FreightCar America (RAIL) CFO granted 14,000 RSUs over three years

Rhea-AI Filing Summary

FreightCar America, Inc. reported that its VP Finance, CFO and Treasurer, Michael Anthony Riordan, received an equity grant. On January 13, 2026, he was awarded 14,000 restricted stock units (RSUs) under the company’s 2022 Long Term Incentive Plan at a price of $0 per unit.

The RSUs are scheduled to vest 34% on January 13, 2027, 33% on January 13, 2028, and 33% on January 13, 2029, as long as he continues in service through each vesting date. Each vested RSU will convert into one share of FreightCar America common stock, and he now beneficially owns 14,000 RSUs directly.

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^*

Riordan Michael Anthony

(Last) (First) (Middle)

125 SOUTH WACKER DRIVE

SUITE 1500

(Street)

CHICAGO IL 60606

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
FreightCar America, Inc. [ RAIL ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	VP Finance, CFO and Treasurer

3. Date of Earliest Transaction (Month/Day/Year)
01/13/2026

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

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
Restricted Stock Unit	(1)	01/13/2026		A		14,000		(1)	(1)	Common Stock	14,000	$0	14,000	D

Explanation of Responses:

1. On January 13, 2026, the recipient was granted 14,000 restricted stock units ("RSUs") under the Issuer's 2022 Long Term Incentive Plan. The RSUs will vest 34% on January 13, 2027, 33% on January 13, 2028 and 33% on January 13, 2029, subject to the Reporting Person's continued service through such date. Once vested, each RSU represents the right to receive one share of common stock.

	/s/ Michael A. Riordan, as attorney in fact	01/15/2026
	** 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 FreightCar America (RAIL) disclose in this Form 4?

The filing shows that Michael Anthony Riordan, FreightCar America’s VP Finance, CFO and Treasurer, was granted 14,000 restricted stock units (RSUs) on January 13, 2026 under the company’s 2022 Long Term Incentive Plan.

How many RSUs did the FreightCar America (RAIL) CFO receive and at what price?

The CFO received 14,000 RSUs as a derivative security award at a stated price of $0 per unit, reflecting a compensatory grant rather than a market purchase.

What is the vesting schedule for the 14,000 RSUs reported by FreightCar America (RAIL)?

The 14,000 RSUs will vest in three tranches: 34% on January 13, 2027, 33% on January 13, 2028, and 33% on January 13, 2029, assuming the executive continues to serve through each date.

What does each RSU granted to the FreightCar America (RAIL) CFO represent?

Once vested, each RSU represents the right to receive one share of FreightCar America common stock, effectively converting the unit into a share at no additional exercise price.

How many derivative securities does the FreightCar America (RAIL) CFO own after this grant?

After the reported transaction, the CFO beneficially owns 14,000 RSUs directly, as shown in the derivative securities table.

Is this Form 4 for a purchase or sale of FreightCar America (RAIL) shares?

This Form 4 reports an award of restricted stock units, coded as an acquisition of derivative securities, rather than an open-market purchase or sale of common shares.