0000912728-16-000246.txt : 20160525 0000912728-16-000246.hdr.sgml : 20160525 20160525152137 ACCESSION NUMBER: 0000912728-16-000246 CONFORMED SUBMISSION TYPE: S-8 POS PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20160525 DATE AS OF CHANGE: 20160525 EFFECTIVENESS DATE: 20160525 FILER: COMPANY DATA: COMPANY CONFORMED NAME: FORWARD AIR CORP CENTRAL INDEX KEY: 0000912728 STANDARD INDUSTRIAL CLASSIFICATION: ARRANGEMENT OF TRANSPORTATION OF FREIGHT & CARGO [4731] IRS NUMBER: 621120025 STATE OF INCORPORATION: TN FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: S-8 POS SEC ACT: 1933 Act SEC FILE NUMBER: 333-151198 FILM NUMBER: 161674504 BUSINESS ADDRESS: STREET 1: 430 AIRPORT RD CITY: GREENEVILLE STATE: TN ZIP: 37745 BUSINESS PHONE: 4236367000 MAIL ADDRESS: STREET 1: P.O. BOX 1058 CITY: GREENEVILLE STATE: TN ZIP: 37744 FORMER COMPANY: FORMER CONFORMED NAME: LANDAIR SERVICES INC DATE OF NAME CHANGE: 19930928 S-8 POS 1 forms-8pos52516.htm FORM S-8 POS 5.25.16 Document


As filed with the Securities and Exchange Commission on May 25, 2016
Registration No. 333-151198
   
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
POST-EFFECTIVE AMENDMENT NO. 1 TO
FORM S-8
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933

FORWARD AIR CORPORATION
(Exact name of registrant as specified in its charter)

Tennessee
62-1120025
(State of Incorporation)
(I.R.S. Employer Identification No.)

430 Airport Road
Greeneville, Tennessee
37745
(Address of principal executive offices)
(Zip Code)
FORWARD AIR CORPORATION AMENDED AND RESTATED STOCK OPTION AND INCENTIVE PLAN
(Full title of plan)


Michael L. Hance
Senior Vice President, Chief Legal Officer and Secretary
430 Airport Road
Greeneville, Tennessee 37445
(423) 636-7000
Copy to:
Jason C. Harmon
DLA Piper US LLP
6225 Smith Avenue
Baltimore, Maryland 21209-3600
(410) 580-3000
(Name, address and telephone
number of agent for service)
 

This registration statement shall hereafter become effective in accordance with Rule 462 promulgated under the Securities Act of 1933, as amended.

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company. See definitions of “accelerated filer”, “large accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer x
Accelerated filer ¨
Non-accelerated filer ¨
Smaller reporting company ¨
 
 
(Do not check if a small reporting company)
 





EXPLANATORY NOTES

On May 27, 2008, Forward Air Corporation (the “Registrant”) filed Registration Statement on Form S-8 (Registration Statement No. 333-151198) (the “Form S-8”) registering 3,000,000 shares of the Registrant’s common stock, par value $0.01 per share (“Shares”), to be issued to participants under the Forward Air Corporation Amended and Restated Stock Option and Incentive Plan (the “Plan”). The Registrant is no longer issuing awards under the Plan. This Post-Effective Amendment No. 1 to the Form S-8 is being filed in order to deregister all Shares registered under the Form S-8 that, as of the date of this filing, remain unissued under the Plan and are not subject to issuance pursuant to awards outstanding under the Plan.

This Post-Effective Amendment to the Form S-8 shall become effective upon filing with the Securities and Exchange Commission pursuant to Rule 464 under the Securities Act of 1933, as amended.





SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing this Post-Effective Amendment No. 1 to the Registration Statement on Form S-8 and has duly caused this Post-Effective Amendment No. 1 to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Greeneville, State of Tennessee, on the 25th day of May, 2016.

FORWARD AIR CORPORATION

By: /s/ Bruce A. Campbell_______
     Bruce A. Campbell
     President and Chief Executive Officer

No other person is required to sign this Post-Effective Amendment No. 1 in reliance upon Rule 478 of the Securities Act of 1933, as amended.