1 unchanged sentence
Rule 10b5-1 Trading Plans
−Removed: During the three months ended September 30, 2023, no director or officer of the Company adopted or terminated a “Rule 10b5-1 trading arrangement” or “non Rule 10b5-1 trading arrangement” as each term is defined in Item 408(a) of Regulation S-K.
−Removed: 2.1 Agreement and Plan of Merger, dated as of August 10, 2023 by and among, among others, Forward Air Corporation and Omni Newco LLC (incorporated herein by reference to the registrant's Current Report on Form 8-K filed with the Securities and Exchange Commission on August 14, 2023).
+Added: During the three months ended March 31, 2024, no director or officer of the Company adopted or terminated a “Rule 10b5-1 trading arrangement” or “non Rule 10b5-1 trading arrangement” as each term is defined in Item 408(a) of Regulation S-K.
3.1 Restated Charter of the registrant (incorporated herein by reference to Exhibit 3 to the registrant’s Current Report on Form 8-K filed with the Securities and Exchange Commission on May 28, 1999 (File No.
3.2 Amended and Restated Bylaws of the registrant (incorporated herein by reference to Exhibit 3.2 to the registrant’s Annual Report on Form 10-K for the fiscal year ended December 31, 2022 filed with the Securities and Exchange Commission on March 1, 2023)
+Added: 3.3 Articles of Amendment to the Restated Charter of the registrant (incorporated herein by reference to Exhibit 3.1 to the registrant’s Current Report on Form 8-K filed with the Securities and Exchange Commission on January 31, 2024)
+Added: 10.1 Release and Separation Agreement, by and between the registrant and Thomas Schmitt, dated March 19, 2024
+Added: 10.2 Shawn St ewart Employment Agreement dated as of April 2 8 , 202 4
+Added: 10.3 Participation and Restrictive Covenants Agreement, by and between the registrant and Shawn Stewart, dated April 22 , 2024
+Added: 10.4 Term Sheet for Opco LLC Agreement
31.1 Certification of Principal Executive Officer Pursuant to Exchange Act Rule 13a-14(a) (17 CFR 240.13a-14(a))
13 unchanged sentences
Forward Air Corporation
−Removed: November 9, 2023 By:
−Removed: /s/ Thomas Schmitt
−Removed: Thomas Schmitt
−Removed: President and Chief Executive Officer
+Added: May 15, 2024 By:
+Added: /s/ Shawn Stewart
+Added: Shawn Stewart
+Added: Chief Executive Officer
(Principal Executive Officer and Duly Authorized Officer)
Forward Air Corporation
−Removed: November 9, 2023 By:
+Added: May 15, 2024 By:
/s/ Rebecca J.
2 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.