MICHAEL B. HODGE - 31 May 2024 Form 4 Insider Report for FORWARD AIR CORP (FWRD)

Role
Director
Signature
/s/ Michael L. Hance, Attorney-in-Fact
Issuer symbol
FWRD
Transactions as of
31 May 2024
Transactions value $
$0
Form type
4
Filing time
04 Jun 2024, 21:31:33 UTC
Previous filing
24 May 2024
Next filing
11 Jul 2024
SEC
View on sec.gov

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction FWRD Series B Preferred Units Other $0 -460,871 -59.6% $0 312,343 31 May 2024 Common Stock 460,871 $0 By LLC F1, F2
transaction FWRD Class B Units Other $0 -460,871 -59.6% $0 312,343 31 May 2024 Common Stock 460,871 $0 By LLC F1, F3
transaction FWRD Series C-2 Units Other $0 -796,944 -59.6% $0 540,186 31 May 2024 Class B Units 796,944 $0 By LLC F1, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Reflects a distribution from EVE Omni Investor, LLC (the "LLC") in connection with the redemptions of its former co-manager for no consideration. The reporting person is a co-manager of the LLC.
F2 Represents Series B Preferred Units held by the LLC. Series B Preferred Units and corresponding Opco Class B Units are exchangeable at the option of the holder into shares of the Issuer's common stock. The Series B Preferred Units do not have an expiration date. The reporting person is a co-manager of the LLC. The reporting person disclaims beneficial ownership of the securities held by the LLC, except to the extent of his pecuniary interest therein.
F3 Represents Opco Class B Units held by the LLC. Series B Preferred Units and corresponding Opco Class B Units are exchangeable into shares of the Issuer's common stock. The Opco Class B Units do not have an expiration date. The reporting person is a co-manager of the LLC. The reporting person disclaims beneficial ownership of the securities held by the LLC, except to the extent of his pecuniary interest therein.
F4 Represents Opco Series C-2 Units held by the LLC. The Opco Series C-2 Units will automatically convert into a corresponding number of Opco Class B Units and Series B Preferred Units upon receipt of approval from the Issuer's shareholders. The Opco Series C-2 Units do not have an expiration date. The reporting person is a co-manager of the LLC. The reporting person disclaims beneficial ownership of the securities held by the LLC, except to the extent of his pecuniary interest therein.