FreightCar America Adopts A Limited Duration Stockholder Rights Plan, Effective Immediately Through August 5, 2026

FreightCar America, Inc. (NASDAQ:RAIL) (the "Company" or "FreightCar") announced today that its Board of Directors (the "Board") has adopted a limited duration stockholder rights plan (the "Rights Plan") to protect the best interests of all FreightCar America, Inc. stockholders. The Rights Plan is effective immediately and will expire on August 5, 2026, unless terminated earlier by the Board.

The plan is intended to enable all stockholders to realize the long-term value of their investment and protect against any potential efforts to obtain control of the Company that are inconsistent with the best interests of its stockholders.

"Over the past several years, we have fully re-engineered our business and are now actively executing on a strategic plan to deliver substantial growth and long-term value creation. Following an analysis of our current position, the Board determined it was appropriate to adopt a rights plan to promote the fair and equal treatment of all the Company's stockholders," said Jim Meyer, Chairman of FreightCar America.

"We believe that there is significant upside ahead as we drive execution across our business, particularly given our leading margin profile and continued growth in market share," said Nick Randall, President and Chief Executive Officer of FreightCar America. "Our management team is focused on advancing our commercial strategy with the inclusion of tank car conversions and other value-add solutions, while also continuing to support our flexible manufacturing model, which has proved itself to be a key competitive advantage for us and a hallmark of our approach."

The Board adopted the Rights Plan following a review of the Company's current ownership structure. The Rights Plan is intended to reduce the likelihood that any person or group gains control of the Company through open-market accumulation or other tactics without paying an appropriate control premium or providing the Board sufficient time to make informed decisions that are in the best interests of the Company and all FreightCar America stockholders. The Rights Plan is not intended to deter offers or preclude the Board from considering offers that are in the best interest of the stockholders.