Forward Industries Inc
For the period ended Sep 30, 2024. Filed Dec 27, 2024.
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FY2024 · Filed Dec 27, 2024
Extracted filing text, with the paragraph anchors used by the comparison.
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Signatures
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Dated: December 27, 2024
FORWARD INDUSTRIES, INC.
By: /s/ Terence Wise Terence Wise Chief Executive Officer (Principal Executive Officer)
In accordance with the Securities Exchange Act of 1934, as amended, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated:
| December 27, 2024 | /s/ Terence Wise Terence Wise Principal Executive Officer and Director |
|---|---|
| December 27, 2024 | /s/ Kathleen Weisberg Kathleen Weisberg Chief Financial Officer Principal Financial Officer and Principal Accounting Officer |
| December 27, 2024 | /s/ Sangita Shah Sangita Shah Director |
| December 27, 2024 | /s/ Sharon Hrynkow Sharon Hrynkow Director |
EXHIBIT INDEX
| Incorporated by Reference | |||||
|---|---|---|---|---|---|
| Exhibit No. | Exhibit Description | Form | Date | Number | Filed or Furnished Herewith |
| 2.1 | Stock Purchase Agreement dated January 18, 2018 - Intelligent Product Solutions, Inc.+ | 8-K | 1/18/18 | 2.1 | |
| 2.2 | Asset Purchase Agreement dated August 17, 2020 - Kablooe, Inc.+ | 8-K | 8/17/20 | 2.1 | |
| 3.1 | Restated Certificate of Incorporation | 10-K | 12/8/10 | 3(i) | |
| 3.2 | Certificate of Amendment of the Certificate of Incorporation – Series A Participating Preferred Stock | 8-K | 4/26/13 | 3.1 | |
| 3.3 | Certificate of Amendment of the Certificate of Incorporation – 6% Senior Convertible Preferred Stock | 8-K | 7/3/13 | 3.1 | |
| 3.4 | Certificate of Amendment of the Certificate of Incorporation – Reverse Stock Split | 8-K | 6/20/24 | 3.1 | |
| 3.5 | Certificate of Amendment of the Certificate of Incorporation – Series A-1 Convertible Preferred Stock | 8-K | 7/8/24 | 4.1 | |
| 3.6 | Certificate of Amendment of the Certificate of Incorporation – Increasing the Authorized Series A-1 | 8-K | 10/4/24 | 4.1 | |
| 3.7 | Third Amended and Restated Bylaws, as of May 28, 2014 | 10-K | 12/10/14 | 3(ii) | |
| 4.1 | Description of securities registered under Section 12 of the Exchange Act of 1934 | 10-K | 12/27/19 | 4.1 | |
| 4.2 | Promissory Note dated January 18, 2018 – Forward Industries (Asia-Pacific) Corporation (as amended and restated) | Filed | |||
| 10.1 | 2011 Long-Term Incentive Plan, as amended | 10-Q | 2/14/19 | 4.3 | |
| 10.2 | 2021 Equity Incentive Plan | 8-K | 12/23/20 | 4.1 | |
| 10.3 | Form of Employment Agreement dated May 26, 2021 – Paul Severrino* | 10-K | 12/16/21 | 10.4(a) | |
| 10.4 | Summary of Employment Arrangement - Terence Wise* | 10-K | 12/21/23 | 10.4 | |
| 10.5 | Employment Agreement dated July 1, 2023 – Kathleen Weisberg* | 8-K | 6/30/23 | 10.1 | |
| 10.6 | Paycheck Protection Program Term Note payable to TD Bank, N.A. dated April 18, 2020 | 8-K | 4/22/20 | 10.1 | |
| 10.7 | Amended and Restated TD Bank Revolving Term Note dated September 28, 2018 | 8-K | 10/2/18 | 10.1 | |
| 10.8 | TD Bank Modification Agreement dated September 28, 2018 | 8-K | 10/2/18 | 10.2 | |
| 10.9 | Consultancy Agreement dated March 1, 2022 - Justwise Group Ltd. | 10-Q | 5/12/22 | 10.1 | |
| 10.10 | Consultancy Agreement dated September 1, 2022 - Justwise Group Ltd. | 10-K | 12/16/22 | 10.11 | |
| 10.10(a) | Extension to the Consultancy Agreement – Justwise Group Ltd. | 8-K | 11/8/23 | 10.4 | |
| 10.11 | Employment Agreement dated January 18, 2018 - Robert Wild * | 10-K | 12/16/22 | 10.12 | |
| 10.12 | Employment Agreement dated August 17, 2020 – Tom KraMer * | 10-K | 12/16/22 | 10.13 | |
| 10.13 | Buying Agency and Supply Agreement dated November 2, 2023 – Forward Industries (Asia-Pacific) Corporation+ | 8-K | 11/8/23 | 10.1 | |
| 10.13(a) | Amendment to the Buying Agency and Supply Agreement - November 2024 | 8-K | 11/18/24 | 10.1 | |
| 10.14 | Deferred Payment Agreement - Forward Industries (Asia – Pacific) Corporation | 8-K | 11/8/23 | 10.2 | |
| 10.15 | Account Payables Conversion Agreement - Forward Industries (Asia- Pacific) Corporation – July 2024 | 8-K | 7/8/24 | 10.1 | |
| 10.16 | Account Payables Conversion Agreement - Forward Industries (Asia- Pacific) Corporation – September 2024 | 8-K | 10/4/24 | 10.1 | |
| 19.1 | Insider Trading Policy | Filed | |||
| 21.1 | List of Subsidiaries | 10-K | 12/17/20 | 21.1 | |
| 23.1 | Consent of Independent Registered Public Accounting Firm | Filed | |||
| 31.1 | CEO Certifications (302) | Filed | |||
| 31.2 | CFO Certification (302) | Filed | |||
| 32.1 | CEO and CFO Certifications (906) | Furnished | |||
| 97 | Clawback Policy | Filed | |||
| 101.INS | Inline XBRL Instance Document (the Instance Document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document) | Filed |
| 101.SCH | Inline XBRL Taxonomy Extension Schema Document | Filed |
| 101.CAL | Inline XBRL Taxonomy Extension Calculation Linkbase Document | Filed |
| 101.DEF | Inline XBRL Taxonomy Extension Definition Linkbase Document | Filed |
| 101.LAB | Inline XBRL Taxonomy Extension Label Linkbase Document | Filed |
| 101.PRE | Inline XBRL Taxonomy Extension Presentation Linkbase Document | Filed |
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101) |
- Management compensatory agreement or arrangement.
- Certain schedules, appendices and exhibits to this agreement have been omitted in accordance with Item 601 of Regulation S-K. A copy of any omitted schedule and/or exhibit will be furnished supplementally to the Securities and Exchange Commission staff upon request.
Copies of this filing (including the financial statements) and any of the exhibits referred to above will be furnished at no cost to our shareholders who make a written request to Forward Industries, Inc.; 700 Veterans Memorial Hwy, Suite 100, Hauppauge, NY 11788; Attention: Corporate Secretary.
| FORWARD INDUSTRIES, INC. AND SUBSIDIARIES | ||||||
|---|---|---|---|---|---|---|
| CONSOLIDATED FINANCIAL STATEMENTS | ||||||
| Page | ||||||
| Report of Independent Registered Public Accounting Firm (PCAOB #596) | F-2 | |||||
| Consolidated Balance Sheets at September 30, 2024 and 2023 | F-4 | |||||
| Consolidated Statements of Operations for the Years Ended September 30, 2024 and 2023 | F-5 | |||||
| Consolidated Statements of Shareholders’ Equity for the Years Ended September 30, 2024 and 2023 | F-6 | |||||
| Consolidated Statements of Cash Flows for the Years Ended September 30, 2024 and 2023 | F-7 | |||||
| Notes to Consolidated Financial Statements | F-8 | |||||
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.