Form 4: FiscalNote Holdings CEO Tim Hwang Sells Shares to Cover Tax Obligations
SEC Form 4 Filing
Tim Hwang, CEO of FiscalNote Holdings, sold shares of Class A Common Stock to cover tax obligations related to vesting restricted stock units.
Summary
- On September 3, 2024, Tim Hwang, the Chairman, CEO, and Director of FiscalNote Holdings, sold shares of Class A Common Stock.
- The sales were executed in two transactions: 39,211 shares were sold at $1.2658 per share, and 25,000 shares were sold at a weighted average price of $1.2751 per share (ranging from $1.24 to $1.33).
- These sales were conducted to satisfy the reporting person's tax obligation upon the vesting of 89,832 restricted stock units in a sell-to-cover transaction.
- The transactions were made pursuant to a Rule 10b5-1 trading plan adopted on August 11, 2023, and another adopted on March 20, 2024.
- Following the reported transactions, Hwang directly owns 49,318 shares of Class A Common Stock and indirectly owns 2,541,513 shares through the Timothy T. Hwang Revocable Trust.
Sentiment
Score: 5
Explanation: The sentiment is neutral as the filing simply reports stock sales for tax purposes under a pre-existing trading plan. It doesn't inherently indicate positive or negative prospects for the company.
Industry Context
Sales by insiders are a common occurrence and are often related to personal financial planning or tax obligations. The use of a 10b5-1 trading plan suggests that these sales were pre-planned and not based on any inside information.
Stakeholder Impact
- The stock sale could have a minor impact on shareholders due to the increased supply of shares in the market, but the impact is likely minimal given the relatively small number of shares sold compared to the total outstanding.
Key Dates
| Date | Description |
|---|---|
| January 10, 2019 | Original date of the Timothy T. Hwang Revocable Trust. |
| August 11, 2023 | Date of adoption of the first Rule 10b5-1 trading plan. |
| March 20, 2024 | Date of adoption of the second Rule 10b5-1 trading plan. |
| September 03, 2024 | Date of the reported transactions (share sales). |
| September 05, 2024 | Date of signature on the Form 4 filing. |
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