4//SEC Filing
HODGE MICHAEL B 4
Accession 0001628280-24-025276
CIK 0000912728other
Filed
May 23, 8:00 PM ET
Accepted
May 24, 8:10 PM ET
Size
12.8 KB
Accession
0001628280-24-025276
Insider Transaction Report
Form 4
FORWARD AIR CORPFWRD
HODGE MICHAEL B
Director
Transactions
- Other
Class B Units
2024-05-22+27,128→ 773,214 total(indirect: By LLC)Exercise: $0.00→ Common Stock (27,128 underlying) - Other
Series B Preferred Units
2024-05-22+27,128→ 773,214 total(indirect: By LLC)Exercise: $0.00→ Common Stock (27,128 underlying) - Other
Series C-2 Units
2024-05-22+46,916→ 1,337,130 total(indirect: By LLC)Exercise: $0.00→ Class B Units (46,916 underlying)
Footnotes (6)
- [F1]Reflects (i) 21,491 Series B Preferred Units acquired by EVE Omni Investor, LLC (the "LLC") pursuant to a transfer from Omni Rollover, Inc. and (ii) 5,637 Series B Preferred Units acquired by the LLC pursuant to a transfer from MKJ Holdco, LLC (the "Series B Transfers"). The Series B Transfers were effective as of May 22, 2024 and made pursuant to certain profit sharing agreements between the LLC, Omni Rollover, Inc. and MKJ Holdco, 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]Reflects (i) 21,491 Opco Class B Units acquired by the LLC pursuant to a transfer from Omni Rollover, Inc. and (ii) 5,637 Opco Class B Units acquired by the LLC pursuant to a transfer from MKJ Holdco, LLC (the "Opco Class B Transfers"). The Opco Class B Transfers were effective as of May 22, 2024 and made pursuant to certain profit sharing agreements between the LLC, Omni Rollover, Inc. and MKJ Holdco, LLC.
- [F4]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.
- [F5]Reflects (i) 37,167 Opco Series C-2 Units acquired by the LLC pursuant to a transfer from Omni Rollover, Inc. and (ii) 9,749 Opco Series C-2 Units acquired by the LLC pursuant to a transfer from MKJ Holdco, LLC (the "Opco Series C-2 Transfers"). The Opco Series C-2 Transfers were effective as of May 22, 2024 and made pursuant to certain profit sharing agreements between the LLC, Omni Rollover, Inc. and MKJ Holdco, LLC.
- [F6]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.
Documents
Issuer
FORWARD AIR CORP
CIK 0000912728
Entity typeother
Related Parties
1- filerCIK 0001995325
Filing Metadata
- Form type
- 4
- Filed
- May 23, 8:00 PM ET
- Accepted
- May 24, 8:10 PM ET
- Size
- 12.8 KB