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 9,
2011
Forward Industries, Inc.
(Exact Name of Registrant as Specified
in Its Charter)
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New York
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000-6669
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13-1950672
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(State or other Jurisdiction of Incorporation)
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(Commission File Number)
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(IRS Employer Identification No.)
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3110 Main St., Suite 400
Santa Monica, CA
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90405
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(Address of Principal Executive Offices)
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(Zip Code)
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Registrants telephone number, including area code:
(310)
526-3005
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(Former name or former address if changed since last
report)
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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 follow 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))
Item 2.02 Results
of Operations and Financial Condition.
On
Thursday, August 11, 2011, Forward Industries, Inc. (the Company) issued a
press release announcing its results of operations for the three and nine
months ended June 30, 2011. A copy of the press release is filed as
Exhibit 99.1 to this Current Report on Form 8-K.
More
complete information relating to such results of operations is contained in the
Companys Quarterly Report on Form 10-Q for the quarterly period ended June 30,
2011, filed with the Securities and Commission on August 11, 2011.
The
information in Item 2.02 of this Current Report on Form 8-K, including Exhibit
99.1 hereto, shall not be deemed to be filed for purposes of Section 18 of
the Securities Exchange Act of 1934, as amended (the Exchange Act), or
otherwise subject to the liabilities thereof, nor shall it be deemed to be
incorporated by reference into future filings by the Company under the Exchange
Act or under the Securities Act of 1933, as amended, except to the extent
specifically provided in any such filing.
Item 5.02(e)
Departure of Directors or Certain Officers; Election of Directors; Appointment
of Certain Officers; Compensatory Arrangements of Certain Officers.
On Tuesday, August 9, 2011, in accordance with
existing practice regarding awards to directors, the Compensation Committee approved
the grant of an award of options to purchase 10,000 shares of Common Stock to Ciara
Burnham, who was elected to the Companys Board of Directors in May 2011.
This award has a grant date of August 15, 2011, and vests one year from the
grant date, or August 14, 2012, subject to the grantees compliance with the
service period. The option exercise price is equal to the closing bid price of
the Companys Common Stock on the Nasdaq SmallCap Market on the grant date.
Item
9.01. Financial Statements and Exhibits.
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(d)
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Exhibits
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99.1
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Press Release
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Forward Looking Statements
This Current Report on Form 8-K contains
forward-looking statements (within the meaning of the Private Securities
Litigation Reform Act of 1995) that are subject to risks and uncertainties.
Actual results may differ substantially from those expressed or implied in such
forward-looking statements due to a number of factors. Readers are cautioned
that all forward-looking statements are based on managements present expectations,
estimates and projections, but involve risks and uncertainty. Please refer to the Companys report on Form 10-K for
the year ended September 30, 2010, and subsequent reports on Forms 10-Q and 8-K
as filed with the Securities and Exchange Commission for additional
information. The Company is under no obligation (and expressly disclaims any
obligation) to update or alter its forward-looking statements, whether as a
result of new information, future events or otherwise.
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.
Dated: August 15, 2011
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By:
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Name:
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Brett M. Johnson
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Title:
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Principal Executive Officer
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EXHIBIT INDEX