Forward Industries, Inc.·4

May 18, 5:00 PM ET

Samani Pyahm 4

4 · Forward Industries, Inc. · Filed May 18, 2026

Research Summary

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Forward Industries (FWDI) Director Samani Pyahm Acquires Shares

What Happened
Samani Pyahm, a director of Forward Industries, acquired two positions reported on Form 4. On 2026-05-05 he received 1,783,519 common shares at $4.43 each (value $7,900,989). On 2026-04-30 he received 4,458,796 derivative securities (reported at $3.91 each, value $17,426,758) — these are warrants rather than open-market share purchases. Combined reported value is approximately $25.33 million. These were acquisitions (not sales).

Key Details

  • Transaction dates and prices:
    • 2026-05-05: Acquired 1,783,519 shares @ $4.43 (total $7,900,989).
    • 2026-04-30: Acquired 4,458,796 derivative securities (warrants) reported @ $3.91 (total $17,426,758).
  • Shares owned after transaction: Not specified in the provided Form 4 excerpt.
  • Footnote highlights:
    • F1: Securities were received via a distribution from a pooled investment vehicle managed by Multicoin Capital Management, LLC. The reporting person previously served as a manager of MCC. No cash was paid or received by the reporting person in connection with the distribution, and no shares were sold.
    • F2: Warrants vest/exercise in three tranches — one-third when Forward’s stock trades at 150% of the reference price for 20 of 30 days, another third at 200%, and the final third at 250% (same 20/30-day condition). Exercise is limited so exercising would not cause ownership to exceed 9.99% of the outstanding common stock.
    • F3: The warrants do not expire.
  • Filing timeliness: The Form 4 was filed on 2026-05-18 for transactions on 2026-04-30 and 2026-05-05; this appears later than the usual two-business-day reporting requirement and may be marked late in SEC records.

Context

  • These were not open-market purchases: the securities came from a distribution by an investment fund previously associated with the reporting person, and no cash changed hands. That distinction matters for interpreting insider intent—this is a transfer from a pooled vehicle rather than a personal cash buy-in on the market.
  • The April entry is for derivative warrants, not immediately tradable common stock. Warrants only become exercisable if Forward’s stock meets specific sustained price thresholds, and exercise is capped to avoid exceeding 9.99% ownership.

Insider Transaction Report

Form 4
Period: 2026-04-30
Samani Pyahm
Director
Transactions
  • Other

    Common Stock

    [F1]
    2026-05-05$4.43/sh+1,783,519$7,900,9893,134,871 total(indirect: By LLC)
  • Other

    Common Stock Purchase Warrant

    [F1][F2][F3]
    2026-04-30$3.91/sh+4,458,796$17,426,7584,458,796 total(indirect: By LLC)
    Exercise: $0.01Common Stock (4,458,796 underlying)
Footnotes (3)
  • [F1]The securities reported in this Form 4 were acquired by the Reporting Person pursuant to a distribution by a pooled investment vehicle (the "Investment Fund") managed by Multicoin Capital Management, LLC ("MCC"). The Reporting Person previously served as a manager of MCC and the Investment Fund was a significant shareholder of the Issuer. No shares were sold, and no cash consideration was paid or received by the Reporting Person in connection with the distribution.
  • [F2]The warrants shall be exercisable as follows: (i) one-third on and after the first date on which the closing trading price of the Issuer's Common Stock is equal to or greater than 150% of the cash Per Share Purchase Price (as defined in the Securities Purchase Agreement dated September 6, 2025) for 20 out of 30 trading days; (ii) one-third on and after the first date on which such closing trading price is equal to or greater than 200% of the cash Per Share Purchase Price for 20 out of 30 trading days; and (iii) one-third on and after the first date on which such closing trading price is equal to or greater than 250% of the cash Per Share Purchase Price for 20 out of 30 trading days. The warrants include an exercise limitation that prohibits the holder from exercising them in an amount that would result in ownership exceeding 9.99% of the issued and outstanding shares of Common Stock.
  • [F3]The warrants do not expire.
Signature
/s/ Pyahm Samani|2026-05-18

Documents

1 file
  • 4
    ownership.xmlPrimary