Form 4 for RAIL FreightCar America, Inc.
Accepted 2023-05-24 00:00:00 ET · period of report 2023-05-22 · accession 0000950170-23-024010 · 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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| DI | 2023-05-24 | 2023-05-22 | RAIL | PACIFIC INVESTMENT MANAGEMENT CO LLC | 10% | P - Purchase | — | +85.4K | 85.4K | New | — |
| DI | 2023-05-24 | 2023-05-22 | RAIL | PACIFIC INVESTMENT MANAGEMENT CO LLC | 10% | P - Purchase | — | +1.64M | 1.64M | New | — |
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 | Series C Preferred Stock | 2023-05-22 | P | A | 85,412 | — | 85,412 | I See Footnote | — | — | (F1) On May 22, 2023, a fund for which the Reporting Person serves as investment manager, advisor or sub-advisor acquired 85,412 shares of Series C Preferred Stock and warrants exercisable for 1,636,313 shares of common stock for total consideration of $84,567,049. (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, which such funds and accounts hold 1,547,266 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, as amended), 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, as amended), a warrant to purchase 5.0% of the Common Stock Deemed Outstanding (as defined in a warrant acquisition agreement entered into with the Issuer on April 4, 2022), a warrant to purchase 1,636,313 shares of Common Stock and 85,412 shares of Series C Preferred Stock. The Reporting Person disclaims beneficial ownership in the reported securities, except to the extent of its pecuniary interest therein. |
| 2 | Derivative | Warrant (right to buy) | 2023-05-22 | P | A | 1,636,313 | — | 1,636,313 | I See Footnote | $3.57 · 2023-05-22 to 2033-05-22 | 1,636,313 Common Stock | (F1) On May 22, 2023, a fund for which the Reporting Person serves as investment manager, advisor or sub-advisor acquired 85,412 shares of Series C Preferred Stock and warrants exercisable for 1,636,313 shares of common stock for total consideration of $84,567,049. (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, which such funds and accounts hold 1,547,266 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, as amended), 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, as amended), a warrant to purchase 5.0% of the Common Stock Deemed Outstanding (as defined in a warrant acquisition agreement entered into with the Issuer on April 4, 2022), a warrant to purchase 1,636,313 shares of Common Stock and 85,412 shares of Series C Preferred Stock. The Reporting Person disclaims beneficial ownership in the reported securities, except to the extent of its pecuniary interest therein. |