REP FAOM III-S, L.P. 3
3 · FORWARD AIR CORP · Filed Feb 5, 2024
Insider Transaction Report
Form 3
FORWARD AIR CORPFWRD
Ridgemont Equity Management III, LLC
Director10% Owner
Holdings
- 354,957(indirect: See footnotes.)
Common Stock
- 101,745(indirect: See footnotes.)
Common Stock
- 243,005(indirect: See footnotes.)
Common Stock
- (indirect: See footnotes.)
Opco Class B Units
Exercise: $110.00From: 2024-01-25→ Common Stock (1,152,846 underlying) - (indirect: See footnotes.)
Opco Class B Units
Exercise: $110.00From: 2024-01-25→ Common Stock (14,410 underlying)
Footnotes (8)
- [F1]These shares of Common Stock are held directly by REP Coinvest III-A Omni, L.P.
- [F2]These shares of Common Stock are held directly by REP Coinvest III-B Omni, L.P.
- [F3]These shares of Common Stock are held directly by REP FAOM III-S, LP.
- [F4]These shares of Common Stock may be deemed to be indirectly beneficially owned by (i) 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., (ii) Ridgemont Equity Management III, L.P. as General Partner of REP FAOM III-S, LP and (iv) 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.
- [F5]The Opco Class B Units are convertible into Common Stock of the Issuer at any time, at the holder's election, and have no expiration date. The right to exchange the units will be (1) subject to any applicable lock-up period to which the rollover holder is subject, customary procedural requirements and, subject to exceptions for exchanging all of a rollover holder's remaining units, minimum exchange amounts of 30,000 Class B Units and (2) limited to no more than two exchange exercises per calendar quarter per holder.
- [F6]These Opco Class B Units are held directly by REP Omni Holdings, LP.
- [F7]These Opco Class B Units are held directly by Ridgemont Equity Partners Affiliates III, L.P.
- [F8]The Opco Class B Units may be deemed to be indirectly beneficially owned by (i) REP Omni Holdings GP, LLC as General Partner of REP Omni Holdings, LP, (ii) Ridgemont Equity Management III, L.P. as General Partner of Ridgemont Equity Partners Affiliates III, L.P., and (iv) Ridgemont Equity Management III, LLC as General Partner of REP Omni Holdings GP, LLC and General Partner of Ridgemont Equity Management III, L.P.