Charles Leonard Anderson - 13 Jun 2025 Form 4 Insider Report for FORWARD AIR CORP (FWRD)

Reporting relationship: Director
Issuer ticker: FWRD
Reported as of: 13 Jun 2025
Net transaction value: $0
SEC form: 4
Accepted by SEC: 17 Jun 2025, 21:10:32 UTC
Prior SEC filing: 29 Feb 2024
Source filing: View source filing
Reporting owner signature: /s/ Michael L. Hance, Attorney-in-Fact

Key filing fact

Charles Leonard Anderson filed Form 4 for FORWARD AIR CORP (FWRD) on 17 Jun 2025.

Key facts

This page summarizes Charles Leonard Anderson's Form 4 filing for FORWARD AIR CORP (FWRD).
4 reported transactions and 0 derivative rows are listed below.
Accepted by SEC: 17 Jun 2025, 21:10.

Change

Previous filing in this sequence was filed on 29 Feb 2024.
Current net transaction value: $0.

Research use

This tells you what this filing adds before you inspect full transaction and derivative tables.
You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reporting Owners (1)

CIK 0001995776 Primary reporting owner

ANDERSON CHARLES LEONARD

Relationship: Director
Address: 1915 SNAPPS FERRY ROAD, BUILDING N, GREENEVILLE
Signature: /s/ Michael L. Hance, Attorney-in-Fact
Signature date: 17 Jun 2025

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

FWRD transaction

Common Stock

Award

Transaction value: $0
Shares: +6,432
Change %: +1426%
Price: $0.000000
Shares after: 6,883
Date: 13 Jun 2025
Ownership: Direct
Footnotes: F1, F2, F3

FWRD transaction

Common Stock

Award

Transaction value: $0
Shares: +6,963
Change %: +101%
Price: $0.000000
Shares after: 13,846
Date: 13 Jun 2025
Ownership: Direct
Footnotes: F3, F4, F5

FWRD transaction

Common Stock

Award

Transaction value: $0
Shares: +6,432
Change %: +1426%
Price: $0.000000
Shares after: 6,883
Date: 13 Jun 2025
Ownership: See footnotes.
Footnotes: F3, F6, F7

FWRD transaction

Common Stock

Award

Transaction value: $0
Shares: +6,963
Change %: +101%
Price: $0.000000
Shares after: 13,846
Date: 13 Jun 2025
Ownership: See footnotes.
Footnotes: F3, F7, F8

FWRD holding

Common Stock

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after: 101,745
Date: 13 Jun 2025
Ownership: See footnotes.
Footnotes: F3, F9

FWRD holding

Common Stock

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after: 243,005
Date: 13 Jun 2025
Ownership: See footnotes.
Footnotes: F3, F10

FWRD holding

Common Stock

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after: 354,957
Date: 13 Jun 2025
Ownership: See footnotes.
Footnotes: F3, F11

^* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Explanation of responses 11 footnotes

Footnote F1

Represents restricted stock awarded under the Forward Air Corporation 2025 Non-Employee Director Stock Plan in a transaction exempt from Section 16(b) under Rule 16b-3. The stock fully vests on the earlier of (a) the day immediately prior to Forward Air Corporation's 2026 Annual Meeting of Shareholders or (b) the first anniversary of the grant date. The Reporting Person may be deemed to be a member of a group for purposes of the Securities Exchange Act of 1934, as amended, with Ridgemont Equity Management III, LLC; REP Omni Holdings, L.P.; REP Coinvest III-A Omni, L.P.; REP Coinvest III-B Omni, L.P.; REP FAOM III-S, L.P.; Ridgemont Equity Partners Affiliates III, L.P.; REP Coinvest III Omni GP, LLC; Ridgemont Equity Management III, L.P.; REP Omni Holdings GP, LLC; and Charles Leonard Anderson (collectively, the Group).

Footnote F2

(Continued from footnote 1) The Reporting Person serves on the board of directors of the Issuer as a designee of one or more members of the Group. Pursuant to the policies of the members of the Group and their affiliates, the Reporting Person will be deemed to hold any securities of the Issuer he may receive in connection with his service on the board of directors of the Issuer for the benefit of one or more members of the Group. Accordingly, each of the members of the Group may be deemed to be a "director by deputization" of the Issuer. The Reporting Person disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.

Footnote F3

Additionally, these shares of Common Stock may be deemed to be indirectly beneficially owned by (i) REP Coinvest III-A Omni, L.P., (ii) REP Coinvest III-B Omni, L.P., (iii) REP FAOM III-S, L.P., (iv) REP Coinvest III Omni GP, LLC as General Partner of REP Coinvest III-A Omni, L.P. and General Partner of REP Coinvest III-B Omni, L.P., (v) Ridgemont Equity Management III, L.P. as General Partner of REP FAOM III-S, LP, (vi) Ridgemont Equity Management III, LLC as General Partner of REP Coinvest III Omni GP, LLC and General Partner of Ridgemont Equity Management III, L.P., and (vii) Charles Leonard Anderson. The Reporting Person disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.

Footnote F4

On June 13, 2025, the board of directors of Forward Air Corporation determined to issue shares of Common Stock pursuant to the reporting person's Non-Employee Director Annual Compensation Agreement, as amended (the "NED Compensation Agreement"). The Reporting Person may be deemed to be a member of a group for purposes of the Securities Exchange Act of 1934, as amended, with Ridgemont Equity Management III, LLC; REP Omni Holdings, L.P.; REP Coinvest III-A Omni, L.P.; REP Coinvest III-B Omni, L.P.; REP FAOM III-S, L.P.; Ridgemont Equity Partners Affiliates III, L.P.; REP Coinvest III Omni GP, LLC; Ridgemont Equity Management III, L.P.; REP Omni Holdings GP, LLC; and Charles Leonard Anderson (collectively, the Group).

Footnote F5

(Continued from footnote 4) The Reporting Person serves on the board of directors of the Issuer as a designee of one or more members of the Group. Pursuant to the policies of the members of the Group and their affiliates, the Reporting Person will be deemed to hold any securities of the Issuer he may receive in connection with his service on the board of directors of the Issuer for the benefit of one or more members of the Group. Accordingly, each of the members of the Group may be deemed to be a "director by deputization" of the Issuer. The Reporting Person disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.

Footnote F6

Represents restricted stock awarded to Charles Leonard Anderson, who is a member of the Group, under the Forward Air Corporation 2025 Non-Employee Director Stock Plan in a transaction exempt from Section 16(b) under Rule 16b-3. The stock fully vests on the earlier of (a) the day immediately prior Forward Air Corporation's 2026 Annual Meeting of Shareholders or (b) the first anniversary of the grant date.

Footnote F7

These shares of Common Stock are held directly by Robert Leon Edwards, Jr.

Footnote F8

On June 13, 2025, the board of directors of Forward Air Corporation determined to issue shares of Common Stock pursuant to the NED Compensation Agreement entered into by Robert Leon Edwards, Jr., who is a member of the Group.

Footnote F9

These shares of Common Stock are held directly by REP Coinvest III-B Omni, L.P.

Footnote F10

These shares of Common Stock are held directly by REP FAOM III-S, L.P.

Footnote F11

These shares of Common Stock are held directly by REP Coinvest III-A Omni, L.P.