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AI brief of an SEC Form 8-K · FreightCar America, Inc. (RAIL)

FreightCar America adopts new stockholder rights plan replacing expiring 2025 plan

Neutral Impact 3 of 5 shareholder Written later

FreightCar America's board declared a dividend of one preferred share purchase right per common share and adopted a 2026 Rights Agreement to replace its September 2025 plan, which expires August 5, 2026. The company says the terms are unchanged apart from the extended term, and the plan would make rights exercisable if a person or group acquires 15% or more of common stock without board approval (20% for certain passive 13G investors).

Key points

  • Rights are payable August 5, 2026 to holders of record on August 5, 2026, and expire July 5, 2027 unless extended, advanced or redeemed.
  • Each right allows purchase of one one-hundredth of a Series E preferred share for $42.00, once exercisable.
  • The board may redeem the rights for $0.001 per right before any person or group becomes an Acquiring Person.
  • Computershare Trust Company, N.A. is the rights agent.

The filing

CompanyFreightCar America, Inc. (RAIL)
Form8-K, current report
Filed with the SECAug 5, 2026, 4:22 PM ET
Accession number0001213900-26-085699

Items reported: 1.01 Material Definitive Agreement3.03 Change to Shareholder Rights5.03 Bylaw / Charter Amendment8.01 Other Events

Read the filing on SEC.gov ↗

Written by AI on Nov 9, 2026, 8:36 AM ET, from this filing only. Written later: this filing was briefed after the fact, when past filings were added to the site, so the brief may be read with hindsight; the filing itself is the record of what was known on August 05, 2026.

Briefs are written by AI from the filing text and can contain mistakes — open the filing before acting on anything. Impact (1-5) and tone are the AI's reading of the filing for shareholders, not a price forecast. Not investment advice.