Form 4: Greenbrier Executive Sells Shares for Tax Obligations

Matthew J. Meyer, SVP of Finance & CAO at Greenbrier Companies, Inc., reported the sale of company common stock to cover tax liabilities from restricted stock unit vesting.

Summary

• Matthew J. Meyer, SVP, Finance & CAO, reported two transactions involving the disposition of Greenbrier Companies, Inc. common stock.
• On October 17, 2025, 310 shares were disposed of at a price of $45.47 per share.
• On October 18, 2025, an additional 334 shares were disposed of at a price of $45.27 per share.
• These dispositions were for shares withheld in payment of tax liability incident to the vesting of restricted stock units.
• Following these transactions, Meyer beneficially owns 5,770.579 shares of common stock directly.

Sentiment

Score: 5

Explanation: A Form 4 filing for tax-related share withholding is a neutral event, reflecting standard compensation practices rather than a positive or negative operational development for the company.

Risks

• The reporting person remains responsible for compliance with Section 16 of the Securities Exchange Act of 1934, as amended, despite the Power of Attorney granted for filing purposes.
• The Company does not warrant timely and accurate filing of Section 16 reports on behalf of the undersigned due to various factors, including shorter deadlines mandated by the Sarbanes-Oxley Act of 2002, possible time zone differences, and reliance on information from the reporting person and brokers.

Future Outlook

NA

Management Comments

• The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request and on the behalf of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned's responsibilities to comply with, or any liability for the failure to comply with, any provision of Section 16 of the Exchange Act or with Rule 144 under the Securities Act.
• The undersigned agrees that each such attorney-in-fact herein may rely entirely on information furnished orally or in writing by the undersigned to such attorney-in-fact.
• This Power of Attorney does not relieve the undersigned from responsibility for compliance with the undersigned's obligations under the Exchange Act, including, without limitation, the reporting requirements under Section 16 of the Exchange Act.
• Although pursuant to this Power of Attorney the Company will use commercially reasonable best efforts to timely and accurately file Section 16 reports on behalf of the undersigned, the Company does not represent or warrant that it will be able to in all cases timely and accurately file Section 16 reports on behalf of the undersigned due to various factors, including, but not limited to, the shorter deadlines mandated by the Sarbanes-Oxley Act of 2002, possible time zone differences between the Company and the undersigned and the Company's need to rely on others for information, including the undersigned and brokers of the undersigned.

Industry Context

This Form 4 filing is a routine disclosure of insider transactions, specifically related to tax withholding upon restricted stock unit vesting. Such transactions are common across all industries for executives receiving equity compensation and do not typically reflect broader industry trends or specific company performance beyond the stock price at the time of transaction.

Corporate Governance

Stakeholder Impact

• Shareholders: Minor dilution from the sale of shares, but the transaction is routine and not indicative of a change in company fundamentals or management's confidence.
• Management: The Power of Attorney facilitates compliance with SEC reporting requirements for equity compensation, reducing administrative burden on the executive while maintaining their ultimate responsibility for compliance.

Key Dates

Keywords

Greenbrier Companies, GBX, Matthew J. Meyer, Insider Trading, Form 4, Stock Sale, Restricted Stock Units, Tax Liability, Officer Transaction