Welcome to our dedicated page for Freightcar Amer SEC filings (Ticker: RAIL), 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.
FreightCar America filings document the operating results, governance actions and capital-structure matters of a public railcar manufacturer and aftermarket supplier. Form 8-K reports include results of operations and financial condition, with disclosures on revenue, railcar deliveries, backlog, gross margin, adjusted EBITDA, cash flow and non-cash warrant-liability adjustments.
Proxy and governance filings cover annual meeting procedures, director elections, advisory executive compensation votes and auditor ratification. Other filings address material agreements, including a stockholder rights agreement, as well as executive severance arrangements, common and preferred stock references, and related risk and control provisions.
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.
FreightCar America, Inc. reported that President and CEO, and director, Randall Nicholas J received an equity award. On January 13, 2026, he was granted 35,900 restricted stock units (RSUs) under the company’s 2022 Long Term Incentive Plan.
The RSUs vest over three years, with 34% vesting on January 13, 2027, and 33% vesting on each of January 13, 2028 and January 13, 2029, as long as he continues in service through those dates. After this grant, he directly holds 35,900 derivative securities, and each vested RSU will convert into one share of common stock, effectively increasing his equity-linked stake in the company over time.
FreightCar America, Inc. reported that its Chief Commercial Officer, Matthew Tonn, had 12,328 shares of common stock withheld by the company on 01/06/2026 to cover his tax withholding obligations at a price of $10.76 per share. After this tax-related withholding, he directly owned 239,151 shares of the company’s common stock.
The filing notes that this Form 4 was submitted late due to an inadvertent administrative error, indicating the delay was not intentional.
FreightCar America, Inc. executive Michael Anthony Riordan, VP Finance, CFO and Treasurer, reported a tax-related share withholding. On 01/06/2026, 11,133 shares of common stock were withheld by the company at a price of $10.76 per share to satisfy his tax withholding obligations. Following this transaction, he held 155,426 shares of common stock directly. The Form 4 notes that this report was filed late due to an inadvertent administrative error.
FreightCar America, Inc. Corporate Controller & CAO Juan Carlos Fuentes Sierra reported a Form 4 transaction involving company common stock. On January 6, 2026, 5,266 shares of common stock were withheld by the company at $10.76 per share to satisfy his tax withholding obligations, coded as transaction type F (tax withholding). After this transaction, he beneficially owned 41,384 shares of common stock directly. The filing notes that this Form 4 was submitted late due to an inadvertent administrative error.
FreightCar America (RAIL) reported Q3 2025 results. Revenue rose to $160.5M from $113.3M as unit deliveries increased, lifting gross profit to $24.2M and operating income to $14.6M. The quarter posted a net loss of $7.4M (basic EPS $(0.23)), primarily due to a $17.6M non-cash loss from remeasuring the warrant liability and higher interest expense.
Year-to-date, revenue was $375.4M (down from $421.7M), but net income reached $54.7M, reflecting a large tax benefit tied to the release of valuation allowances. Cash, cash equivalents and restricted cash were $62.7M at September 30, 2025, with an additional $22.1M available under the new $35.0M ABL. Term loan balance was $112.8M at a 10.3% rate. Backlog stood at 2,750 units valued at $222M. The company recorded a warrant liability of $148.7M and reported a stockholders’ deficit of $(90.9)M, improved from $(150.3)M at year-end.
FreightCar America (RAIL) filed an 8-K stating it issued a press release announcing financial results for the third quarter of 2025.
The press release is furnished as Exhibit 99.1 and, per Item 2.02, is furnished and not deemed filed. RAIL’s common stock trades on the Nasdaq Global Market.
FreightCar America, Inc. amended two executive employment agreements to define post‑termination pay and benefits. One executive will receive continued base salary for 24 months, two equal bonus payments based on the average of the prior two full years' bonuses (first payment in the year after termination and the second one year later), and continued group health coverage for 24 months. The other executive will receive continued base salary for 18 months, two equal bonus payments based on the average of the prior two full years' bonuses (first payment in the calendar year after termination and the second at 18 months after termination), and group health coverage for 18 months. The filing attaches the two amendment exhibits and an interactive data file and is signed by the company CFO.
FreightCar America, Inc. adopted a stockholder rights plan by declaring a dividend of one preferred share purchase right for each share of common stock outstanding as of September 2, 2025, payable on September 8, 2025. The plan is designed to discourage any person or group from gaining control of the company without paying an appropriate control premium.
Each right lets its holder buy one one-hundredth of a share of Series D Junior Participating Preferred Stock for $42.00 once the rights become exercisable. A person or group that acquires 15% or more of the common stock (or 20% for a Schedule 13G filer) without Board approval becomes an “Acquiring Person” and faces significant penalties under the plan. Rights held by an Acquiring Person become void.
The rights expire on August 5, 2026, unless earlier redeemed or exchanged. Before anyone becomes an Acquiring Person, the Board can redeem all rights for $0.001 per right, or, after someone crosses the trigger but owns less than 50%, the Board can exchange each right for one share of common stock or an equivalent security.
FreightCar America reports that Continental General Insurance Company and affiliated entities beneficially own 1,247,976 shares of the issuer's common stock, representing approximately 6.5% of 19,118,966 outstanding shares. The ownership is reported on a Schedule 13G/A by CGIC, Continental Insurance Group, Ltd., Continental General Holdings LLC and Michael Gorzynski. The filing discloses shared voting and shared dispositive power for the 1,247,976 shares and 0 shares of sole voting or dispositive power.
The statement explains the chain of potential beneficial ownership: CGIC holds the shares, CIG as sole owner of CGIC and CGH as sole owner of CIG may be deemed to beneficially own the same shares, and Mr. Gorzynski as manager of CGH may also be deemed to beneficially own them. The filing includes a certification that the securities were not acquired to change or influence control of the issuer.