Form 4: FiscalNote Director Keith Nilsson Receives Equity Compensation Grant

FiscalNote Holdings, Inc. Director Keith Nilsson was granted 15,030 shares of Class A Common Stock as compensation for his non-management director service.

Summary

• Keith Nilsson, a Director of FiscalNote Holdings, Inc. (NOTE), acquired 15,030 shares of Class A Common Stock on June 2, 2025.
• These shares were granted as compensation for his service as a non-management director, in lieu of a quarterly cash retainer, with a transaction price of $0 per share.
• Following this transaction, Mr. Nilsson directly beneficially owns 1,029,731 shares of Class A Common Stock.
• He also indirectly beneficially owns an additional 9,746,007 shares through various entities where he serves as managing partner or manager, including Xplorer Capital Fund III L.P. (2,123,156 shares), XC FiscalNote-B, LLC (2,250,000 shares), Xplorer Capital Fund III GP, LLC (301,585 shares), XC FiscalNote-C, LLC (318,584 shares), and XC Continuation Fund I, LLC (4,752,782 shares).

Sentiment

Score: 5

Explanation: The document reports a routine insider stock grant as compensation, which is a neutral event. It does not indicate significant positive or negative news for the company's operations or financial health.

Positives

• The grant of shares aligns the director's interests with shareholders, as it is equity-based compensation.
• The transaction represents a routine compensation mechanism for non-management directors.

Negatives

• None identified in this routine compensation filing.

Risks

• No specific risks related to the company's operations or financial health are disclosed in this Form 4 filing, which primarily reports insider stock ownership changes.

Future Outlook

This Form 4 filing does not contain any forward-looking statements or guidance regarding the company's future performance or outlook.

Industry Context

This Form 4 filing is a routine disclosure of insider stock ownership changes and does not provide information relevant to broader industry trends or competitor analysis.

Corporate Governance

Related Party Transactions

• Grant of 15,030 shares of Class A Common Stock to Keith Nilsson, a director, as compensation for his service.
• Indirect beneficial ownership through entities where the reporting person is a managing partner or manager (Xplorer Capital Fund III L.P., XC FiscalNote-B, LLC, Xplorer Capital Fund III GP, LLC, XC FiscalNote-C, LLC, XC Continuation Fund I, LLC).

Stakeholder Impact

• Shareholders: Minor impact, as it's a routine compensation grant that slightly increases outstanding shares but aligns director's interests.
• Employees, Customers, Suppliers, Creditors: No direct impact from this filing.

Next Steps

• No specific future actions or milestones are mentioned in this Form 4 filing.

Key Dates

Recommendation

Keywords

FiscalNote Holdings, NOTE, Keith Nilsson, Form 4, Insider Trading, Stock Grant, Equity Compensation, Director Compensation, Beneficial Ownership, SEC Filing