Forward Air (NASDAQ: FWRD) CEO shares withheld to cover tax obligations

Rhea-AI Filing Summary

FORWARD AIR CORP Chief Executive Officer Shawn Stewart reported a Form 4 transaction where 4,136 shares of common stock were disposed of on April 29, 2026.

According to the filing, these shares were withheld by the company to satisfy minimum tax withholding obligations upon the vesting and net settlement of restricted stock, and were not an open-market sale. Following this tax-withholding disposition, Stewart directly holds 144,030 shares of common stock.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Stewart Shawn

Role Chief Executive Officer

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	4,136	$21.51	$89K

Holdings After Transaction: Common Stock — 144,030 shares (Direct, null)

Footnotes (1)

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Key Figures

Shares withheld for taxes: 4,136 shares Price per share: $21.51 per share Shares held after transaction: 144,030 shares +1 more

4 metrics

Shares withheld for taxes 4,136 shares Disposition on April 29, 2026 to satisfy tax withholding

Price per share $21.51 per share Value used for the 4,136-share tax-withholding disposition

Shares held after transaction 144,030 shares CEO Shawn Stewart’s direct common stock holdings following the transaction

Transaction date April 29, 2026 Date of tax-withholding disposition reported on Form 4

Key Terms

restricted stock, minimum tax withholding obligations, net settlement

3 terms

restricted stock financial

"upon the vesting and net settlement of restricted stock"

Shares granted to an individual that carry limits on transfer or sale until certain conditions are met, such as staying with the company for a set time or hitting performance targets. Think of them as a locked gift that gradually opens; for investors they matter because they affect how many shares may enter the market later, signal management incentives and potential dilution, and reveal confidence in future company performance.

minimum tax withholding obligations financial

"withheld by Issuer to satisfy minimum tax withholding obligations"

net settlement financial

"upon the vesting and net settlement of restricted stock"

Form 4 Insider Transactions: What Each Field Means →

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
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^*

Stewart Shawn

(Last) (First) (Middle)

3200 OLYMPUS BOULEVARD

SUITE 300

(Street)

DALLAS TEXAS 75019

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
FORWARD AIR CORP [ FWRD ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/29/2026

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

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	04/29/2026		F(1)		4,136	D	$21.51	144,030	D

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

Explanation of Responses:

1. Represents shares withheld by Issuer to satisfy minimum tax withholding obligations upon the vesting and net settlement of restricted stock.

Remarks:

	/s/ Michael L. Hance, Attorney-in-Fact	05/01/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did Forward Air (FWRD) disclose for its CEO?

Forward Air disclosed that CEO Shawn Stewart had 4,136 common shares withheld on April 29, 2026. The shares were used to cover minimum tax withholding obligations tied to the vesting and net settlement of restricted stock, rather than sold in the open market.

Was the Forward Air (FWRD) CEO’s Form 4 transaction an open-market sale?

No, the CEO’s Form 4 transaction was not an open-market sale. The 4,136 shares were withheld by the company to satisfy tax withholding obligations upon vesting of restricted stock, meaning the disposition was for taxes rather than a voluntary sale into the market.

How many Forward Air (FWRD) shares were involved in the CEO’s tax withholding?

The filing shows that 4,136 shares of Forward Air common stock were withheld. These shares covered minimum tax withholding obligations linked to the vesting and net settlement of restricted stock awarded to CEO Shawn Stewart under the company’s equity compensation arrangements.

How many Forward Air (FWRD) shares does the CEO hold after this Form 4 transaction?

After the tax-withholding disposition, CEO Shawn Stewart directly holds 144,030 shares of Forward Air common stock. This post-transaction figure reflects his remaining direct ownership following the company’s withholding of 4,136 shares to cover required tax obligations on vested restricted stock.

What does transaction code "F" mean in the Forward Air (FWRD) Form 4?

Transaction code "F" indicates a disposition of shares to pay an exercise price or tax liability. In this case, 4,136 shares of Forward Air common stock were withheld by the issuer to satisfy minimum tax withholding obligations related to the vesting and net settlement of restricted stock.