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0000912728
2020-08-20
2020-08-20
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
________________________
FORM 8-K
______________
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): August 20, 2020 (August 17, 2020)
FORWARD AIR CORPORATION
(Exact name of registrant as specified in its charter)
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| | TN | | | 62-1120025 |
(State or other jurisdiction of incorporation) | | (I.R.S. Employer Identification No.) |
1915 Snapps Ferry Road | Building N | Greeneville | TN | | 37745 |
(Address of principal executive offices) | | (Zip Code) |
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000-22490 |
(Commission File Number) |
Registrant's telephone number, including area code: (423) 636-7000
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Not Applicable |
(Former name or former address, if changed since last report) |
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
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Title of each class | | Trading Symbol(s) | | Name of each exchange on which registered |
Common Stock, $0.01 par value | | FWRD | | NASDAQ |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
SECTION 5. CORPORATE GOVERNANCE AND MANAGEMENT.
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(b) On August 17, 2020, Christina W. Bottomley, Vice President, Chief Accounting Officer and Controller of Forward Air Corporation (the “Company”), notified the Company that she will be leaving the Company effective on September 25, 2020 to pursue a new professional opportunity unrelated to accounting. Ms. Bottomley’s decision to resign was not a result of any disagreement with the Company or the Company’s independent registered public accounting firm on any matter relating to the Company’s accounting principles or practices, financial statement disclosures or internal controls.
The Company has commenced a search for a new Controller. Michael J. Morris, the Company’s Chief Financial Officer and Treasurer, will assume responsibility as the Company’s Principal Accounting Officer on an interim basis. Ms. Bottomley and Mr. Morris will work together to ensure a smooth transition of the Company’s accounting responsibilities.
SIGNATURE
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.
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| | | FORWARD AIR CORPORATION |
Date: August 20, 2020 | | By: | /s/ Michael J. Morris |
| | | Michael J. Morris Chief Financial Officer and Treasurer |