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Forward Industries (FORD) grants CFO 275,000 RSUs and 275,000 options

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Forward Industries, Inc. reported that Chief Financial Officer Mark Christopher Brazier received new equity awards. He was granted 275,000 restricted stock units, each representing one future share of common stock upon vesting, and 275,000 stock options under the company’s 2021 Equity Incentive Plan.

The awards were approved by the Compensation Committee and are exempt from Section 16(b) under Rule 16b-3. The securities vest 25% on April 13, 2027, with the remaining 75% vesting in 12 equal quarterly installments, contingent on continued service. Half the options carry a $9.18 exercise price and half a $13.77 exercise price, expiring in 2036.

Positive

  • None.

Negative

  • None.

Insights

CFO receives time-vested RSUs and options in routine equity grant.

The Chief Financial Officer of Forward Industries, Inc. received 275,000 restricted stock units and 275,000 stock options as compensation under the 2021 Equity Incentive Plan. These are non-cash awards designed to align executive pay with the company’s stock performance over time.

The grant vests 25% on April 13, 2027, with the remaining 75% in 12 quarterly installments, tying value to long-term service. Half the options have an exercise price of $9.18 per share and half $13.77, expiring in 2036. This structure is typical for senior executive incentives and does not, by itself, signal a change in the company’s fundamentals.

Insider Brazier Mark Christopher
Role Chief Financial Officer
Type Security Shares Price Value
Grant/Award Stock Options (Right to Buy) 275,000 $0.00 --
Grant/Award Common Stock 275,000 $0.00 --
Holdings After Transaction: Stock Options (Right to Buy) — 275,000 shares (Direct); Common Stock — 275,000 shares (Direct)
Footnotes (1)
  1. Represents restricted stock units. Each restricted stock unit represents a contingent right to receive one share of the Issuer's common stock upon vesting. The grant of restricted stock units and stock options was exempt from Section 16(b) of the Securities Exchange Act of 1934 by virtue of Rule 16b-3 promulgated thereunder, as it was approved by the Issuer's Compensation Committee of the Board of Directors. The restricted stock units and stock options were granted under the Issuer's 2021 Equity Incentive Plan. The securities vest as follows: 25% on April 13, 2027, with the remaining 75% vesting in 12 equal quarterly installments thereafter, subject to continued service with the Issuer on each applicable vesting date. One-half of the stock options have an exercise price per share of $9.18 and the remaining one-half of the stock options have an exercise price per share of $13.77. Not applicable.
Restricted stock units granted 275,000 units CFO award of RSUs contingent on vesting
Stock options granted 275,000 options CFO award under 2021 Equity Incentive Plan
Option exercise price (first half) $9.18 per share Exercise price for half of granted options
Option exercise price (second half) $13.77 per share Exercise price for remaining half of options
Initial vesting date April 13, 2027 25% of RSUs and options vest on this date
Remaining vesting schedule 12 quarterly installments Covers 75% of awards after initial vesting
Option expiration April 16, 2036 Expiration date for granted stock options
restricted stock units financial
"Represents restricted stock units. Each restricted stock unit represents a contingent right"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
Section 16(b) regulatory
"The grant of restricted stock units and stock options was exempt from Section 16(b)"
A federal rule that requires company insiders—like officers, directors and large shareholders—to return any profits made from buying and selling the company’s stock within a six-month window. It matters to investors because it discourages short-term trades that could exploit non-public information and helps protect outside shareholders by creating a simple, enforceable way to recover unfair gains, much like a rule stopping someone from flipping a limited-edition item for quick profit after getting early access.
Rule 16b-3 regulatory
"by virtue of Rule 16b-3 promulgated thereunder, as it was approved"
Rule 16b-3 is a Securities and Exchange Commission regulation that exempts certain routine, pre-approved transactions by company insiders from automatic liability for short-term trading profits. It acts like a safe harbor: if an insider follows a formal plan or the board approves specific transactions in advance, profits from buying and selling company stock within six months are not automatically reclaimed. Investors care because the rule clarifies when insider trades are permissible and reduces uncertainty about potential clawbacks.
2021 Equity Incentive Plan financial
"restricted stock units and stock options were granted under the Issuer's 2021 Equity Incentive Plan"
exercise price financial
"One-half of the stock options have an exercise price per share of $9.18"
The exercise price is the fixed amount at which you can buy or sell an asset, like a stock, when using an options contract. It matters because it helps determine whether exercising the option will be profitable or not, depending on the current market price. Think of it as the set price you agree on today to buy or sell later.
Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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
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*
Brazier Mark Christopher
(Last)(First)(Middle)
111 CONGRESS AVENUE
SUITE 500
(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)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Financial Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
04/16/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock(1)(2)(3)04/16/2026A275,000A$0275,000D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Stock Options (Right to Buy)(2)(4)04/16/2026A275,000 (3)04/16/2036Common Stock275,000(5)275,000D
Explanation of Responses:
1. Represents restricted stock units. Each restricted stock unit represents a contingent right to receive one share of the Issuer's common stock upon vesting.
2. The grant of restricted stock units and stock options was exempt from Section 16(b) of the Securities Exchange Act of 1934 by virtue of Rule 16b-3 promulgated thereunder, as it was approved by the Issuer's Compensation Committee of the Board of Directors. The restricted stock units and stock options were granted under the Issuer's 2021 Equity Incentive Plan.
3. The securities vest as follows: 25% on April 13, 2027, with the remaining 75% vesting in 12 equal quarterly installments thereafter, subject to continued service with the Issuer on each applicable vesting date.
4. One-half of the stock options have an exercise price per share of $9.18 and the remaining one-half of the stock options have an exercise price per share of $13.77.
5. Not applicable.
/s/ Mark Brazier04/17/2026
** Signature of Reporting PersonDate
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)

Source: View Original Filing on SEC EDGAR

FAQ

What equity awards did Forward Industries CFO receive in this Form 4?

The CFO received 275,000 restricted stock units and 275,000 stock options. Each restricted stock unit converts into one common share upon vesting, while the options allow future share purchases at preset exercise prices, providing long-term, stock-based compensation.

How do the restricted stock units for Forward Industries CFO vest?

The restricted stock units vest 25% on April 13, 2027, with the remaining 75% vesting in 12 equal quarterly installments. Vesting requires continued service with the company on each vesting date, encouraging long-term alignment and executive retention.

What are the exercise prices of the stock options granted to the Forward Industries CFO?

Half of the stock options have an exercise price of $9.18 per share, and the other half have an exercise price of $13.77 per share. These options give the CFO the right to buy common shares at those prices before expiration.

When do the stock options granted to the Forward Industries CFO expire?

The stock options granted to the CFO expire on April 16, 2036. Until that expiration date, and subject to vesting, the CFO can choose to exercise the options to purchase common stock at the specified exercise prices.

Under what plan were the Forward Industries CFO’s RSUs and options granted?

The restricted stock units and stock options were granted under Forward Industries’ 2021 Equity Incentive Plan. This plan governs equity-based compensation awards designed to link executive pay with company performance and shareholder value over time.

Why are the Forward Industries CFO’s equity grants exempt from Section 16(b)?

The grants are exempt from Section 16(b) because they were approved by the company’s Compensation Committee under SEC Rule 16b-3. This rule exempts certain board-approved, equity-based compensation transactions for officers and directors from short-swing profit rules.