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Forward Air Corp 8-K Filings

FWRD NASDAQ

Every 8-K that Forward Air Corp (FWRD) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.

A 8-K covers material events a company has to report between its quarterly reports, so if you follow FWRD and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full FWRD filings page.

Rhea-AI Summary

Forward Air Corporation reported Q2 2026 results highlighted by record consolidated operating revenue of $673.0 million, up 8.8% year over year, and Consolidated EBITDA of $93.0 million, 17.6% higher than a year ago. Adjusted operating income excluding a goodwill impairment was $42.7 million, more than double Q2 2025.

GAAP results were dominated by a non-cash goodwill impairment charge of $244.0 million in the Omni Logistics segment, producing an operating loss of $201.3 million and net loss attributable to Forward Air of $207.3 million, or $6.38 per diluted share, versus a $0.41 loss per share a year earlier. Total shareholders’ equity moved to a deficit of $122.7 million from equity of $161.7 million at year end 2025.

The Expedited Freight segment posted revenue of $319.1 million, up 23.8%, and operating income of $34.9 million with a 10.9% margin, supported by higher tonnage and revenue per shipment. Omni Logistics grew revenue 3.1% to $338.5 million and, excluding impairment, delivered higher Reported EBITDA and margin. Intermodal revenue was stable at $59.7 million with operating income rising to $6.1 million and drayage revenue per shipment up 9.3%.

Liquidity was $401 million at June 30, 2026, including $139 million of cash and $261 million of availability under the credit facility. Last twelve months Consolidated EBITDA under the credit agreement was $318.6 million and net leverage stood at 5.2x.

Rhea-AI Summary

Forward Air Corporation entered into a non-binding memorandum of understanding with one of its largest customers covering services the customer had planned to shift to other providers. This customer generated approximately $250 million of revenue for the fiscal year ended December 31, 2025.

Under the MOU, Forward Air expects to retain at least half of this business, with the potential to retain an additional approximate 25%, and the contract term for retained services is extended for no less than two years. Services expected to move to other providers are anticipated to begin transitioning later in 2026, with most changes occurring in December 2026 and through 2027, subject to negotiating a definitive agreement.

Rhea-AI Summary

Forward Air Corporation reported leadership and compensation changes effective July 10, 2026. Jerome Lorrain resigned as Executive Chairman of the Board but will continue to serve as a member of the Board. His outstanding restricted stock awards were amended so that continued service as a director counts as “Service,” allowing those awards to remain outstanding and vest according to their original schedules while he remains on the Board.

Mr. Lorrain’s outstanding performance-based equity awards and a special one-time equity award tied to goals relating to the company’s ongoing strategic review were not amended and will be forfeited as of the effective date due to his cessation of service as Executive Chairman. He also did not receive an annual equity award for 2026 under the non-employee director compensation program, and no other compensatory arrangements were made in connection with his transition. The Board appointed current director Christine M. Gorjanc as independent Chair of the Board, and the company states her appointment was not made pursuant to any arrangement with another person and that there are no related-party transactions requiring disclosure.

Rhea-AI Summary

Forward Air Corporation reported results from its annual stockholder meeting. Stockholders elected five directors, including Shawn Stewart, who received 25,370,833 votes for and 680,454 votes withheld, with 4,674,152 broker non-votes.

Stockholders approved, on an advisory basis, the compensation of named executive officers with 24,784,242 votes for, 1,130,305 against, and 136,740 abstentions. They also ratified KPMG LLP as independent registered public accounting firm for the 2026 fiscal year with 30,503,398 votes for. In addition, stockholders approved an amendment to the 2025 Omnibus Incentive Compensation Plan with 21,834,532 votes for and 3,752,547 against.

Rhea-AI Summary

Forward Air Corporation reported a Q1 2026 net loss while improving operations and cash flow, and disclosed a pending loss of major business. Revenue was $582.0 million, down 5.1% year over year. Income from operations rose to $20.4 million from $4.8 million, but net loss was $40.2 million, improving from a $61.2 million loss. Diluted loss per share narrowed to $(1.09) from $(1.68). Consolidated EBITDA was $70.4 million. Liquidity increased to $402 million, including $141 million of cash and $261 million of revolver availability, and free cash flow rose to $40.2 million from $16.4 million. The Expedited Freight segment grew revenue 9.4% to $272.7 million with a 10.4% Reported EBITDA margin, while Omni Logistics generated $302.4 million of revenue with an improved 8.3% margin. The Intermodal segment’s revenue fell 15.0% to $53.1 million and margin declined. Forward Air also warned that one of its largest customers, which contributed about $250 million of 2025 revenue, is expected to shift most of its business to other providers beginning in early 2027. After a broad strategic review produced no actionable sale proposal for the whole company, the Board plans to pursue sales of non-core assets, including the Intermodal segment and two smaller Omni businesses, to help reduce debt and sharpen focus on core service-sensitive logistics.

Rhea-AI Summary

Forward Air Corporation announced that directors Charles L. Anderson and Robert L. Edwards, Jr. will not stand for re-election at the annual stockholders’ meeting scheduled for June 17, 2026. Both were designated by Ridgemont Equity Partners under a 2024 Shareholders Agreement.

The company states their decisions are not due to any disagreement over operations, policies, or practices. After the 2026 annual meeting, the board will be reduced from seven directors to five directors, while Ridgemont Equity Partners retains its director designation rights for future elections.

Rhea-AI Summary

Forward Air Corporation reported mixed fourth quarter and full-year 2025 results. For 2025, operating revenue was $2.50B, with income from continuing operations of $36.4M and an operating margin of 1.5%, a sharp improvement from the prior year’s large operating loss driven by goodwill impairment.

The company still posted a net loss attributable to Forward Air of $107.8M, or $(3.51) per diluted share, but this was much smaller than the prior year’s net loss. Consolidated EBITDA was $307.1M, nearly flat versus 2024. Cash provided by operating activities improved to $44.4M for the year, and free cash flow turned positive at $17.5M.

By segment, 2025 operating revenue was $1.01B for Expedited Freight, $1.35B for Omni Logistics and $230.5M for Intermodal. In fourth quarter 2025, consolidated revenue was $631.2M and Consolidated EBITDA was $76.6M. Year-end liquidity was $367M, including $106M of cash and $261M of availability under the credit facility, against long-term debt of $1.69B.

Rhea-AI Summary

Forward Air Corporation (FWRD) furnished an update announcing its financial results for the three months ended September 30, 2025. The company also posted an earnings presentation on its Investor Relations site at ir.forwardaircorp.com.

The materials were provided under Item 2.02 of Form 8‑K and are being furnished, not filed, under the Exchange Act. Exhibits include a press release (99.1) and Q3 2025 earnings and business update slides (99.2), with the cover page Inline XBRL file (104).

Rhea-AI Summary

Forward Air Corporation announced a leadership change in its technology organization. Joseph M. Tomasello resigned as Chief Information Officer, effective October 13, 2025. On October 14, 2025, the company appointed Jason Ringgenberg as interim CIO, effective immediately.

Ringgenberg brings extensive transportation and IT leadership experience, having served as CIO of Yellow Corporation from 2017 to 2023 and CIO of YRC Freight from 2014 to 2017, following more than two decades at Accenture leading its Global Freight and Logistics Industry Program. The move signals a continuity plan for Forward Air’s IT operations during the transition.

Rhea-AI Summary

Forward Air Corporation reported that director Michael B. Hodge resigned from its board of directors effective August 29, 2025. He had served on the Board’s Corporate Governance and Nominating Committee. The company states that his resignation reflects personal and professional considerations and does not arise from any disagreement over operations, policies, or practices.

In connection with his departure, Eve Omni Investor, LLC agreed to waive its director designation rights under a shareholders agreement dated January 25, 2024. The Board is also reducing its size from eight directors to seven directors following the resignation.

Rhea-AI Summary

Forward Air Corporation furnished a press release and an earnings presentation announcing its financial results for the three months ended June 30, 2025. The Form 8-K states the press release and presentation are being furnished under Item 2.02 and Item 9.01 and identifies Exhibit 99.1 as the press release, Exhibit 99.2 as the Q2 2025 presentation slides, and Exhibit 104 as the cover page interactive file.

No numeric financial figures are included in this Form 8-K; the detailed results and slides are contained in the furnished exhibits and are available on the company’s Investor Relations website.