Sec Form 4 Filing - Gil Benavides Jesus Salvador @ FreightCar America, Inc. - 2024-01-04

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Gil Benavides Jesus Salvador 2. Issuer Name and Ticker or Trading Symbol FreightCar America, Inc. [ RAIL] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) VP Operations (Last) (First) (Middle) 125 SOUTH WACKER DRIVE, SUITE 1500 3. Date of Earliest Transaction (MM/DD/YY) 01/04/2024 (Street) CHICAGO, IL60606 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock 01/04/2024 A 42,402 A ( 1 ) $ 0 ( 2 ) 135,561 D Common Stock 640,603 I See footnote ( 3 ) Common Stock 316,013 I See footnote ( 4 )

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Employee Stock Option $ 2.73 01/04/2024 A( 5 ) 59,638 ( 6 ) 01/04/2034 Common Stock 59,638 $ 0 ( 7 ) 59,638 D Employee Stock Option $ 3.22 ( 8 ) 01/06/2033 Common Stock 50,067 50,067 D Employee Stock Option $ 3.82 ( 9 ) 01/17/2032 Common Stock 42,850 42,850 D Employee Stock Option $ 3.81 ( 10 ) 01/28/2031 Common Stock 12,608 12,608 D Employee Stock Option $ 2.38 ( 11 ) 01/05/2031 Common Stock 30,000 300,000 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Gil Benavides Jesus Salvador 125 SOUTH WACKER DRIVE SUITE 1500 CHICAGO, IL60606 X VP Operations Signatures /s/ Celia Perez, as attorney in fact 01/08/2024 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Exempt issuance of restricted shares under Rule 16(b)-3 pursuant to the Issuer's 2022 Long Term Incentive Plan. These shares were granted on January 4, 2024 and will vest on January 4, 2027. The restricted shares are subject to certain restrictions (including possible forfeiture). ( 2 )The restricted shares were granted pursuant to the Issuer's 2022 Long Term Incentive Plan and no consideration was paid by the recipient for the restricted shares. ( 3 )Represents 640,603 shares owned by Fabricaciones y Servicios de Mexico, S.A. de C.V., a corporation in which Jesus Salvador Gil Benavides owns 33% of the equity interests, and therefore is deemed to have voting and dispositive power over 33% of the shares held by such entity. Fabricaciones y Servicios de Mexico, S.A. de C.V., which is owned by Jesus Salvador Gil Benavides, Alejandro Gil and Salvador Gil, owns a total of 1,941,221 shares of common stock of the Company. ( 4 )Represents 316,013 shares owned by Agben de Mexico, S.A. de C.V., a corporation in which Jesus Salavdor Gil Benavides owns 99% of the equity interests, and therefore is deemed to have voting and dispositive power over the securities held by such entity. ( 5 )Exempt issuance of options under Rule 16(b)-3 pursuant to the Issuer's 2022 Long Term Incentive Plan. ( 6 )The options vest in three equal annual installments beginning on January 4, 2025. ( 7 )The options were granted pursuant to the Issuer's 2022 Long Term Incentive Plan, for which no consideration was paid by the recipient. ( 8 )On January 6, 2023, the recipient was granted 50,067 options. 17,022 options are fully vested and currently exercisable, 16,522 options will vest on January 6, 2025 and 16,523 options will vest on January 6, 2026. ( 9 )On January 17, 2022, the recipient was granted 42,850 options. 14,569 options are fully vested and currently exercisable, 14,140 options will vest on January 17, 2024 and 14,141 options will vest on January 17, 2025. ( 10 )On January 28, 2021, the recipient was granted 12,608 options. 8,447 options are fully vested and currently exercisable and 4,161 options will vest on January 28, 2024 ( 11 )On January 5, 2021, the recipient was granted 300,000 cash-settled stock appreciation rights which are fully vested and currently exercisable.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

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