Cetus Capital VI, L.P. 4
4 · FORWARD AIR CORP · Filed Feb 17, 2026
Research Summary
AI-generated summary of this filing
Forward Air (FWRD) 10% Owner Cetus Capital Sells 30,000 Shares
What Happened
Cetus Capital VI, L.P., a reported 10% owner of Forward Air (ticker: FWRD), sold 30,000 shares on October 14, 2025. The shares were disposed at a weighted-average price of $21.42 per share for proceeds of approximately $642,600. The filing reports the sale as an open-market or private sale (transaction code S), i.e., a disposition rather than an acquisition.
Key Details
- Transaction date: October 14, 2025; weighted-average price reported $21.42. (Prices in the trades ranged from $21.20 to $21.56.)
- Shares sold: 30,000; proceeds ≈ $642,600.
- Shares owned after transaction: not specified in this Form 4.
- Footnote: The filer states these sales (together with related November 2025 sales) were potentially matchable under Section 16(b) with a purchase on October 20, 2025; the reporting person and issuer agreed that the reporting person will remit an aggregate $807,054 in connection with those transactions.
- Filing timeliness: Form 4 was filed on February 17, 2026, several months after the October 14, 2025 transaction (Form 4s are generally due within two business days under Section 16), so this filing is late.
Context
This report comes from a 10% owner (an institutional holder), not an executive officer; institutional sales can reflect portfolio management rather than a view on company fundamentals. The Section 16(b) footnote indicates some sales were later treated as potentially short-swing profits matched to a purchase and will result in a remittance to the issuer, which is a corrective/settlement outcome under insider-short-swing profit rules rather than an explicit statement of intent.
Insider Transaction Report
- Sale
Common Stock
[F1][F2]2025-10-14$21.42/sh−30,000$642,600→ 3,063,709 total
Footnotes (2)
- [F1]Given that the reporting person's sales of the Issuer's common stock reported herein, together with the reporting person's sales of the Issuer's common stock on November 6, 2025, November 10, 2025, November 11, 2025, and November 12, 2025 disclosed in the Form 4 filed on February 17, 2026, were potentially matchable under Section 16(b) of the Securities Exchange Act of 1934 ("Section 16(b)"), to the extent of an aggregate of 225,000 shares, with the reporting person's purchase of 225,000 shares of the Issuer's common stock on October 20, 2025, the reporting person has agreed to remit, and the Issuer has agreed to accept, an aggregate of $807,054 in connection with such sale transactions pursuant to Section 16(b).
- [F2]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $21.20 to $21.56, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.