Skip to main content

FORWARD AIR CORP

For the period ended Sep 30, 2025. Filed Nov 5, 2025.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Sep 30, 2025 · Filed Nov 5, 2025

FWRD$16.64-1.7%Stored close · as of Nov 6, 2026
See the whole filing, with its images and exhibits

Cover page

Show cover page

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the Quarterly Period Ended September 30, 2025

OR

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission File No.000-22490

FORWARD AIR CORPORATION

(Exact name of registrant as specified in its charter)

Delaware62-1120025
(State or other jurisdiction of incorporation)(I.R.S. Employer Identification No.)
3200 Olympus BoulevardSuite 300DallasTX75019
(Address of principal executive offices)(Zip Code)

Registrant’s telephone number, including area code:(817)552-5270

1915 Snapps Ferry RoadBuilding NGreenvilleTN37745
(Former name, former address and former fiscal year, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:

Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock, $0.01 par valueFWRDThe Nasdaq Stock Market LLC

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes x No¨

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).

Yes x No¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See definition of “large accelerated filer”, “accelerated filer”, “smaller reporting company”, and“emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer¨Accelerated filerxNon-accelerated filer¨Smaller reporting company☐Emerging growth company☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes¨ Nox

The number of shares outstanding of the registrant’s common stock, $0.01 par value, as of October 31, 2025 was 31,248,234.

Table of Contents
Forward Air Corporation
Page
Number
Part I: Financial Information
Item 1. · Financial Statements (Unaudited)
Condensed Consolidated Balance Sheets – September 30, 2025 and December 31, 20244
Condensed Consolidated Statements of Operations and Comprehensive Loss - Three Months Ended September 30, 2025 and 20245
Condensed Consolidated Statements of Operations and Comprehensive Loss - Nine Months Ended September 30, 2025 and 20246
Condensed Consolidated Statements of Cash Flows – Nine Months Ended September 30, 2025 and 20247
Condensed Consolidated Statements of Shareholders’ Equity – Nine Months Ended September 30, 2025 and 20249
Notes to Condensed Consolidated Financial Statements – September 30, 202511
Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations25
Item 3.Quantitative and Qualitative Disclosures About Market Risk48
Item 4.Controls and Procedures48
Part II: Other Information
Item 1.Legal Proceedings49
Item 1A.Risk Factors50
Item 2.Unregistered Sales of Equity Securities and Use of Proceeds51
Item 3.Defaults Upon Senior Securities51
Item 4.Mine Safety Disclosures52
Item 5.Other Information52
Item 6.Exhibits53
Signatures54
ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.