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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM
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CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
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(Exact name of registrant as specified in its charter)
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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
EXPLANATORY NOTE
FreightCar America, Inc. (the "Company") is filing this Amendment No. 1 to its Current Report on Form 8-K filed on June 24, 2022 for the sole purpose of disclosing the appointment of a member (the "Director") of the Company's Board of Directors (the "Board") to a committee of the Board.
Section 5 – Corporate Governance and Management
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On June 24, 2022, FreightCar America, Inc. (the "Company") filed a Current Report on Form 8-K reporting the appointment to the Company's Board of Directors (the "Board") of José De Nigris Felán. Mr. Felán was not appointed to any committee of the Board at such time. Effective October 13, 2022, the Board, acting on the recommendation of the Nominating and Corporate Governance Committee, appointed Mr. Felán as a member of the Nominating and Corporate Governance Committee of the Board.
Also on October 13, 2022, the Board approved the appointment of Rodger L. Boehm, who has served on the Board since May 2022, as a chairman of the Compensation Committee, replacing the interim chairman, Malcom F. Moore.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
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FreightCar America, Inc.
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Date: October 18, 2022 |
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/s/ Michael A. Riordan |
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Name: |
Michael A. Riordan |
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Title: |
Vice President, Finance, Chief Financial Officer and Treasurer |
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