Form 4: FiscalNote Officer Sells Shares for Tax Obligation

FiscalNote's Chief Legal & Admin. Officer, Todd Aman, disposed of 269 Class A Common Stock shares to cover tax obligations related to RSU vesting.

Summary

• Todd Aman, Chief Legal & Admin. Officer of FiscalNote Holdings, Inc., reported a transaction on October 17, 2025.
• The transaction involved the disposition of 269 shares of Class A Common Stock at a price of $4.25 per share.
• This disposition was a withholding to satisfy tax obligations upon the vesting of 893 restricted stock units (RSUs).
• Following this transaction, Todd Aman beneficially owns 88,418 shares of Class A Common Stock.
• All reported share numbers and prices have been adjusted to reflect a 1-for-12 reverse stock split effected by FiscalNote on August 29, 2025.

Sentiment

Score: 5

Explanation: The filing reports a routine insider transaction for tax withholding purposes, which is a neutral event and does not reflect positively or negatively on the company's operational or financial performance.

Future Outlook

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

Industry Context

This filing details a routine insider transaction common across all industries where executives receive equity compensation. The reverse stock split mentioned is a corporate action that can occur in various sectors, often to increase share price and meet listing requirements or improve market perception.

Comparison to Industry Standards

• The disposition of shares to cover tax obligations upon RSU vesting is a standard and widely accepted practice for executive compensation across public companies, aligning with typical equity incentive plan structures.
• The reported transaction price of $4.25 per share, post-reverse split, reflects the market value at the time of the transaction, which is consistent with how such tax withholdings are valued in the industry.

Stakeholder Impact

• Shareholders: Minimal direct impact as this is a routine, non-discretionary transaction for tax purposes, not indicative of management's sentiment towards the stock.
• Employees: No direct impact beyond the reporting person, as it relates to individual executive compensation.

Key Dates

Recommendation

The filing details a routine insider transaction where shares were withheld to cover tax obligations upon RSU vesting. This type of transaction does not reflect a discretionary sale based on a change in company outlook or performance, thus it does not warrant a change in investment recommendation. Investors should continue to evaluate FiscalNote based on its fundamental business performance and strategic initiatives.

Keywords

FiscalNote, NOTE, Todd Aman, Form 4, Insider Transaction, Stock Sale, RSU Vesting, Tax Withholding, Executive Compensation