Form 4: FiscalNote Director Sells Shares to Cover Tax Obligations

Sentiment:

SEC Form 4 Filing


Tim Hwang, a director at FiscalNote Holdings, sold 29,105 shares of Class A Common Stock to cover tax obligations related to vesting restricted stock units.

Summary

  • On May 1, 2025, Tim Hwang, a director of FiscalNote Holdings, sold 29,105 shares of Class A Common Stock at a price of $0.6372 per share.
  • The sale was executed to satisfy tax obligations arising from the vesting of 89,832 restricted stock units.
  • The transaction was conducted under a pre-arranged Rule 10b5-1 trading plan adopted on August 11, 2023.
  • Following the transaction, Hwang directly owns 49,318 shares of Class A Common Stock and indirectly owns 2,592,767 shares through a revocable trust.

Sentiment

Score: 5

Explanation: The document describes a routine transaction (sale of shares to cover tax obligations) and doesn't contain any information that would significantly impact investor sentiment positively or negatively.

Industry Context

This is a routine Form 4 filing, indicating an insider transaction. It's common for executives to sell shares to cover tax obligations, especially after vesting of stock options or restricted stock units. The existence of a pre-arranged 10b5-1 trading plan suggests the transaction was planned in advance to avoid accusations of insider trading.

Stakeholder Impact

  • The sale of shares by a director could have a minor negative impact on shareholder sentiment, but the impact is likely to be minimal given the reason for the sale (tax obligations) and the existence of a pre-arranged trading plan.

Key Dates

DateDescription
January 10, 2019Date of the Timothy T. Hwang Revocable Trust
August 11, 2023Date of adoption of Rule 10b5-1 trading plan
May 01, 2025Date of stock sale transaction
May 05, 2025Date of signature on the Form 4 filing

Keywords

FiscalNote Holdings, Tim Hwang, Form 4, insider trading, stock sale, Class A Common Stock, Rule 10b5-1, restricted stock units, tax obligations

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