FreightCar America terminates stockholder rights plan under OC III agreement
On October 14, 2026, FreightCar America entered a Stockholder Agreement with three OC III entities that collectively own about 48.8% of its common stock, including warrants. The company also amended and terminated its August 5, 2026 Rights Agreement, so the rights expired at the close of business that day and common holders no longer hold rights under the plan.
Key points
- OC III entities collectively own about 48.8% of common stock, including warrants, per a July 2, 2026 Schedule 13D/A
- Rights Agreement dated August 5, 2026 was amended to accelerate expiration from July 5, 2027 to close of business October 14, 2026
- Board must review transfers of shares to any holder above 20%; agreement ends at the earlier of the fourth anniversary or when the group falls to 20% or less
- Company agreed not to adopt future rights plans with an ownership trigger below 20%
The filing
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 October 15, 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.