Forward Air Corp DEF 14A: Executive Compensation Focus
Ticker: FWRD · Form: DEF 14A · Filed: May 20, 2024 · CIK: 912728
Sentiment: neutral
Topics: def-14a, executive-compensation, corporate-governance
TL;DR
Forward Air Corp DEF 14A out - exec comp details for 2023, equity awards are key.
AI Summary
Forward Air Corp filed a DEF 14A on May 20, 2024, detailing executive compensation and annual meeting matters. The filing covers the fiscal year ending December 31, 2023, and includes information on equity awards granted to its "PeoMember" executives. Specific dollar amounts for these awards are not detailed in the provided snippet but are a key focus of the report.
Why It Matters
This filing provides transparency into how Forward Air Corp compensates its top executives, which can influence investor decisions and employee morale.
Risk Assessment
Risk Level: medium — DEF 14A filings often contain information about executive compensation and corporate governance, which can be sensitive and impact stock performance.
Key Numbers
- 2023-12-31 — Fiscal Year End (Reporting period for executive compensation details.)
- 2022-12-31 — Previous Fiscal Year End (Comparative data for executive compensation.)
- 2021-12-31 — Prior Fiscal Year End (Further comparative data for executive compensation.)
Key Players & Entities
- FORWARD AIR CORP (company) — Filer
- 0000912728 (company) — Central Index Key
- 4731 (dollar_amount) — Standard Industrial Classification
- TN (company) — State of Incorporation
- 1231 (dollar_amount) — Fiscal Year End
- 000-22490 (company) — SEC File Number
- 24962203 (company) — Film Number
- 1915 SNAPPS FERRY ROAD (company) — Business Street 1
- GREENEVILLE (company) — Business City
- 37745 (company) — Business Zip
FAQ
What is the primary purpose of this DEF 14A filing for Forward Air Corp?
The primary purpose is to provide information regarding the company's annual meeting of stockholders, including details on executive compensation, director nominations, and other corporate governance matters.
What fiscal year does the executive compensation information in this filing primarily cover?
The executive compensation information primarily covers the fiscal year ending December 31, 2023.
What type of compensation is highlighted in the summary tables for "PeoMember"?
The summary tables highlight equity awards granted to "PeoMember" executives, including the year-end fair value of outstanding and unvested equity awards.
What is Forward Air Corp's Standard Industrial Classification code?
Forward Air Corp's Standard Industrial Classification code is 4731, which relates to the arrangement of transportation of freight and cargo.
When was Forward Air Corp formerly known as Landair Services Inc?
Forward Air Corp was formerly known as Landair Services Inc, with the name change occurring on September 28, 1993.
Filing Stats: 4,830 words · 19 min read · ~16 pages · Grade level 14.6 · Accepted 2024-05-17 21:39:59
Key Financial Figures
- $0.01 — ders of Company Common Stock, par value $0.01 per share, or fractional units of the C
- $50,000 — The Company will pay Innisfree a fee of $50,000 as compensation for its services and wi
- $20 million — acquired Omni for a combination of (a) $20 million in cash and (b) (i) Common Equity Consi
Filing Documents
- fwrd-20240518.htm (DEF 14A) — 1372KB
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- fwrd-20240518_g9.jpg (GRAPHIC) — 18KB
- 0001628280-24-024198.txt ( ) — 4071KB
- fwrd-20240518.xsd (EX-101.SCH) — 1KB
- fwrd-20240518_htm.xml (XML) — 114KB
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT 39 COMPENSATION DISCUSSION AND ANALYSIS 47 OTHER COMPENSATION AND GOVERNANCE POLICIES 63 COMPENSATION COMMITTEE REPORT ON EXECUTIVE COMPENSATION 67
EXECUTIVE COMPENSATION
EXECUTIVE COMPENSATION 68 PROPOSAL 3 — APPROVAL OF AMENDMENT TO 2016 OMNIBUS INCENTIVE COMPENSATION PLAN 83 PROPOSAL 4 — ADVISORY VOTE ON COMPENSATION OF NAMED EXECUTIVE OFFICERS 97 PROPOSAL 5 — RATIFICATION OF APPOINTMENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE 2024 FISCAL YEAR 98 OTHER MATTERS 101 ANNEX A 104 FORWARD AIR CORPORATION 1915 Snapps Ferry Road, Building N Greeneville, Tennessee 37745 (423) 636-7000 PROXY STATEMENT FOR 2024 ANNUAL MEETING OF SHAREHOLDERS Questions and Answers about the Annual Meeting and Voting 1. WHY AM I RECEIVING THESE PROXY MATERIALS? You are receiving these proxy materials because you held shares of Company Common Stock (as defined below) or fractional units of the Company Series B Preferred Stock (as defined below), in each case on March 25, 2024, the record date (the "Record Date") for the 2024 Annual Meeting of Shareholders (the "Annual Meeting") to be held on June 3, 2024, beginning at 1:00 p.m. EDT, at the Atlanta Airport Marriott Gateway, 2020Convention Center Concourse, Atlanta, Georgia 30337. As a shareholder of record as of the Record Date, you are entitled to notice of, and to vote at, the Annual Meeting or any adjournment thereof. The proxy materials include our Notice of 2024 Annual Meeting of Shareholders, Proxy Statement and Annual Report on Form 10-K for the year ended December 31, 2023. The proxy materials also include the proxy card for the Annual Meeting, which is being solicited on behalf of the Board of Directors of the Company (the "Board"). The proxy materials contain detailed information about the matters to be voted on at the Annual Meeting and provide updated information about the Company to assist you in making an informed decision when voting your shares. The Company b egan furnishing the proxy materials to shareholders on or about May 17, 2024 and will bear the cost of soliciting proxies on behalf of the Company for the Annual Meeting. 2. WHAT AM I BE