[Form 4] Forward Industries Inc-N Y Insider Trading Activity

Rhea-AI Filing Summary

Michael D. Pruitt, Chief Executive Officer and Director of Forward Industries, Inc. (FORD), reported a grant of stock options on 09/08/2025. The Form 4 discloses an award of 90,000 stock options with an exercise price of $18.50 per share. The filing states the options were granted under the Issuer's 2021 Equity Incentive Plan, were approved by the board and are fully vested. The transaction is exempt from Section 16(b) under Rule 16b-3 because of board approval. Following the reported transaction, the Form shows beneficial ownership of 90,000 underlying shares attributable to these options, held directly by Mr. Pruitt. The form is signed and dated 09/10/2025.

Positive

• Board-approved grant under the 2021 Equity Incentive Plan, indicating governance oversight
• Options are fully vested, giving the CEO immediate alignment with shareholder outcomes
• Clear Section 16 disclosure filed and signed, showing regulatory compliance

Negative

• Potential dilution from 90,000 underlying shares could affect existing shareholders depending on total outstanding shares
• No performance conditions disclosed in the Form 4 explanation, which may concern shareholders seeking performance-linked pay

Insights

Securities Analyst

TL;DR: CEO received a board-approved grant of 90,000 fully vested options at $18.50, indicating executive retention or compensation alignment.

The grant of 90,000 options to the CEO, fully vested and approved by the board, represents a compensation event rather than a market transaction. Because the award is exempt under Rule 16b-3, it was a routine, governance-approved issuance under the 2021 Equity Incentive Plan. Materiality is moderate: the award affects potential dilution and aligns executive incentives with share performance, but by itself does not change the company’s operating outlook or current capital structure meaningfully without additional context on outstanding shares or option-overhang.

Corporate Governance Expert

TL;DR: Board-approved, fully vested option grant follows standard governance processes; disclosure is compliant and transparent.

The filing shows proper Section 16 reporting for an executive equity grant. Board approval and reliance on Rule 16b-3 are explicitly stated, which supports procedural compliance. The immediate vesting noted in the explanation may raise shareholder questions about performance conditions, but the Form 4 itself accurately discloses the grant details and ownership impact. This is a routine disclosure from a governance perspective and should be considered neutral in isolation.

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
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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^*

Pruitt Michael D

(Last) (First) (Middle)

C/O FORWARD INDUSTRIES, INC.

700 VETERANS MEMORIAL HWY, SUITE 100

(Street)

HAUPPAUGE NY 11788

(City) (State) (Zip)

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

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

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

3. Date of Earliest Transaction (Month/Day/Year)
09/08/2025

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

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

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

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

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
Stock Options (Right to Buy)	$18.5	09/08/2025		A		90,000		(1)	09/08/2030	Common Stock	90,000	(2)	90,000	D

Explanation of Responses:

1. The grant of the Issuer's 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 Board of Directors. The stock options are fully vested and granted under the Issuer's 2021 Equity Incentive Plan.

2. Not applicable.

	/s/ Michael Pruitt	09/10/2025
	** 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.

FAQ

What did FORD CEO Michael Pruitt report on Form 4?

The Form 4 reports a grant of 90,000 stock options to Michael D. Pruitt with an exercise price of $18.50, granted on 09/08/2025.

Are the options reported by FORD's CEO vested?

Yes, the filing explicitly states the stock options are fully vested.

Under which plan were the options granted?

The options were granted under the Issuer's 2021 Equity Incentive Plan and were approved by the board.

Is the transaction exempt from short-swing profit rules?

Yes, the grant is stated to be exempt from Section 16(b) under Rule 16b-3 due to board approval.

How many shares does the Form 4 show as beneficially owned after the transaction?

The Form shows 90,000 underlying shares attributable to the reported options, held directly by Mr. Pruitt.