Forward Industries (FORD) investor transfers 1.78M shares and exits stake

Rhea-AI Filing Summary

Forward Industries’ major holder Multicoin Capital and related entities have fully exited their reported position. As of April 30, 2026, Multicoin Capital Management LLC, Multicoin Capital Master Fund and Tushar Jain each report beneficial ownership of 0 shares of common stock, representing 0.0% of the company.

On May 5, 2026, Multicoin Capital Master Fund LP transferred 1,783,519 shares of common stock to Lemmings Holdings, LLC at $4.43 per share. On April 30, 2026, it also assigned 4,458,796 Lead Investor Warrants to Lemmings Holdings, LLC at $3.91 per warrant. This amendment is described as a final “exit filing” for the reporting persons.

Insights

Equity ownership & governance analyst

Multicoin Capital and affiliates fully exit their disclosed Forward Industries stake.

The filing shows that Multicoin Capital Management LLC, its master fund, and Tushar Jain now report 0 shares and 0.0% beneficial ownership of Forward Industries common stock. This follows transfers of both common shares and Lead Investor Warrants to Lemmings Holdings, LLC.

The transaction includes 1,783,519 shares sold at $4.43 per share and 4,458,796 Lead Investor Warrants assigned at $3.91 per warrant. The amendment is characterized as a final exit filing, meaning this shareholder group no longer meets the beneficial ownership reporting threshold. Future company disclosures may identify Lemmings Holdings’ role and ownership level.

Key Figures

Shares transferred: 1,783,519 shares Share transfer price: $4.43 per share Warrants assigned: 4,458,796 warrants +2 more

5 metrics

Shares transferred 1,783,519 shares Common stock transferred to Lemmings Holdings, LLC on May 5, 2026

Share transfer price $4.43 per share Price per Forward Industries common share on May 5, 2026

Warrants assigned 4,458,796 warrants Lead Investor Warrants assigned to Lemmings Holdings, LLC on April 30, 2026

Warrant assignment price $3.91 per warrant Price per Lead Investor Warrant on April 30, 2026

Post-transaction ownership 0 shares, 0.0% Beneficial ownership of Forward Industries common stock after transfers

Key Terms

beneficial owner, Lead Investor Warrants, Schedule 13D, exit filing, +1 more

5 terms

beneficial owner financial

"the Reporting Persons ceased to be the beneficial owners of more than five percent of the Common Stock"

A beneficial owner is the person who ultimately owns or controls a financial asset or property, even if their name isn't directly on official documents. Think of it like someone who secretly holds the keys to a safe deposit box—others may appear to have access, but the true owner is the one who benefits from what's inside. Identifying beneficial owners helps ensure transparency and prevent illegal activities like money laundering or fraud.

Lead Investor Warrants financial

"assigned 4,458,796 Lead Investor Warrants to Lemmings Holdings, LLC"

Schedule 13D regulatory

"filed by the Reporting Persons with the Securities and Exchange Commission ("SEC") on September 18, 2025"

A Schedule 13D is a legal document that investors file with regulators when they buy a large enough stake in a company to potentially influence its management or decisions. It provides details about the investor’s intention, ownership stake, and plans, helping other investors understand who is gaining control and what their motives might be.

exit filing regulatory

"This Amendment No. 2 constitutes an "exit filing" for the Reporting Persons"

beneficially own financial

"each beneficially own an aggregate of 0 shares of Common Stock which represent 0.0%"

Beneficially own means having the economic rights and risks of a security—such as the right to receive dividends, sell the shares, or profit from price changes—whether or not your name appears on the official share register. Think of it like renting a car: you use it and reap the benefits even if the title lists someone else. Investors care because beneficial ownership determines who truly controls value, must be disclosed under securities rules, and can signal potential influence or trading activity that affects a stock’s price.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 2)

Forward Industries, Inc.

(Name of Issuer)

Common Stock, par value $0.01 per share

(Title of Class of Securities)

349862409

(CUSIP Number)

Prat Vallabhaneni
1221 Avenue of the Americas,
New York, NY, 10020
212-819-8200

Laura Katherine Mann
1221 Avenue of the Americas,
New York, NY, 10020
212-819-8200

Erica Hogan
1221 Avenue of the Americas,
New York, NY, 10020
212-819-8200

White & Case LLP
1221 Avenue of the Americas,
New York, NY, 10020
212-819-8200

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

04/30/2026

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

schemaVersion:

SCHEDULE 13D

CUSIP Number(s): 349862409

1

Name of reporting person

Multicoin Capital Management, LLC

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

TEXAS

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

0.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

0 %

14

Type of Reporting Person (See Instructions)

IA

SCHEDULE 13D

CUSIP Number(s): 349862409

1

Name of reporting person

Multicoin Capital Master Fund, LP

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

CAYMAN ISLANDS

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

0.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

0 %

14

Type of Reporting Person (See Instructions)

PN

SCHEDULE 13D

CUSIP Number(s): 349862409

1

Name of reporting person

Tushar Jain

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

0.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

0 %

14

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Common Stock, par value $0.01 per share
(b)	Name of Issuer: Forward Industries, Inc.
(c)	Address of Issuer's Principal Executive Offices: 111 Congress Avenue, Suite 500, Austin, TEXAS , 78701.
Item 1 Comment: This Amendment No. 2 to the Schedule 13D ("Amendment No. 2") is being filed to report that as of April 30, 2026, the Reporting Persons ceased to be the beneficial owners of more than five percent of the Common Stock. This Amendment No. 2 constitutes an exit filing for the Reporting Persons. This Amendment No. 2 amends and supplements the Schedule 13D filed by the Reporting Persons with the Securities and Exchange Commission ("SEC") on September 18, 2025, as amended and supplemented by Amendment No. 1 to Schedule 13D as filed on April 8, 2026 (the "Original Schedule 13D", and the Original Schedule 13D as further amended and supplemented by this Amendment No. 2, the "Schedule 13D"), relating to the common stock, par value $0.01 per share (the "Common Stock"), of Forward Industries, Inc., a New York corporation (the "Issuer"), formerly having its principal executive offices at 700 Veterans Memorial Highway, Suite 100, Hauppauge, New York 11788, and presently having its principal executive offices at 111 Congress Avenue, Suite 500, Austin, Texas 78701. Except as specifically provided herein, this Amendment No. 2 does not modify any of the information previously reported in the Schedule 13D. Capitalized terms used herein and not otherwise defined in this Amendment No. 2 have the meanings set forth in the Original Schedule 13D. This Amendment No. 2 constitutes an "exit filing" for the Reporting Persons.
Item 4.	Purpose of Transaction
	Item 4 of the Original Schedule 13D is hereby amended and supplemented to add the following at the end thereof: On May 5, 2026, MCMF LP transferred 1,783,519 shares of Common Stock to Lemmings Holdings, LLC. On April 30, 2026, pursuant to the terms of the Lead Investor Agreement and Assignment Agreement, MCMF LP assigned 4,458,796 Lead Investor Warrants to Lemmings Holdings, LLC.
Item 5.	Interest in Securities of the Issuer
(a)	Item 5 of the Original Schedule 13D is hereby amended and restated in its entirety as follows: (a), (b) MCM LLC, MCMF LP and Mr. Jain each beneficially own an aggregate of 0 shares of Common Stock which represent 0.0% of the outstanding shares of Common Stock.
(b)	The information set forth in Item 5(a) of this Amendment No. 1 is hereby incorporated by reference.
(c)	In the 60 days prior to this filing, the following describes the Reporting Persons' transfer activity in shares of Common Stock: Date of Transaction: May 5, 2026 Amount of Securities Sold: 1,783,519 Price Per Share: $4.43 In the 60 days prior to this filing, the following describes the Reporting Persons' assignment activity in the Lead Investor Warrants: Date of Transaction: April 30, 2026 Amount of Securities Sold: 4,458,796 Price Per Share: $3.91
(d)	Not applicable.
(e)	As of April 30, 2026, the Reporting Persons ceased to be the beneficial owners of more than five percent of the Common Stock. The filing of this Amendment No. 2 represents the final amendment to the Schedule 13D and constitutes an exit filing for the Reporting Persons.
Item 6.	Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer
	Item 6 of the Original Schedule 13D is hereby amended and restated in its entirety as follows: The Reporting Persons do not have any contracts, arrangements, understandings or relationships (legal or otherwise) among the Reporting Persons or between the Reporting Persons and any person with respect to any securities of the Issuer, including any class of such issuer's securities used as reference security, in connection with any of the following: call options, put options, security-based swaps or any other derivative securities, transfer or voting of any of the securities, finder's fees, joint ventures, loan or option arrangements, puts or calls, guarantees of profits, division of profits or loss, or the giving or withholding of proxies.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Multicoin Capital Management, LLC

Signature:	/s/ Tushar Jain
Name/Title:	Tushar Jain/Manager
Date:	05/08/2026

Multicoin Capital Master Fund, LP

Signature:	/s/ Tushar Jain
Name/Title:	Tushar Jain/Manager of Multicoin Capital GP, LLC, Managing Member of Multicoin Capital Fund GP I, LLC, its General Partner
Date:	05/08/2026

Tushar Jain

Signature:	/s/ Tushar Jain
Name/Title:	Tushar Jain
Date:	05/08/2026

FAQ

What did Multicoin Capital disclose in its latest FORD ownership filing?

Multicoin Capital and related entities disclosed they now beneficially own 0 shares of Forward Industries common stock, or 0.0% of the class. The amendment is explicitly described as a final exit filing, indicating they no longer meet beneficial ownership reporting thresholds.

How many Forward Industries shares were transferred by Multicoin Capital?

Multicoin Capital Master Fund LP transferred 1,783,519 Forward Industries common shares to Lemmings Holdings, LLC. The filing states this transaction occurred on May 5, 2026 at a price of $4.43 per share, and forms part of Multicoin’s complete exit from the disclosed position.

What happened to the Lead Investor Warrants held by Multicoin Capital in FORD?

The filing shows 4,458,796 Lead Investor Warrants were assigned to Lemmings Holdings, LLC. This assignment occurred on April 30, 2026 at $3.91 per warrant under a Lead Investor Agreement and Assignment Agreement, contributing to Multicoin’s reported beneficial ownership falling to zero.

What is meant by an “exit filing” in the Forward Industries 13D/A?

The amendment calls itself an “exit filing” because the reporting persons ceased to be beneficial owners of more than five percent of Forward Industries common stock as of April 30, 2026. They now report 0 shares and 0.0% ownership, so this is the final amendment to their prior ownership report.

Does Multicoin Capital report any ongoing arrangements involving FORD securities?

The amendment states the reporting persons do not have contracts, arrangements, understandings or relationships with respect to Forward Industries securities. It specifically lists derivatives, voting agreements, profit-sharing and similar arrangements as not present, following their transfer of shares and warrants to Lemmings Holdings, LLC.