FreightCar America adopts new stockholder rights plan

FreightCar America, Inc. (NASDAQ: RAIL) announced that its board of directors has adopted a new limited duration stockholder rights plan, replacing an existing plan that expired on Aug. 5, 2026.

The new rights plan declares a non-cash dividend of one preferred share purchase right for each share of common stock outstanding as of Aug. 5, 2026. The rights become exercisable if a person or group acquires 15% or more of the company's outstanding common stock without board approval, or 20% or more in the case of passive investors reporting holdings on Schedule 13G.

If the rights are triggered, each right entitles stockholders, excluding the acquiring party, to purchase shares of FreightCar America common stock at a 50% discount. The rights of the acquiring person or group would become void.

The plan is intended to provide equal treatment for all stockholders in the event of a proposed takeover and to reduce the likelihood that any party gains control through open-market accumulation without paying a control premium.

"Our Board of Directors and management believe strongly in the direction of the company and its prospects for long-term value creation," said Jim Meyer, chairman of FreightCar America.

Additional details will be filed in a Form 8-K with the U.S. Securities and Exchange Commission. FreightCar America is headquartered in Chicago, Illinois.

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