10-K/A: Forward Air Corporation Files Amendment No. 2 to 2024 Annual Report on Form 10-K
10-K/A Amendment
Forward Air Corporation files Amendment No. 2 to its Annual Report on Form 10-K for the year ended December 31, 2024, to incorporate the Dodd-Frank Executive Officer Clawback Policy.
Summary
- Forward Air Corporation has filed Amendment No. 2 to its Annual Report on Form 10-K for the fiscal year ended December 31, 2024.
- The amendment incorporates by reference Exhibit 97.1, the Dodd-Frank Executive Officer Clawback Policy, into the original filing.
- No other changes were made to the original filing to reflect events occurring after the initial filing date.
- The amendment includes new certifications by the company's Principal Executive Officer and Principal Financial Officer.
- The aggregate market value of the voting stock held by non-affiliates was approximately $527,386,885 as of June 30, 2024.
- As of March 17, 2025, the number of shares outstanding of the Registrant's common stock was 30,402,883.
Sentiment
Score: 7
Explanation: The document is a routine regulatory filing, indicating standard corporate governance practices. The sentiment is neutral to slightly positive as it reflects compliance and transparency.
Positives
- The filing ensures compliance with SEC regulations by incorporating the Dodd-Frank Executive Officer Clawback Policy.
- The certifications from the CEO and CFO provide assurance regarding the accuracy and completeness of the report.
Management Comments
- Shawn Stewart, Chief Executive Officer, certified the report.
- Jamie Pierson, Chief Financial Officer, certified the report.
Industry Context
This filing is a routine regulatory compliance activity for publicly traded companies, ensuring adherence to SEC guidelines and transparency for investors.
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Policy Incorporation | Incorporation of Dodd-Frank Executive Officer Clawback Policy | December 31, 2024 | Ensures compliance with regulatory requirements and enhances corporate governance. |
Stakeholder Impact
- Shareholders benefit from increased transparency and adherence to regulatory requirements.
- The Dodd-Frank Executive Officer Clawback Policy provides a mechanism for recovering incentive-based compensation in certain circumstances.
Key Dates
| Date | Description |
|---|---|
| December 31, 2024 | Fiscal year ended |
| June 30, 2024 | Date for aggregate market value of voting stock held by non-affiliates |
| March 17, 2025 | Date for number of shares outstanding |
| March 24, 2025 | Original Filing date of Form 10-K |
| March 25, 2025 | Filing date of Amendment No. 1 on Form 10-K/A |
| April 11, 2025 | Date of certifications by CEO and CFO |
Keywords
Form 10-K/A, Amendment, Annual Report, Dodd-Frank, Executive Officer Clawback Policy, Financial Reporting, SEC Filing, Forward Air Corporation
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