Forward Industries (NASDAQ: FWDI) buys back 6.16M shares from Multicoin fund

Rhea-AI Filing Summary

Forward Industries, Inc. entered into a Securities Repurchase Agreement with Multicoin Capital Master Fund, LP, under which the company repurchased 6,164,324 shares of its common stock at $4.44 per share for a total of $27,369,598.56. The transaction is reported as a disposition of shares to the issuer by a more-than-ten-percent owner, resulting in the reporting group being deemed beneficial owners of 1,783,519 remaining shares of common stock. Multicoin Capital Management, LLC and Tushar Jain may be deemed beneficial owners through their advisory and control roles, but each reporting person disclaims beneficial ownership except to the extent of any pecuniary interest.

Insights

Equity ownership and buyback analyst

Large shareholder sells 6.16M shares back to Forward Industries in a negotiated repurchase.

The filing shows Forward Industries repurchased 6,164,324 common shares from Multicoin Capital Master Fund, LP for an aggregate $27,369,598.56, at $4.44 per share. This is structured as a disposition of shares to the issuer, not an open-market sale.

After the transaction, the reporting group is deemed to beneficially own 1,783,519 shares, indicating a substantially reduced but continuing position. Multicoin Capital Management, LLC and Tushar Jain may be deemed beneficial owners under Rule 16a-1(a), while each disclaims beneficial ownership beyond any pecuniary interest. Actual impact on ownership structure depends on the company’s total shares outstanding, which is not detailed in this excerpt.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Multicoin Capital Management, LLC, Multicoin Capital Master Fund, LP, Jain Tushar

Role 10% Owner | 10% Owner | 10% Owner

Type	Security	Shares	Price	Value
Disposition	Common Stock, par value $0.01 per share	6,164,324	$4.44	$27.37M

Holdings After Transaction: Common Stock, par value $0.01 per share — 1,783,519 shares (Indirect, See Footnote)

Footnotes (1)

1. On March 18, 2026, Multicoin Capital Master Fund, LP, a Cayman Islands limited partnership ("MCMF LP") entered into a Securities Repurchase Agreement (the "Repurchase Agreement") with the Issuer, pursuant to which the Issuer repurchased 6,164,324 shares of the Issuer's common stock, par value $0.01 per share ("Common Stock") from MCMF LP (the "Repurchased Shares") for an aggregate purchase price of $27,369,598.56. As a result of the Repurchase Agreement, the Reporting Persons (as defined below) may be deemed to be the beneficial owners of 1,783,519 shares of Common Stock (the "MCM Securities"). In addition to Multicoin Capital Management, LLC, a Texas limited liability company ("MCM LLC") this Form 4 is being filed jointly by MCMF LP and Tushar Jain, a citizen of the United States of America ("Mr. Jain") (collectively, the "Reporting Persons"). MCM LLC, as the investment adviser to MCMF LP, may be deemed to be the beneficial owner of the MCM Securities for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934. By virtue of Mr. Jain's position as ultimately controlling MCM LLC and MCMF LP, Mr. Jain may be deemed to be the beneficial owner of the MCM Securities for purposes of Rule 16a-1(a). Each of the Reporting Persons disclaims any beneficial ownership of any of the MCM Securties, except to the extent of any pecuniary interest therein.

Key Figures

Shares repurchased: 6,164,324 shares Repurchase price per share: $4.44 per share Aggregate repurchase price: $27,369,598.56 +3 more

6 metrics

Shares repurchased 6,164,324 shares Common Stock repurchased from Multicoin Capital Master Fund, LP

Repurchase price per share $4.44 per share Price for common stock in Securities Repurchase Agreement

Aggregate repurchase price $27,369,598.56 Total consideration paid by Forward Industries

Shares beneficially owned after 1,783,519 shares MCM Securities deemed beneficially owned after repurchase

Transaction code D Disposition to issuer of common stock

Transaction date March 18, 2026 Date of Securities Repurchase Agreement

Key Terms

Securities Repurchase Agreement, beneficial owners, Rule 16a-1(a), ten percent owner, +1 more

5 terms

Securities Repurchase Agreement financial

"entered into a Securities Repurchase Agreement (the "Repurchase Agreement") with the Issuer"

beneficial owners regulatory

"the Reporting Persons ... may be deemed to be the beneficial owners of 1,783,519 shares"

Beneficial owners are the people or entities that actually enjoy the economic benefits and control of shares or other assets, even when legal title is held by someone else such as a broker, custodian or trustee. Investors pay attention because beneficial owners hold the real voting power, receive dividends and can influence strategy and takeover outcomes — like the driver of a car who uses and maintains it while the bank holds the title — so disclosure shows who truly controls and benefits.

Rule 16a-1(a) regulatory

"may be deemed to be the beneficial owner of the MCM Securities for purposes of Rule 16a-1(a)"

ten percent owner regulatory

"is_ten_percent_owner": 1"

pecuniary interest financial

"disclaims any beneficial ownership ... except to the extent of any pecuniary interest therein"

Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

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
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

X

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

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Multicoin Capital Management, LLC

(Last) (First) (Middle)

501 WEST AVENUE, SUITE 3901

(Street)

AUSTIN TEXAS 78701

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Forward Industries, Inc. [ FWDI ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/18/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)
09/12/2025

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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, par value $0.01 per share	03/18/2025		D(1)		6,164,324(1)	D	$4.44	1,783,519(2)	I	See Footnote(3)(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 (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (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: 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

1. Name and Address of Reporting Person^*

Multicoin Capital Management, LLC

(Last) (First) (Middle)

501 WEST AVENUE, SUITE 3901

(Street)

AUSTIN TEXAS 78701

(City) (State) (Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Multicoin Capital Master Fund, LP

(Last) (First) (Middle)

C/O SERVICES CAYMAN LIMITED, P.O. BOX

10008, PAVILION EAST, CRICKET SQUARE

(Street)

GRAND CAYMAN KY1-1001

(City) (State) (Zip)

CAYMAN ISLANDS

(Country)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Jain Tushar

(Last) (First) (Middle)

501 WEST AVENUE, SUITE 3901

(Street)

AUSTIN TEXAS 78701

(City) (State) (Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

Explanation of Responses:

1. On March 18, 2026, Multicoin Capital Master Fund, LP, a Cayman Islands limited partnership ("MCMF LP") entered into a Securities Repurchase Agreement (the "Repurchase Agreement") with the Issuer, pursuant to which the Issuer repurchased 6,164,324 shares of the Issuer's common stock, par value $0.01 per share ("Common Stock") from MCMF LP (the "Repurchased Shares") for an aggregate purchase price of $27,369,598.56.

2. As a result of the Repurchase Agreement, the Reporting Persons (as defined below) may be deemed to be the beneficial owners of 1,783,519 shares of Common Stock (the "MCM Securities").

3. In addition to Multicoin Capital Management, LLC, a Texas limited liability company ("MCM LLC") this Form 4 is being filed jointly by MCMF LP and Tushar Jain, a citizen of the United States of America ("Mr. Jain") (collectively, the "Reporting Persons").

4. MCM LLC, as the investment adviser to MCMF LP, may be deemed to be the beneficial owner of the MCM Securities for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934. By virtue of Mr. Jain's position as ultimately controlling MCM LLC and MCMF LP, Mr. Jain may be deemed to be the beneficial owner of the MCM Securities for purposes of Rule 16a-1(a). Each of the Reporting Persons disclaims any beneficial ownership of any of the MCM Securties, except to the extent of any pecuniary interest therein.

Remarks:

Pyahm Samani ceased to be affiliated with the Reporting Persons on January 31, 2026 and is not a reporting person on this Form 4.

	MULTICOIN CAPITAL MANAGEMENT, LLC, By: /s/ Pyahm Samani, Managing Partner	04/08/2026
	MULTICOIN CAPITAL MASTER FUND, LP, By: Multicoin Capital Fund GP I, LLC, its general partner, By: Multicoin Capital GP, LLC, its managing member, By: /s/ Tushar Jain, Manager	04/08/2026
	/s/ Tushar Jain	04/08/2026
	** Signature of Reporting Person	Date
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).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What transaction did Multicoin entities report in Forward Industries (FWDI) on this Form 4/A?

Multicoin Capital Master Fund, LP reported disposing of 6,164,324 Forward Industries common shares back to the company under a Securities Repurchase Agreement, for an aggregate purchase price of $27,369,598.56 at $4.44 per share, significantly reducing its reported holdings.

How many Forward Industries shares were repurchased and at what price?

Forward Industries repurchased 6,164,324 common shares from Multicoin Capital Master Fund, LP at $4.44 per share, totaling $27,369,598.56. This was executed through a Securities Repurchase Agreement dated March 18, 2026, and is reported as a disposition to the issuer.

How many Forward Industries (FWDI) shares do the reporting persons still beneficially own?

Following the repurchase, the reporting persons may be deemed beneficial owners of 1,783,519 Forward Industries common shares. This remaining position, referred to as the MCM Securities, reflects their post-transaction stake as described in the Form 4/A footnotes.

Who are the reporting persons in this Forward Industries Form 4/A filing?

The reporting persons are Multicoin Capital Management, LLC, Multicoin Capital Master Fund, LP, and Tushar Jain. Multicoin Capital Management acts as investment adviser, and Jain ultimately controls both entities, so each may be deemed a beneficial owner under Rule 16a-1(a).

How is beneficial ownership described for Multicoin and Tushar Jain in the FWDI filing?

Multicoin Capital Management, LLC, as adviser to the fund, and Tushar Jain, as ultimate controller, may be deemed beneficial owners of the MCM Securities under Rule 16a-1(a). Each reporting person disclaims beneficial ownership except to the extent of any pecuniary interest.

What is the nature of the transaction code "D" for this Forward Industries Form 4/A?

The transaction uses code D, meaning a disposition to the issuer. It reflects the company’s repurchase of 6,164,324 common shares from Multicoin Capital Master Fund, LP under a negotiated Securities Repurchase Agreement, rather than an open-market sale.