Forward Industries Files 8-K with Key Corporate Updates
Ticker: FWDI · Form: 8-K · Filed: Oct 4, 2024 · CIK: 38264
Sentiment: neutral
Topics: material-agreement, equity-sale, corporate-amendment
Related Tickers: FORWD
TL;DR
FORWD filed an 8-K detailing new agreements, stock sales, and charter changes as of Sept 30.
AI Summary
Forward Industries, Inc. filed an 8-K on September 30, 2024, reporting on several key events. These include entering into a material definitive agreement, unregistered sales of equity securities, and amendments to its articles of incorporation or bylaws. The filing also covers financial statements and exhibits, indicating ongoing corporate activities and potential changes.
Why It Matters
This filing signals significant corporate actions by Forward Industries, Inc., which could impact its operational structure, financial standing, and shareholder value.
Risk Assessment
Risk Level: medium — The filing involves material definitive agreements and unregistered sales of equity, which can introduce financial and operational risks.
Key Players & Entities
- Forward Industries, Inc. (company) — Registrant
- September 30, 2024 (date) — Date of earliest event reported
- New York (location) — State of Incorporation
FAQ
What type of material definitive agreement did Forward Industries, Inc. enter into?
The filing indicates the entry into a material definitive agreement, but the specific details of the agreement are not provided in this excerpt.
What was the purpose of the unregistered sales of equity securities?
The filing notes unregistered sales of equity securities, but the specific reasons or terms of these sales are not detailed in the provided text.
Were there any changes to Forward Industries, Inc.'s articles of incorporation or bylaws?
Yes, the filing reports on amendments to the articles of incorporation or bylaws of Forward Industries, Inc.
When was the earliest event reported in this 8-K filing?
The earliest event reported in this 8-K filing was on September 30, 2024.
What is the Standard Industrial Classification code for Forward Industries, Inc.?
The Standard Industrial Classification code for Forward Industries, Inc. is 3089, which corresponds to PLASTICS PRODUCTS, NEC.
Filing Stats: 737 words · 3 min read · ~2 pages · Grade level 10.5 · Accepted 2024-10-04 16:05:10
Key Financial Figures
- $0.01 — ch registered Common Stock, par value $0.01 per share FORD The NASDAQ Capital Mar
- $500,000 — the Conversion Agreement, FC converted $500,000 of the money the Company owes to FC int
Filing Documents
- forward_8k.htm (8-K) — 32KB
- forward_ex0401.htm (EX-4.1) — 34KB
- forward_ex1001.htm (EX-10.1) — 29KB
- 0001683168-24-006943.txt ( ) — 280KB
- ford-20240930.xsd (EX-101.SCH) — 3KB
- ford-20240930_lab.xml (EX-101.LAB) — 33KB
- ford-20240930_pre.xml (EX-101.PRE) — 24KB
- forward_8k_htm.xml (XML) — 4KB
01. Entry into a Material
Item 1.01. Entry into a Material Definitive Agreement. On September 30, 2024, Forward Industries, Inc. (the "Company") and Forward Industries (Asia-Pacific) Corporation ("FC"), a company owned by the Company's Chief Executive Officer and Chairman of the Board, entered into an Accounts Payables Conversion Agreement (the "Conversion Agreement"). The Conversion Agreement is identical to the prior conversion agreement entered into by the Company and FC, as previously disclosed in the Company's Current Reports on Form 8-K filed with the Securities and Exchange Commission on July 3, 2024, and July 8, 2024, except with respect to the amount converted. In accordance with the terms of the Conversion Agreement, FC converted $500,000 of the money the Company owes to FC into shares of the Company's Series A-1 Convertible Preferred Stock ("Series A-1"). Pursuant to the Conversion Agreement, the $500,000 was converted into 500 shares of Series A-1. The Conversion Agreement was effective on September 30, 2024. The foregoing description of the Conversion Agreement does not purport to be complete and is qualified in its entirety by the complete text of the Conversion Agreement, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.
02. Unregistered Sales of Equity Securities
Item 3.02. Unregistered Sales of Equity Securities. To the extent required by Item 3.02, the information contained in Item 1.01 and Item 5.03 is incorporated herein by reference. The transaction was exempt from registration pursuant to Section 4(a)(2) of the Securities Act of 1933 and Rule 506(b) of Regulation D promulgated thereunder.
03. Amendments to Articles of Incorporation
Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. Effective September 30, 2024, the Company filed a Certificate of Amendment of the Certificate of Incorporation (the "Amendment") increasing the number of authorized shares of Series A-1 from 1,700 shares to 2,700 shares. The foregoing description of the Amendment does not purport to be complete and is qualified in its entirety by the complete text of the Amendment, a copy of which is filed as Exhibit 4.1 to this Current Report on Form 8-K and is incorporated herein by reference.
01. Financial Statements and
Item 9.01. Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description of Exhibit 4.1 Certificate of Amendment of the Certificate of Incorporation – Increasing the Authorized Series A-1 10.1 Account Payables Conversion Agreement 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) 2
SIGNATURES
SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. FORWARD INDUSTRIES, INC. Date: October 4, 2024 By: /s/ Kathleen Weisberg Name: Kathleen Weisberg Title: Chief Financial Officer 3