Forward Air SEC Filings

Forward Air Corp executive reports small tax-related share disposition. CLO and Secretary Michael L. Hance reported a disposition of 225 shares of Forward Air common stock on February 9, 2026, through a tax-withholding transaction at $30.23 per share tied to restricted stock vesting. After this withholding, he directly holds 86,370.4515 common shares.

Forward Air Corp’s Chief People Officer reported an insider transaction involving company common stock. On 12/12/2025, 243 shares were withheld by the issuer at $25.47 per share to satisfy minimum tax withholding obligations upon the vesting and net settlement of restricted stock. After this transaction, the officer directly beneficially owned 7,960 shares of Forward Air Corp common stock.

Forward Air Corp (FWRD) reported an insider equity transaction by its Chief Supply Chain Officer on 11/18/2025. The officer had 148 shares of common stock withheld at a price of $21.05 per share, labeled with transaction code "F", which represents shares withheld by the company to cover minimum tax obligations upon the vesting and net settlement of restricted stock. Following this tax withholding event, the officer directly beneficially owns 6,085 shares of Forward Air common stock.

Forward Air Corporation has filed Post-Effective Amendment No. 4 converting a prior Form S-1 into a Form S-3 to register the resale of up to 11,683,943 shares of common stock. These shares were issued or are issuable to Omni Newco, LLC and Omni Management Holdings equityholders as part of the completed Omni acquisition and include both outstanding stock and shares underlying Opco Class B Units and corresponding Series B preferred units that are exchangeable into common stock.

The company will not receive any proceeds from sales by the selling stockholders. The filing also reflects Forward Air’s reincorporation from Tennessee to Delaware, which did not change its business, assets, management or Nasdaq listing under “FWRD.” Pro forma 2024 financials for the combined Forward–Omni business show operating revenue of $2,553,310 thousand and a net loss attributable to Forward shareholders of $867,634 thousand, driven in part by a large goodwill impairment and higher interest expense from new acquisition financing.

Forward Air Corporation (FWRD) filed its Q3 2025 10‑Q, reporting a quarterly net loss. Operating revenue was $631,763 thousand, down from $655,937 thousand a year ago. Net loss attributable to Forward Air improved to $16,250 thousand, or $0.52 per share, versus $73,408 thousand, or $2.66 per share, last year. Operating income was $15,007 thousand, offset by net interest expense of $44,775 thousand.

For the first nine months, operating revenues were $1,863,888 thousand and net loss attributable to Forward Air was $79,470 thousand. Cash and cash equivalents were $140,354 thousand, and long‑term debt was $1,684,319 thousand. The revolving credit facility had $273 million available with no outstanding borrowings, and the company was in compliance with covenants. Shareholders’ equity was $195,842 thousand. By segment in Q3 2025, revenues were $234,383 thousand for Expedited Freight, $339,584 thousand for Omni Logistics, and $57,796 thousand for Intermodal. The parties reached an agreement in principle on a shareholder litigation settlement, subject to court approval, to be funded by D&O insurers.

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).

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.

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.

Forward Air Corporation reported operating revenue of $618.8 million for the quarter ended June 30, 2025, a 3.9% decline year-over-year driven by lower Expedited Freight volumes. Operating income from continuing operations was $19.5 million, a marked improvement from a $1,095.8 million loss in Q2 2024 largely because there was no goodwill impairment this quarter. Omni Logistics revenue rose 5.3% to $328.3 million.

Despite operating profitability, the company recorded a net loss of $20.4 million, or $(0.41) per share, reflecting $45.3 million of net interest expense and a tax benefit that affected the period. Total assets were $2.761 billion and shareholders' equity declined to $216.2 million from $285.9 million at year-end 2024; accumulated deficit widened to $(402.5) million. The company continues Omni integration activities and the Board has initiated a strategic review of alternatives.