Form 4 for RAIL FreightCar America, Inc.
Accepted 2022-02-03 00:00:00 ET · period of report 2022-02-01 · accession 0000899243-22-004651 · SEC index · Original document
Summary rows
Aggregated the way they appear in lists: one row per insider, transaction code and security table.
| X | Filed | Traded | Ticker | Insider | Title | Type | Price | Qty | Owned | ΔOwn | Value |
|---|---|---|---|---|---|---|---|---|---|---|---|
| I | 2022-02-03 | 2022-02-01 | RAIL | PACIFIC INVESTMENT MANAGEMENT CO LLC | 10% | A - Grant | $0.00 | +285.1K | 693.1K | +70% | $0 |
Purchase Sale Sale after option exercise All abbreviations
Every reported transaction
| # | Table | Security | Date | Code | A/D | Shares | Price | Owned after | Own | Exercise / expiry | Underlying | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1 | Common | Common Stock | 2022-02-01 | A | A | 285,119 | $0.00 | 693,077 | I See footnote | — | — | (F1) Pursuant to that certain Amended and Restated Reimbursement Agreement, dated as of December 30, 2021 (the "Reimbursement Agreement"), by and among CO Finance LVS VI LLC, a Delaware limited liability company ("COF"), U.S. Bank National Association, Alter Domus (US) LLC, and the Issuer, the Issuer agreed to issue certain Equity Fees to COF or its designee, OC III LVS XXVIII LP, a Delaware limited partnership ("OC III"). Pursuant to the terms of the Reimbursement Agreement, the Issuer issued to an affiliate of OC III 285,119 shares of common stock on February 1, 2022. No cash consideration was required to be paid by the Reporting Person, COF, OC III or any of the other private investment vehicles managed by the Reporting Person in connection with the acquistion of such shares of common stock pursuant to the terms of the Reimbursement Agreement. (F2) The securities reported in the table above are held by certain funds and accounts for which the Reporting Person serves as investment manager, advisor or sub-advisor, including OC III, which holds 693,077 shares of common stock, warrants to purchase 23.0% of the Common Stock Deemed Outstanding (as defined in a warrant acquisition agreement entered into with the Issuer on October 13, 2020) and warrants to purchase 5.0% of the Common Stock Deemed Outstanding (as defined in a warrant acquisition agreement entered into with the Issuer on December 30, 2021). The Reporting Person disclaims beneficial ownership in the reported securities, except to the extent of its pecuniary interest therein. |