Earnings release
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Forward ™ NEWS RELEASE FORWARD AIR CORPORATION REPORTS SECOND QUARTER 2026 RESULTS Reports Highest Quarterly Operating Revenue in Company History Expedited Freight Segment Leads Strong Results with Best Operating Revenue , Operating Income , Reported EBITDA and Margin in Last Two and a Half Years DALLAS ( BUSINESS WIRE ) Liquidity Remains Robust at $ 401 Million August 5 , 2026 - Forward Air Corporation ( NASDAQ : FWRD ) ( the " Company , " " Forward , ” “ we , ” “ our , ” or “ us ” ) today reported financial results for the three months ended June 30 , 2026 , as presented in the tables below . “ We are pleased to deliver another solid quarter and we are seeing momentum from our transformational efforts , combined with an improving freight market , ” said Shawn Stewart , President and Chief Executive Officer . " This contributed to reporting $ 673 million in consolidated operating revenue , which is the best in Forward Air Corporation's history . Consolidated EBITDA for the quarter was $ 93 million , an improvement of $ 14 million , compared to $ 79 million a year ago . " On a segment basis , the Expedited Freight segment made significant strides and reported its best operating revenue , operating income , Reported EBITDA and margin in the last two and a half years . The Omni Logistics segment saw an increase in demand for its contract logistics and air and ocean services and , excluding the impact of goodwill impairment , achieved its best Reported EBITDA and margin since the transaction in early 2024. Finally , the Intermodal segment had its best Reported EBITDA result in five quarters and best margin in six quarters . We believe the Intermodal segment is beginning to see the benefits of a strong pipeline and recently enacted strategic rate increases to several accounts . “ Our overall performance demonstrates the strength of our strategy , our portfolio of logistics offerings across a spectrum of services and the commitment and resilience of our team . As market conditions continue to improve , we remain focused on executing our plan and delivering sustainable , long - term value for our stakeholders , " concluded Stewart . Jamie Pierson , Chief Financial Officer , added , “ We reported consolidated operating revenue of $ 673 million in the second quarter compared to $ 619 million a year ago . In the second quarter , we reported an operating loss of $ 201 million that included a non - cash goodwill impairment charge of $ 244 million related to the Omni Logistics segment . Operating income , excluding the goodwill impairment charge , was $ 43 million , which is more than double the $ 20 million in operating income we reported in the second quarter last year . " On a last twelve months basis Consolidated EBITDA , a non - GAAP measure calculated pursuant to our Term Loan Credit Agreement , was $ 319 million .
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“Liquidity remained very strong at $401 million at the end of the second quarter comprised of $139 million in cash and $261 million of availability under our credit facility. This is in line with where we ended the first quarter 2026 and an improvement of $33 million compared to $368 million in total liquidity at the end of the second quarter 2025,” concluded Pierson. Three Months Ended June 30, (in thousands, except per share data) 2026 2025 $ Change % Change Operating revenues $ 673,036 $ 618,844 $ 54,192 8.8 % Operating (loss) income $ (201,312) $ 19,522 $ (220,834) nm Operating margin (29.9)% 3.2 % (3,310) bps Loss from continuing operations $ (243,856) $ (20,364) $ (223,492) nm Net loss from continuing per diluted share $ (6.33) $ (0.41) $ (5.92) nm Net cash (used in) provided by operating activities $ (4,883) $ (13,217) $ 8,334 63.1 % Non-GAAP Financial Measures: Consolidated EBITDA $ 92,985 $ 79,081 $ 13,904 17.6 % Adjusted operating income $ 42,694 $ 19,522 $ 23,172 118.7 % Free cash flow $ (6,971) $ (17,157) $ 10,186 59.4 % Reconciliation of these non-GAAP financial measures are provided below the financial tables. nm = not meaningful Review of Financial Results Forward Air will hold a conference call to discuss second quarter 2026 results on Wednesday, August 5 at 4:30 p.m. ET. The Company’s conference call will be available online on the Investor Relations portion of the Company’s website at ir.forwardaircorp.com, or by dialing (800) 579-2543, Access Code: FWRDQ226. A replay of the conference call will be available on the Investor Relations portion of the Company’s website at ir.forwardaircorp.com, which we use as a primary mechanism to communicate with our investors. Investors are urged to monitor the Investor Relations portion of the Company’s website to easily find or navigate to current and pertinent information about us. About Forward Air Corporation Forward is a leading asset-light provider of transportation services across the United States, Canada and Latin America. We provide expedited less-than-truckload services, including local pick-up and delivery, shipment consolidation/deconsolidation, warehousing, and customs brokerage by utilizing a comprehensive national network of terminals. In addition, we offer truckload brokerage services, including dedicated fleet services, and intermodal, first- and last-mile, high-value drayage services, both to and from seaports and railheads, dedicated contract and Container Freight Station warehouse and handling services. Forward also operates a full portfolio of multimodal solutions, both domestically and internationally, via Omni Logistics. Omni Logistics is a global provider of air, ocean and ground services for mission-critical freight. We are more than a transportation company. Forward is a single resource for your shipping needs. For more information, visit our website at www.forwardair.com. (1) (1) 2
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Forward Air Corporation Condensed Consolidated Statements of Operations (unaudited and in thousands, except per share amounts) Three Months Ended Six Months Ended June 30, June 30, 2026 2025 2026 2025 Operating revenues: Expedited Freight $ 319,062 $ 257,696 $ 591,769 $ 507,077 Omni Logistics 338,547 328,316 640,965 651,786 Intermodal 59,724 59,146 112,816 121,638 Corporate and Eliminations (44,297) (26,314) (90,468) (48,376) Operating revenues 673,036 618,844 1,255,082 1,232,125 Operating expenses: Purchased transportation 335,892 303,300 619,669 607,562 Salaries, wages and employee benefits 130,040 145,490 245,616 287,405 Operating leases 50,252 49,505 99,965 98,298 Depreciation and amortization 38,262 36,806 76,783 74,166 Insurance and claims 13,678 15,536 27,176 30,542 Fuel expense 6,644 5,278 11,571 10,927 Other operating expenses 55,574 43,407 111,167 98,940 Impairment of goodwill 244,006 — 244,006 — Total operating expenses 874,348 599,322 1,435,953 1,207,840 Operating (loss) income: Expedited Freight 34,893 19,495 54,939 35,129 Omni Logistics (230,010) 7,186 (229,280) 10,561 Intermodal 6,101 4,415 7,325 9,957 Corporate and Eliminations (12,296) (11,574) (13,855) (31,362) Operating (loss) income (201,312) 19,522 (180,871) 24,285 Other income and expenses: Interest expense, net (43,721) (45,326) (87,308) (90,873) Foreign exchange (loss) gain (566) (4,653) 1,132 (5,575) Other income (expense), net 1,569 (6,656) (15,388) (6,552) Total other expense (42,718) (56,635) (101,564) (103,000) Loss from continuing operations before income taxes (244,030) (37,113) (282,435) (78,715) Income tax (benefit) expense (174) (16,749) 1,619 2,840 Loss from continuing operations (243,856) (20,364) (284,054) (81,555) Loss from discontinued operations, net of tax (2,075) — (2,075) — Net loss (245,931) (20,364) (286,129) (81,555) Net loss attributable to noncontrolling interest (38,631) (7,781) (44,510) (18,335) Net loss attributable to Forward Air $ (207,300) $ (12,583) $ (241,619) $ (63,220) Basic and diluted net loss per share attributable toForward Air: Continuing operations $ (6.33) $ (0.41) $ (7.49) $ (2.09) Discontinued operations (0.05) — (0.05) — Net loss per basic and diluted share $ (6.38) $ (0.41) $ (7.54) $ (2.09) 3
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Expedited Freight Segment Information and Operating Statistics (unaudited and in thousands, except per shipment and per hundredweight) Three Months Ended June 30, 2026 % ofRevenue 2025 % ofRevenue $ Change % Change Operating revenues: Network $ 225,971 70.8 % $ 193,829 75.2 % $ 32,142 16.6 % Truckload 69,237 21.7 % 42,636 16.5 % 26,601 62.4 % Other 23,854 7.5 % 21,231 8.3 % 2,623 12.4 % Total operating revenues 319,062 100.0 % 257,696 100.0 % 61,366 23.8 % Operating expenses: Purchased transportation 167,936 52.6 % 124,448 48.3 % 43,488 34.9 % Salaries, wages and employeebenefits 57,568 18.0 % 53,938 20.9 % 3,630 6.7 % Operating leases 16,416 5.1 % 17,355 6.7 % (939) (5.4)% Depreciation and amortization 8,495 2.7 % 10,357 4.0 % (1,862) (18.0)% Insurance and claims 10,018 3.1 % 10,693 4.1 % (675) (6.3)% Fuel expense 3,668 1.1 % 2,518 1.0 % 1,150 45.7 % Other operating expenses 20,068 6.5 % 18,892 7.4 % 1,176 6.2 % Total operating expenses 284,169 89.1 % 238,201 92.4 % 45,968 19.3 % Operating income $ 34,893 10.9 % $ 19,495 7.6 % $ 15,398 79.0 % Network revenue is comprised of all revenue, including linehaul, pickup and/or delivery, and fuel surcharge revenue, excluding accessorial and Truckload revenue. Three Months Ended June 30, 2026 2025 % Change Business days 64 64 — % Tonnage Total pounds 665,073 623,394 6.7 % Pounds per day 10,392 9,741 6.7 % Shipments Total shipments 749 739 1.4 % Shipments per day 11.7 11.5 1.7 % Weight per shipment 888 843 5.3 % Revenue per hundredweight $ 33.98 $ 31.09 9.3 % Revenue per hundredweight, ex fuel $ 24.26 $ 24.82 (2.3)% Revenue per shipment $ 301.75 $ 261.82 15.3 % Revenue per shipment, ex fuel $ 215.41 $ 209.24 2.9 % Excludes accessorial and Truckload products. Includes intercompany revenue between the Network and Truckload revenue streams. (1) (1) (1) (1) (2) (2) (2) (2) (1) (2) 4
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Omni Logistics Segment Information (unaudited and in thousands) Three Months Ended June 30, 2026 % ofRevenue 2025 % ofRevenue $ Change % Change Operating revenues: Ground $ 132,854 39.2 % $ 155,430 47.3 % $ (22,576) (14.5)% Contract Logistics 112,332 33.2 % 97,469 29.7 % 14,863 15.2 % Air and Ocean 93,361 27.6 % 75,417 23.0 % 17,944 23.8 % Total operating revenues 338,547 100.0 % 328,316 100.0 % 10,231 3.1 % Operating expenses: Purchased transportation 190,166 56.2 % 185,040 56.4 % 5,126 2.8 % Salaries, wages and employeebenefits 62,226 18.4 % 61,584 18.8 % 642 1.0 % Operating leases 27,466 8.1 % 25,686 7.8 % 1,780 6.9 % Depreciation and amortization 23,878 7.1 % 22,419 6.8 % 1,459 6.5 % Insurance and claims 276 0.1 % 1,248 0.4 % (972) (77.9)% Fuel expense 457 0.1 % 888 0.3 % (431) (48.5)% Other operating expenses 20,082 5.9 % 24,265 7.4 % (4,183) (17.2)% Impairment of goodwill 244,006 72.1 % — — % 244,006 nm Total operating expenses 568,557 167.9 % 321,130 97.8 % 247,427 77.0 % Operating (loss) income $ (230,010) (67.9)% $ 7,186 2.2 % $ (237,196) nm nm = not meaningful Intermodal Segment Information (unaudited and in thousands) Three Months Ended June 30, 2026 % ofRevenue 2025 % ofRevenue $ Change % Change Operating revenues $ 59,724 100.0 % $ 59,146 100.0 % $ 578 1.0 % Operating expenses: Purchased transportation 22,087 37.0 % 20,049 33.9 % 2,038 10.2 % Salaries, wages and employeebenefits 13,783 23.1 % 15,385 26.0 % (1,602) (10.4)% Operating leases 6,100 10.2 % 5,336 9.0 % 764 14.3 % Depreciation and amortization 3,882 6.5 % 4,502 7.6 % (620) (13.8)% Insurance and claims 1,799 3.0 % 3,147 5.3 % (1,348) (42.8)% Fuel expense 2,541 4.3 % 1,857 3.1 % 684 36.8 % Other operating expenses 3,431 5.7 % 4,455 7.6 % (1,024) (23.0)% Total operating expenses 53,623 89.8 % 54,731 92.5 % (1,108) (2.0)% Operating income $ 6,101 10.2 % $ 4,415 7.5 % $ 1,686 38.2 % Three Months Ended June 30, 2026 2025 % Change Drayage shipments 61,909 62,313 (0.6)% Drayage revenue per shipment $ 942 $ 862 9.3 % 5
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Forward Air Corporation Condensed Consolidated Balance Sheets (unaudited and in thousands) June 30, 2026 December 31, 2025 ASSETS Current assets: Cash and cash equivalents $ 139,448 $ 105,996 Accounts receivable, net 369,469 343,559 Other receivables 6,104 6,147 Prepaid expenses 26,465 28,045 Other current assets 41,630 37,254 Total current assets 583,116 521,001 Property and equipment, net 274,670 297,882 Operating lease right-of-use assets 361,426 412,535 Goodwill 278,706 522,712 Other intangible assets, net 860,915 906,791 Other long-term assets 52,012 58,023 Total assets $ 2,410,845 $ 2,718,944 LIABILITIES AND SHAREHOLDERS' (DEFICIT) EQUITY Current liabilities: Accounts payable $ 118,651 $ 121,752 Accrued expenses 118,551 114,422 Other current liabilities 81,911 69,130 Current portion of finance lease obligations 14,961 15,995 Current portion of operating lease liabilities 107,497 107,026 Total current liabilities 441,571 428,325 Long-term debt 1,693,340 1,687,248 Liabilities under Tax Receivable Agreement 26,794 11,548 Finance lease obligations, less current portion 16,804 22,387 Operating lease liabilities, less current portion 277,379 327,011 Deferred income taxes 24,358 27,221 Other long-term liabilities 53,265 53,540 Total liabilities 2,533,511 2,557,280 Shareholders' (deficit) equity: Preferred stock — — Common stock 337 313 Additional paid-in capital 575,818 559,551 Accumulated deficit (690,324) (447,100) Accumulated other comprehensive income (1,261) 580 Total Forward Air shareholders' (deficit) equity (115,430) 113,344 Noncontrolling interest (7,236) 48,320 Total shareholders' (deficit) equity (122,666) 161,664 Total liabilities and shareholders' (deficit) equity $ 2,410,845 $ 2,718,944 6
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Forward Air Corporation Condensed Consolidated Statements of Cash Flows (unaudited and in thousands) Three Months Ended Six Months Ended June 30, June 30, 2026 2025 2026 2025 OPERATING ACTIVITIES: Net loss $ (245,931) $ (20,364) $ (286,129) $ (81,555) Adjustments to reconcile net loss to net cash (used in)provided by operating activities: Depreciation and amortization 38,262 36,806 76,783 74,166 Impairment of goodwill 244,006 — 244,006 — Share-based compensation expense 491 4,711 4,032 7,669 Change in Tax Receivable Agreement liability (1,219) 6,864 15,488 6,864 Deferred income tax benefit (604) (1,933) (2,774) (4,725) Non-cash interest expense 3,654 3,473 7,227 6,846 Gain on sale of business (3,649) — (3,649) — Other 1,774 1,326 4,191 2,399 Changes in operating assets and liabilities: Accounts receivable (46,494) 4,200 (36,020) (16,945) Other receivables (2,551) 743 (499) 309 Other current and noncurrent assets 4,029 8,952 932 9,719 Accounts payable, accrued expenses and othercurrent liabilities 3,349 (57,995) 17,267 9,651 Net cash (used in) provided by operatingactivities (4,883) (13,217) 40,855 14,398 INVESTING ACTIVITIES: Proceeds from sale of property and equipment 1,125 804 2,553 1,495 Purchases of property and equipment (3,213) (4,744) (10,159) (16,650) Proceeds from sale of business, net 8,739 — 8,739 — Other — 55 — 31 Net cash provided by (used in) investingactivities 6,651 (3,885) 1,133 (15,124) FINANCING ACTIVITIES: Repayments of finance lease obligations (4,149) (4,945) (8,374) (9,376) Proceeds from borrowings under credit facility — 60,000 — 85,000 Repayments of borrowings under credit facility — (60,000) — (85,000) Proceeds from common stock issued under employeestock purchase plan 734 434 734 434 Payment of minimum tax withholdings on share-basedawards and other (120) (107) (805) (1,001) Net cash used in financing activities (3,535) (4,618) (8,445) (9,943) Effect of exchange rate changes on cash 193 353 (91) 710 NET CHANGE IN CASH, CASH EQUIVALENTS,RESTRICTED CASH AND RESTRICTED CASHEQUIVALENTS (1,574) (21,367) 33,452 (9,959) Cash, cash equivalents, restricted cash and restricted cashequivalents at beginning of period 141,022 116,674 105,996 105,266 Cash, cash equivalents, restricted cash and restricted cashequivalents at end of period $ 139,448 $ 95,307 $ 139,448 $ 95,307 7
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Forward Air Corporation Reconciliation of Non-GAAP Financial Measures In this press release, the Company includes financial measures that are derived on the basis of methodologies other than in accordance with United States generally accepted accounting principles (“GAAP”). The Company believes that meaningful analysis of its financial performance requires an understanding of the factors underlying that performance, including an understanding of items that are non-operational. Management uses these non-GAAP financial measures in making financial, operating, compensation and planning decisions as well as evaluating the Company’s performance. For the three and six months ended June 30, 2026 and 2025, this press release contains the following non-GAAP financial measures: earnings before interest, taxes, depreciation and amortization for each segment (“Reported EBITDA”), Consolidated EBITDA, Adjusted Operating Income and free cash flow. All non-GAAP financial measures are presented on a continuing operations basis. The Company believes that Reported EBITDA improves comparability from period to period by removing the impact of its capital structure (interest and financing expenses), asset base (depreciation and amortization) and tax impacts. The Company believes that free cash flow is an important measure of its ability to repay maturing debt or fund other uses of capital that it believes will enhance shareholder value. The Company is also providing Consolidated EBITDA calculated in accordance with our credit agreement as we believe it provides investors with important information regarding our financial condition and compliance with our obligations under our credit agreement. Non-GAAP financial measures should be viewed in addition to, and not as an alternative to or substitute for, the Company’s financial results prepared in accordance with GAAP. The Company has included, for the periods indicated, a reconciliation of the non-GAAP financial measure to the most directly comparable GAAP financial measure. Investors and other readers are encouraged to review the related GAAP financial measures and the reconciliations of the non-GAAP measures to their most directly comparable GAAP measures set forth below. 8
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The following is a reconciliation of net loss to Consolidated EBITDA: Three Months Ended Six Months Ended Last TwelveMonthsJune 30, June 30, (in thousands) 2026 2025 2026 2025 June 30, 2026 Net loss $ (245,931) $ (20,364) $ (286,129) $ (81,555) $ (346,299) Interest expense, net 43,721 45,326 87,308 90,873 177,182 Income tax (benefit) expense (174) (16,749) 1,619 2,840 (6,693) Depreciation and amortization 38,262 36,806 76,783 74,166 155,255 Reported EBITDA (164,122) 45,019 (120,419) 86,324 (20,555) Impairment of goodwill 244,006 — 244,006 — 244,006 Loss from discontinued operations, net of tax 2,075 — 2,075 — 2,075 Transaction and integration costs 4,709 5,949 7,523 19,875 19,097 Severance costs 1,114 830 1,654 2,404 4,993 Change in Tax Receivable Agreement liability (1,219) 6,864 15,488 6,864 6,878 Optimization project costs 152 691 152 1,722 20,840 Gain on disposition of business, net (2,874) — (2,874) — (2,874) Proforma savings — 4,352 — 8,704 5,413 Proforma dispositions 1,078 953 1,498 864 612 Other 8,066 14,423 14,680 25,546 38,079 Consolidated EBITDA $ 92,985 $ 79,081 $ 163,783 $ 152,303 $ 318,564 The following is a reconciliation of operating (loss) income to operating income, excluding the goodwill impairment charge, or adjusted operating income: Three Months Ended Six Months Ended June 30, June 30, (in thousands) 2026 2025 2026 2025 Operating (loss) income $ (201,312) $ 19,522 $ (180,871) $ 24,285 Impairment of goodwill 244,006 — 244,006 — Adjusted operating income $ 42,694 $ 19,522 $ 63,135 $ 24,285 The following is a reconciliation of net cash (used in) provided by operating activities to free cash flow: Three Months Ended Six Months Ended June 30, June 30, (in thousands) 2026 2025 2026 2025 Net cash (used in) provided by operating activities$ (4,883) $ (13,217) $ 40,855 $ 14,398 Proceeds from sale of property and equipment 1,125 804 2,553 1,495 Purchases of property and equipment (3,213) (4,744) (10,159) (16,650) Free cash flow $ (6,971) $ (17,157) $ 33,249 $ (757) 9
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Note Regarding Forward-Looking Statements This press release contains “forward-looking statements” within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking statements can be identified by words such as: “anticipate,” “intend,” “plan,” “goal,” “seek,” “believe,” “project,” “estimate,” “expect,” “strategy,” “future,” “likely,” “may,” “should,” “will” and similar references to future periods. Forward-looking statements included in this press release relate to management’s expectations regarding: the Company’s beliefs regarding the Intermodal segment and changing market conditions. Forward-looking statements are neither historical facts nor assurances of future performance. Instead, they are based only on our current beliefs, expectations and assumptions regarding the future of our business, future plans and strategies, projections, anticipated events and trends, the economy and other future conditions. Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict and many of which are outside of our control. Our actual results and financial condition may differ materially from those indicated in the forward-looking statements. The following is a list of factors, among others, that could cause actual results to differ materially from those contemplated by the forward-looking statements: economic factors such as tariffs, recessions, inflation, higher interest rates and downturns in customer business cycles, the risk of customer loss, the risk of management and employee loss, the creditworthiness of our customers and their ability to pay for services rendered, our inability to maintain our historical growth rate because of a decreased volume of freight or decreased average revenue per pound of freight moving through our network, market acceptance of our service offerings, increasing competition and pricing pressure, our dependence on our senior management team and the potential effects of changes in employee status, seasonal trends, the occurrence of certain weather events, restrictions in our charter and bylaws, and the risks described in our Annual Report on Form 10-K for the year ended December 31, 2025, and as may be identified in our subsequent Quarterly Reports on Form 10-Q and Current Reports on Form 8-K. We caution readers that any forward-looking statement made by us in this press release is based only on information currently available to us and they should not place undue reliance on any forward-looking statement, which reflect management's opinion as of the date on which it is made. We undertake no obligation to publicly update any forward-looking statement, whether written or oral, that may be made from time to time, whether as a result of new information, future developments or otherwise unless required by law. Contact: Investors: Tony Carreño investorrelations@forwardair.com Media: Hannah Weeg HWeeg@forwardair.com 10