FORWARD AIR CORP 8-K

What Happened
Forward Air Corporation (FWRD) filed an 8‑K reporting the results of its annual meeting held June 17, 2026. Stockholders elected five directors, approved a non‑binding advisory vote on executive compensation, ratified KPMG LLP as independent auditor for 2026, and approved an amendment to the Company’s 2025 Omnibus Incentive Compensation Plan. The matters were set forth in the Company’s proxy statement filed April 29, 2026.

Key Details

• Election of directors (votes For / Withheld; broker non‑votes: 4,674,152 for all nominees):
  • Dale W. Boyles: 21,374,787 For / 4,676,500 Withheld
  • Christine M. Gorjanc: 21,556,278 For / 4,495,009 Withheld
  • Jerome Lorrain: 21,499,588 For / 4,551,699 Withheld
  • Shawn Stewart: 25,370,833 For / 680,454 Withheld
  • Paul Svindland: 21,569,237 For / 4,482,050 Withheld
• Advisory vote on executive compensation (non‑binding): 24,784,242 For / 1,130,305 Against / 136,740 Abstentions (broker non‑votes: 4,674,152).
• Ratification of auditor: KPMG LLP ratified as independent registered public accounting firm for 2026 — 30,503,398 For / 145,356 Against / 76,685 Abstentions.
• Approval of amendment to the 2025 Omnibus Incentive Compensation Plan: 21,834,532 For / 3,752,547 Against / 464,208 Abstentions (broker non‑votes: 4,674,152).

Why It Matters
These votes finalize corporate governance and compensation matters that affect Oversight and executive pay policy. The election results keep the board in place (including CEO Shawn Stewart, who received strong support), the advisory approval indicates shareholder backing of the named executives’ compensation, and the plan amendment — now approved — governs future equity incentives. Investors who follow governance, executive pay, or potential dilution from equity plans should review the proxy for full details.