Forward Industries, Inc. SEC Filings

Reporting Persons affiliated with Jump Trading Group acquired 7,947,843 shares of Forward Industries, Inc. The reporting group purchased 6,164,324 shares in a private placement at $18.50 per share and received 1,783,519 "Lead Investor Shares" as consideration, representing a total cash outlay tied to the private placement of $114,040,000 for the purchasers collectively. Based on 85,067,662 shares outstanding, the Reporting Persons may be deemed to beneficially own 9.3% of Forward Industries common stock.

The investors also received a Lead Investor Warrant to purchase up to 4,458,796 shares at $0.01 per share, subject to stock-price-based vesting conditions and a 9.99% ownership "Blocker" (adjustable up to 19.99% with notice). The investment is accompanied by customary registration rights, a lock-up for certain shares, and a board observer invitation for JD6 Cayman.

Forward Industries, Inc. (FORD) amended its initial Section 16 Form 3 to add additional reporting persons affiliated with Multicoin Capital. The filing is a joint Form 3 by Multicoin Capital Management, LLC (the adviser), Multicoin Capital Master Fund, LP (the fund), and two individuals, Pyahm Samani and Tushar Jain. The amendment states that Mr. Samani was appointed to the issuer's board following a Securities Purchase Agreement entered into on September 6, 2025, and that the other reporting persons may be deemed directors by deputization as a result.

The amendment clarifies that no securities are beneficially owned by any of the reporting persons and that the only change from the original Form 3 is the inclusion of the additional reporting persons (they had been disclosed previously but could not be listed initially due to EDGAR code issues). The filing is procedural and provides disclosure of board affiliation and reporting responsibility without any ownership of issuer securities.

Multicoin Capital and related persons acquired a significant stake in Forward Industries, Inc. Through a PIPE closed September 11, 2025, Multicoin Capital Master Fund, LP acquired 7,947,843 shares and Lead Investor Warrants to purchase 4,458,796 shares, and Pyahm Samani purchased 1,351,352 shares for $25,000,000. Including exercisable warrants, Reporting Persons beneficially own up to 12,406,639 shares (approx. 14.1%) for MCM entities and 13,757,991 shares (15.7%) for Mr. Samani, based on 83,233,878 shares outstanding. The Private Placement price was $18.50 per share. Lead Investor Warrants have a $0.01 exercise price but include a 9.99% ownership blocker limiting exercises; the blocker can be adjusted up to 19.99% with notice. MCMF LP gained the right to nominate an Investor Designee as chair of the Board while it beneficially owns at least 5% and promptly caused Mr. Samani to be appointed Chairman of the Board. Resale registration rights and lock-up arrangements govern resale timing and release tranches.

Forward Industries, Inc. entered into a Controlled Equity Offering Sales Agreement with Cantor Fitzgerald & Co., allowing it to offer and sell shares of its common stock, from time to time, having an aggregate sales price of up to $4 billion. Cantor will act as principal and/or sales agent and use commercially reasonable efforts to sell shares based on the company’s instructions, earning a 3.0% commission on gross proceeds from each sale. The company is not obligated to sell any shares, and it may suspend offers or terminate the agreement at any time. Any shares sold under this arrangement will be issued pursuant to Forward Industries’ automatic shelf registration statement on Form S-3, which includes an at-the-market offering prospectus. The company also highlights its use of SEC filings, press releases, its website, and its X account as key channels for disclosing material information.

Forward Industries, Inc. (FORD) filed an S-3ASR registering multiple securities and describing recent transactions and its new digital-asset treasury strategy. The company completed a private placement that closed on September 10, 2025, issuing 77,144,562 shares at $18.50 and pre-funded warrants to purchase 12,031,364 shares, generating approximately $1.65 billion of gross proceeds. Forward also entered a Controlled Equity Offering Sales Agreement with Cantor Fitzgerald to sell up to $4 billion of common stock from time to time.

The filing outlines a treasury policy to allocate principal holdings to SOL (Solana), including staking, use of liquid staking tokens, DeFi participation, and strategic purchases or sales. It records strategic agreements with Galaxy and others for advisory, asset management and services, registration rights for resale with a filing deadline of October 10, 2025, and conversions that eliminated outstanding Series A-1 and Series B preferred shares.

Forward Industries, Inc. reported fiscal 2024 results showing a sharp operating loss and continued restructuring of its businesses. Revenue-related cost of sales fell to $5.18M from $7.14M, producing a gross profit decline of $1.95M (27.4%). The company recorded an operating loss of $2.15M in fiscal 2024 versus $61K the prior year and a basic loss per share of $1.97 versus $0.06. Several businesses (OEM and retail) are presented as discontinued operations. The balance sheet shows goodwill of $1.56M, intangible assets net of $680K, deferred tax assets and NOLs, and a related-party promissory note with a $600K balance that has been extended. The company amended sourcing terms with Forward China, including a reduced fixed fee of $35K/month and payment-term changes.

Forward Industries, Inc. reported that it has made substantial purchases of the Solana cryptocurrency. The company’s initial liquid Solana token (“SOL”) purchases totaled 6,822,000 tokens at an average price of $232 per SOL, for a total cost of approximately $1.58 billion. This information was disclosed as an other event, meaning the company is updating investors about this significant new asset position outside of its regular earnings cycle.

Forward Industries, Inc. director Sangita Shah reported acquiring 50,000 shares of the company's common stock on 09/08/2025 at a reported price of $18.50 per share. The grant is described as restricted common stock issued under the Issuer's 2021 Equity Incentive Plan, fully vested and approved by the Board under Rule 16b-3, and thus exempt from Section 16(b) short-swing profit rules.

The filing also discloses that Ms. Shah beneficially controls an additional 11,113 shares held by Odyssean Enterprises Ltd., an entity she controls with her husband. The Form 4 is signed by Ms. Shah on 09/10/2025 and contains no derivative transactions or other disposals.

Sharon Hrynkow, a director of Forward Industries, Inc. (FORD), was granted 45,000 stock options on 09/08/2025. The options have an exercise price of $18.50, are exercisable immediately on 09/08/2025, and expire on 09/08/2030. The filing states the grant was approved by the issuer’s board and exempt from Section 16(b) under Rule 16b-3. Following the reported transaction, the filing shows beneficial ownership of 45,000 underlying shares via the option grant. The options are described as fully vested and were granted under the company’s 2021 Equity Incentive Plan.