Form 4: FiscalNote Director Tim Hwang Sells Shares to Cover Tax Obligations
SEC Form 4
Director Tim Hwang sold shares of FiscalNote Holdings, Inc. to cover tax obligations related to vesting restricted stock units.
Summary
- Tim Hwang, a director and 10% owner of FiscalNote Holdings, Inc., sold shares of Class A Common Stock on February 3, 2025.
- The sales were executed in two transactions: 31,795 shares at $1.2415 and 25,000 shares at a weighted average price of $1.188.
- These sales were made to satisfy tax obligations upon the vesting of 89,832 restricted stock units, pursuant to a Rule 10b5-1 trading plan.
- Following the transactions, Hwang directly owns 49,318 shares and indirectly owns 2,237,129 shares through the Timothy T. Hwang Revocable Trust.
Sentiment
Score: 6
Explanation: The sentiment is neutral. The filing indicates a routine transaction (sale of shares to cover tax obligations) by a director, which is not inherently positive or negative.
Industry Context
Sales by company insiders are routinely monitored by investors. Sales to cover tax obligations are common and generally not viewed negatively unless they are unusually large or frequent.
Stakeholder Impact
- The sale of shares by a director could have a minor impact on shareholder sentiment, but is unlikely to be significant given the stated reason (tax obligations) and the existence of a pre-arranged trading plan.
Key Dates
| Date | Description |
|---|---|
| January 10, 2019 | Date of the Timothy T. Hwang Revocable Trust |
| August 11, 2023 | Date of adoption of Rule 10b5-1 trading plan related to the vesting of 89,832 restricted stock units. |
| March 20, 2024 | Date of adoption of Rule 10b5-1 trading plan related to the sale of shares at prices ranging from $1.135 to $1.215. |
| February 3, 2025 | Date of the reported transactions (share sales). |
| February 5, 2025 | Date of signature of the Form 4 filing. |
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