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EXHIBIT 10.15.1
AMENDMENT NO. 1
TO
FREIGHTCAR AMERICA, INC. 2022 LONG TERM INCENTIVE PLAN
AMENDMENT NO. 1, dated as of March 27, 2023 (this "Amendment"), to the 2022 Long
Term Incentive Plan (as amended, the "Plan") of FreightCar America, Inc., a Delaware corporation (the "Corporation").
WHEREAS, the Corporation maintains the Plan, effective as of May 12, 2022;and
WHEREAS, pursuantto Section 9(d) of the Plan, the Board of Directors of the Corporation is authorized to amend the Plan.
NOW, THEREFORE, BE IT RESOLVED,that the Plan is herebyamended as follows:
I. Section 5(b)(iii) of the Plan is amended to delete the final proviso of the Section (that commences with "provided, however, that, unless the Committee determines otherwise,... " and continues through the end of that Plan Section) therefrom.
FREIGHTCAR AMERICA, INC.
By: /s/ Michael A. Riordan
Name: Michael A. Riordan
Title: VicePresident, Finance, Chief Financial
Officer and Treasurer