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Filing Details

Accession Number:: 0001560207-16-000012
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2016-09-23 16:50:53
Reporting Period:: 2016-09-21

Filing Date:: 2016-09-23
Accepted Time:: 2016-09-23 16:50:53
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
352825	Foster L B Co	FSTR	Wholesale-Metals Service Centers & Offices (5051)	251324733

Insiders

Cik	Name	Reported Address	Director	Officer	Large Shareholder	Other
1432744	S Christopher Kiper	9401 Wilshire Blvd Suite 705 Beverly Hills CA 90212	Yes	No	Yes	No
1556313	Bradley Vizi	9401 Wilshire Blvd Suite 705 Beverly Hills CA 90212	Yes	No	Yes	No
1560207	Legion Partners Asset Management, Llc	9401 Wilshire Blvd Suite 705 Beverly Hills CA 90212	Yes	No	Yes	No
1595909	Legion Partners, L.p. I	9401 Wilshire Blvd. Suite 705 Beverly Hills CA 90212	Yes	No	Yes	No
1618783	Legion Partners, L.p. Ii	9401 Wilshire Blvd. Suite 705 Beverly Hills CA 90212	Yes	No	Yes	No
1661189	Legion Partners Special Opportunities, L.p. Ii	9401 Wilshire Blvd. Suite 705 Beverly Hills CA 90212	Yes	No	Yes	No
1682389	Legion Partners Holdings, Llc	9401 Wilshire Blvd., Suite 705 Beverly Hills CA 90212	Yes	No	Yes	No
1682390	Legion Partners, Llc	9401 Wilshire Blvd., Suite 705 Beverly Hills CA 90212	Yes	No	Yes	No
1682494	T. Raymond White	9401 Wilshire Blvd. Suite 705 Beverly Hills CA 90212	Yes	No	Yes	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock	Acquisiton	2016-09-21	6,001	$11.71	752,598	No	4	P	Indirect	Legion Partners, L.P. I
Common Stock	Acquisiton	2016-09-22	8,039	$11.72	760,637	No	4	P	Indirect	Legion Partners, L.P. I
Common Stock	Acquisiton	2016-09-23	5,361	$11.47	765,998	No	4	P	Indirect	Legion Partners, L.P. I

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	P	Indirect	Legion Partners, L.P. I
No	4	P	Indirect	Legion Partners, L.P. I
No	4	P	Indirect	Legion Partners, L.P. I

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Common Stock	108,856	Indirect	Legion Partners, L.P. II
Common Stock	318,861	Indirect	Legion Partners Special Opportunities L.P. II
Common Stock	8,179	Indirect	Legion Partners Asset Management, LLC

Footnotes

This Form 4 is filed jointly by Legion Partners, L.P. I ("Legion Partners I"), Legion Partners, L.P. II ("Legion Partners II"), Legion Partners Special Opportunities, L.P. II ("Legion Partners Special II"), Legion Partners, LLC ("General Partner"), Legion Partners Asset Management, LLC ("Legion Partners Asset Management"), Legion Partners Holdings, LLC ("Legion Partners Holdings"), Bradley S. Vizi, Christopher S. Kiper and Raymond T. White (collectively, the "Reporting Persons"). Each Reporting Person may be deemed to be a member of a Section 13(d) group that owns more than 10% of the Issuer's outstanding shares of Common Stock. Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein, and this report shall not be deemed to be an admission that any Reporting Person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
Legion Partners I directly owns these shares of common stock ("Common Stock") of L.B. Foster Company (the "Issuer"). General Partner is the general partner of Legion Partners I, Legion Partners Asset Management is the investment advisor of Legion Partners I, Legion Partners Holdings is the sole member of Legion Partners Asset Management and managing member of General Partner, and each of Messrs. Vizi, Kiper and White are managing directors of Legion Partners Asset Management and managing members of Legion Partners Holdings. As a result of these relationships, General Partner, Legion Partners Asset Management, Legion Partners Holdings and Messrs. Vizi, Kiper and White may be deemed to have shared voting and dispositive power over the Common Stock owned by Legion Partners I.
The transactions reported were effected pursuant to a Rule 10b5-1 plan adopted by the Reporting Persons on August 18, 2016. Accordingly, the Reporting Persons had no discretion with regard to the timing of the transactions.
Legion Partners II directly owns these shares of Common Stock. General Partner is the general partner of Legion Partners II, Legion Partners Asset Management is the investment advisor of Legion Partners II, Legion Partners Holdings is the sole member of Legion Partners Asset Management and managing member of General Partner, and each of Messrs. Vizi, Kiper and White are managing directors of Legion Partners Asset Management and managing members of Legion Partners Holdings. As a result of these relationships, General Partner, Legion Partners Asset Management, Legion Partners Holdings and Messrs. Vizi, Kiper and White may be deemed to have shared voting and dispositive power over the Common Stock owned by Legion Partners II.
Legion Partners Special II directly owns these shares of Common Stock. General Partner is the general partner of Legion Partners Special II, Legion Partners Asset Management is the investment advisor of Legion Partners Special II, Legion Partners Holdings is the sole member of Legion Partners Asset Management and managing member of General Partner, and each of Messrs. Vizi, Kiper and White are managing directors of Legion Partners Asset Management and managing members of Legion Partners Holdings. As a result of these relationships, General Partner, Legion Partners Asset Management, Legion Partners Holdings and Messrs. Vizi, Kiper and White may be deemed to have shared voting and dispositive power over the Common Stock owned by Legion Partners Special II.
Legion Partners Asset Management directly owns these shares of Common Stock. Legion Partners Holdings is the sole member of Legion Partners Asset Management and each of Messrs. Vizi, Kiper and White are managing directors of Legion Partners Asset Management and managing members of Legion Partners Holdings. As a result of these relationships, Legion Partners Holdings and Messrs. Vizi, Kiper and White may be deemed to have shared voting and dispositive power over the Common Stock owned by Legion Partners Asset Management.