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FSS 8-K filings, explained
Every material Form 8-K Federal Signal has filed with the SEC since December 19, 2017, read and summarized by AI: what happened, the key figures, whether it reads positive or negative for shareholders, and how big a deal it is (impact 1-5). Newest first; each brief links to its own page and to the filing on SEC.gov.
Federal Signal's board increased its size from seven to nine directors and appointed Richard A. Maue, CFO of Crane Company, and Eric A. Vaillancourt, CEO of Enpro Inc., effective February 26, 2026. The filing describes the appointments as board additions with standard director compensation and no financial results, so they carry no direct financial figures for shareholders.
Board expanded from seven to nine directors on February 26, 2026.
Richard A. Maue joins the Audit Committee; he has been CFO of Crane Company since January 2013.
Eric A. Vaillancourt joins the Compensation and Benefits Committee; he has been CEO of Enpro Inc. since November 28, 2021.
Each new director receives a $90,000 annual base retainer and a $145,000 annual equity award beginning in 2026.
Federal Signal closed its acquisition of New Way Trucks on November 25, 2025, paying an initial $396 million plus $30 million for New Way's Iowa and Mississippi facilities and real estate rights, subject to adjustments. With the deal complete, the company raised its full-year 2025 net sales outlook to $2.12 billion to $2.16 billion and its adjusted EPS outlook to $4.12 to $4.20, though it expects the acquisition to be neutral to 2025 adjusted EPS.
Initial purchase price of $396 million for New Way, plus $30 million for its manufacturing facilities and real estate rights, subject to closing and post-closing adjustments
Acquisition completed November 25, 2025, under the Equity Purchase Agreement signed in September 2025
Full-year 2025 net sales outlook raised to $2.12 billion to $2.16 billion, from $2.10 billion to $2.14 billion
Full-year 2025 adjusted EPS outlook raised to $4.12 to $4.20, from $4.09 to $4.17; New Way backlog in excess of $100 million
Federal Signal Corporation agreed on September 24, 2025 to acquire Scranton Manufacturing Company Inc., doing business as New Way Trucks, a U.S. maker of refuse collection vehicles. The initial price is $396 million on a cash-free, debt-free basis, plus $30 million for New Way's Iowa and Mississippi facilities and up to $54 million in earn-out payments over two years. The company expects the deal to be neutral to earnings per share in 2026 and accretive by $0.40 to $0.45 per share in 2028, and it expects to close in the fourth quarter of 2025 subject to regulatory approval.
Initial consideration of $396 million for New Way, plus $30 million for its manufacturing facilities and real estate rights in Iowa and Mississippi
Contingent earn-out of up to $54 million based on specified financial targets over a two-year period
Company expects the deal to be neutral to 2026 EPS and accretive by $0.40 to $0.45 per share in 2028, with $15 million to $20 million in annual run-rate synergies
Financing will come from cash on hand and availability under the credit facility; closing is expected in the fourth quarter of 2025
Federal Signal Corporation increased its board from seven to eight directors and appointed Katrina L. Helmkamp as a director effective November 20, 2023. She will sit on the Audit Committee and receives an $80,000 annual base retainer plus a $9,000 committee retainer, with a $125,000 annual equity award beginning in 2024. The filing describes a routine board addition and does not report financial results.
Katrina L. Helmkamp appointed to the board effective November 20, 2023; board expanded from seven to eight directors
Helmkamp will serve on the Audit Committee; annual base retainer $80,000 and committee retainer $9,000, paid quarterly
Annual equity award of $125,000 beginning in 2024; 50% of retainers paid in stock until she meets ownership requirements
Previously served as CEO of Cartus Corporation from 2018 until retiring in January 2023
Federal Signal entered into a new five-year, $800 million senior secured credit agreement dated October 21, 2022, replacing its prior $500 million facility. The facility adds financial flexibility for working capital, general corporate purposes and acquisitions, but it also carries leverage and covenant limits on dividends and buybacks.
Facility totals $800 million: a $675 million revolver and a $125 million term loan, maturing October 21, 2027.
Borrowings bear interest at SOFR or other benchmark rates plus a margin of 1.00% to 1.75%; unused revolver commitment fee of 0.10% to 0.25% per annum.
If leverage exceeds 3.25x, dividends and buybacks are limited to $35 million annually plus other payments up to the greater of $65 million or 5% of total assets.
The Company may expand borrowing capacity by up to the greater of $400 million or 100% of Consolidated EBITDA, subject to lender approval.
Federal Signal disclosed a Separation Agreement with Daniel A. DuPré, its former Vice President, General Counsel and Secretary, who retired and last worked for the company on September 2, 2022. The agreement accelerates pro-rata vesting of restricted stock, performance-based RSUs and stock options, and extends option expiration dates to the earlier of September 2, 2027 or original expiration.
Agreement effective September 12, 2022; DuPré's last day of employment was September 2, 2022
Accelerated vesting of 2,608 and 1,031 restricted stock units (2020 and 2021 grants) and 5,909 and 2,333 performance-based RSUs, subject to performance
Accelerated vesting of 1,327 and 820 stock options; option expiration extended to the earlier of September 2, 2027 or original expiration date
DuPré released claims against the company and agreed to non-compete and non-solicitation provisions
Federal Signal Corporation said Vice President, General Counsel and Secretary Daniel A. DuPré will retire from that role effective April 26, 2022, and will remain employed by the company. Diane Bonina, formerly Assistant Vice President and Senior Legal Counsel at AT&T, will succeed him in the role on the same date. The change is a routine executive transition in the legal function and the filing reports no financial effect.
Daniel A. DuPré retires as Vice President, General Counsel and Secretary effective April 26, 2022, and will continue as an employee
Diane Bonina succeeds him in the role effective April 26, 2022
Bonina previously served at AT&T Inc. as Assistant Vice President – Senior Legal Counsel, and earlier as an attorney at Jenner & Block from 1990 to 1996
Federal Signal Corporation expanded its board from six to seven directors and appointed Shashank Patel effective October 25, 2021. Patel has served as CFO of Watts Water Technologies since July 2018 and will join the Audit Committee.
Board appointment of Shashank Patel effective October 25, 2021; board size increased from six to seven
Patel to receive $75,000 annual base retainer plus $9,000 annual Audit Committee retainer, prorated for 2021
Patel eligible for an annual equity award of $110,000 beginning in 2022; 50% of retainers paid in stock until ownership requirements are met
Federal Signal's stockholders re-elected all six board nominees and approved executive pay in an advisory vote at the April 27, 2021 annual meeting. Svetlana Vinokur, a named executive officer, notified the company on April 22, 2021 that she will resign as Vice President, Treasurer and Corporate Development, effective May 12, 2021, to pursue an opportunity with another company.
Annual meeting held April 27, 2021; holders of 55,500,137 shares, or 91.7% of shares entitled to vote, were represented
Advisory say-on-pay vote passed with 51,935,041 for and 1,618,845 against
Deloitte & Touche LLP ratified as independent auditor for 2021 with 54,909,652 for and 578,648 against
Federal Signal Corporation said director Patrick E. Miller resigned from its board on March 25, 2020, and withdrew as a nominee for the April 21, 2020 annual meeting. The filing states the resignation was not due to any dispute with the company or its board, and the board reduced its size from eight to seven directors. The change is administrative and does not reflect a reported change in financial results.
Patrick E. Miller resigned as a director on March 25, 2020
Miller withdrew as a director nominee for the April 21, 2020 annual meeting; votes for him will be disregarded
Filing states the resignation was not the result of any dispute or disagreement with the company or board
Board reduced its size from eight to seven directors, effective immediately
Federal Signal's board increased its size from eight to nine directors and appointed Eugene J. Lowe, III, President and CEO of SPX Corporation, effective February 18, 2019. Separately, the company announced plans to expand the Streator, Illinois plant of its Vactor Manufacturing subsidiary, with up to $25 million of investment and up to 90 additional jobs. The filing does not give financial results or guidance.
Eugene J. Lowe, III appointed to the board effective February 18, 2019; he will serve on the Audit Committee
Director pay: $65,000 annual base retainer, $9,000 annual Audit Committee retainer, and $100,000 annual equity award
Streator, Illinois expansion adds about 100,000 square feet; construction expected to begin in the first half of 2019
Company expects to invest up to $25 million over the expansion project and add up to 90 jobs
Federal Signal expanded its board from seven to eight directors and appointed Patrick E. Miller, the President and CEO of Commercial Vehicle Group, effective December 17, 2018. Miller will sit on the Audit Committee. The filing also discloses an amended performance share unit award for Robert E. Fines, which extends his performance period through December 31, 2020 without changing the number of units.
Board increased from seven to eight directors; Miller appointed effective December 17, 2018
Miller's compensation: $65,000 annual base retainer, $9,000 Audit Committee retainer, and a $100,000 annual equity award beginning in 2019
Company has bought parts from CVGI for less than $200,000 in aggregate to date in 2018, which the Audit Committee reviewed
Fines' performance share unit agreement amended effective December 20, 2018; performance period extended through December 31, 2020; unit count unchanged at 40,961
Federal Signal Corp. director Bonnie C. Lind resigned effective immediately on December 6, 2018, tendering her resignation in connection with a potential appointment as a director of a competitor. The board accepted the resignation and reduced its size from eight to seven directors, with the filing stating the resignation was not the result of any dispute with the company or board.
Bonnie C. Lind resigned as a director on December 6, 2018, effective immediately
Lind had served on the board since February 2014 and sat on the Nominating and Governance and Audit committees
Lind's resignation was tied to a potential appointment as a director of a competitor
Board reduced its size from eight to seven directors, effective immediately
Federal Signal appointed Lauren B. Elting as its Principal Accounting Officer effective May 1, 2018, with a $225,000 base salary and a 40% target bonus. At its May 1, 2018 annual meeting, stockholders elected all nine director nominees and approved the advisory executive pay vote and the Deloitte & Touche LLP auditor ratification.
Lauren B. Elting, 36, appointed Principal Accounting Officer on May 1, 2018; CFO Ian A. Hudson remains Principal Financial Officer
Base salary of $225,000; annual bonus target 40% of base salary, capped at 80%; long-term award target value of about $100,000 subject to committee approval
Stockholders approved executive compensation by 50,557,092 for versus 820,072 against
Deloitte & Touche LLP ratified as independent auditor for 2018 with 55,453,504 votes for
Federal Signal appointed Mark D. Weber, 60, as Senior Vice President and Chief Operating Officer, effective January 15, 2018, and set his pay terms in an employment letter. Samuel E. Miceli, a named executive officer, resigned as a principal officer effective the same day and moves to a vice president and general manager role at a subsidiary. The filing describes executive compensation and role changes but does not include financial results.
Mark D. Weber, 60, rejoins as SVP and COO effective January 15, 2018, after serving as President and CEO of Supreme Industries until its sale to Wabash National completed September 27, 2017.
Weber's base salary is $450,000, with an annual cash bonus target of 65% of salary capped at 130%, and a long-term equity award target value of about $500,000 beginning in 2018, subject to committee approval.
Samuel E. Miceli resigned as a principal officer effective January 15, 2018, and becomes Vice President and General Manager of Vactor Manufacturing, Inc.; his base salary stays at $291,748.
Briefs are written by AI from the filing text (each brief's own page names the model) and can contain mistakes — open the filing before acting on anything. Impact (1-5) and tone are the model's reading of the filing for shareholders, not a price forecast. Not investment advice.
Only material 8-Ks get a brief: results, deals, executive changes, restructuring, impairments, delisting notices, restatements, cybersecurity incidents and other disclosed events. Routine filings (vote results, exhibits only) are skipped. Every Federal Signal filing is on SEC EDGAR ↗. 8-K briefs of other companies →