares through Fidelity Brokerage on or after 08/04/2025 on the NYSE. The shares have an aggregate market value of $32,721.52, implying a per-share price of roughly $0.58. Against the company’s 149,925,786 shares outstanding, the proposed sale equals about 0.04 % of total float.
The filing also discloses that the same account—identified in prior transactions as the Timothy T. Hwang Revocable Trust—has already disposed of 87,714 Class A shares during the last three months in three tranches (05/08, 06/03 and 07/02 2025) generating $56,749.42 in gross proceeds. The new shares to be sold were acquired via restricted-stock vesting on 08/01/2025 and are being sold as compensation, not as a cash purchase.
Rule 144 filings are routine disclosure items, but consecutive insider sales can signal reduced insider conviction. However, the small percentage of shares involved limits immediate dilution or market-wide impact.
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