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Form 8-K

sec.gov

8-K — Forward Industries, Inc.

Accession: 0001683168-26-007543

Filed: 2026-10-01

Period: 2026-10-01

CIK: 0000038264

SIC: 6199 (FINANCE SERVICES)

Item: Regulation FD Disclosure

Item: Financial Statements and Exhibits

Documents

8-K — forward_8k.htm (Primary)

EX-99.1 — PRESS RELEASE DATED OCTOBER 1, 2026 (forward_ex9901.htm)

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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): October 1, 2026

Forward Industries, Inc.

(Exact name of registrant as specified in its charter)

Texas

001-34780

13-1950672

(State or Other Jurisdiction

(Commission

(I.R.S. Employer

of Incorporation)

File Number)

Identification No.)

111 Congress Avenue, Suite 500

Austin,

Texas 78701

(Address of Principal Executive Office) (Zip Code)

(512)

256-9040

(Registrant’s telephone number, including

area code)

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:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, par value $0.01 per share

FWDI

The NASDAQ Capital Market

Indicate by check mark whether the registrant

is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities

Exchange Act of 1934 (17 CFR §240.12b-2).

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. ☐

Item 7.01. Regulation

FD Disclosure.

On October 1, 2026, Forward

Industries, Inc. (the “Company”) issued a press to provide an update on its SOL treasury strategy. A copy of the press release

is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

The information in this Item 7.01 (including Exhibit

99.1) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”)

or otherwise subject to the liabilities under such section, and shall not be deemed to be incorporated by reference into any filing of

the Company under the Securities Act of 1933 or the Exchange Act.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibit

Description

99.1

Press Release dated October 1, 2026

104

Cover Page Interactive Data File (embedded within

the Inline XBRL document)

2

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 1, 2026

By:

/s/ Michael Pruitt

Name: Michael Pruitt

Title: Interim Chief Executive Officer

3

EX-99.1 — PRESS RELEASE DATED OCTOBER 1, 2026

EX-99.1

Filename: forward_ex9901.htm · Sequence: 2

Exhibit 99.1

Forward Industries

Grows SOL Holdings by 949K to 8.5 Million

SOL in Fiscal Fourth Quarter, Increasing SOL per Share to 0.0806

Forward Industries

increased SOL per Share by 42% annualized, for the quarter.

AUSTIN, TX, October 1, 2026 – Forward Industries, Inc. (NASDAQ:

FWDI) (the “Company” or “Forward”), the leading Solana treasury company, today provided an update on its SOL treasury

strategy for its fiscal fourth quarter ended September 30, 2026. During the quarter, Forward increased its SOL and SOL equivalent holdings

by 948,601 SOL, or 13%, from 7,552,698 as of June 30, 2026 to 8,501,298 as of September 30, 2026, representing approximately 1.4% of Solana’s

circulating supply.1 The SOL added during the quarter came at an average cost of $83 per

SOL.2

SOL per share on a fully diluted basis increased to 0.0806 as of September

30, 2026, from 0.0730 as of June 30, 2026, representing quarterly growth of 10.4%, or approximately 42% on an annualized basis.3

While a portion of the quarter’s purchases was funded through the sale of FWDI shares, that issuance was accretive for shareholders,

as the quarterly increase in SOL per share shows. The quarter also completes Forward’s first full fiscal year executing on its Solana

focused strategy, over which SOL per share on a fully diluted basis grew 33% from 0.0604 as of September 30, 2025.

Forward’s investment in OnRe, the Solana-based tokenized reinsurance

platform, continued to grow during the quarter. ONyc’s market capitalization increased 40.7% from approximately $203.4 million at

the end of June 2026 to approximately $286.2 million as of September 30, 2026, and has grown approximately 100% since Forward’s

investment in May 2026. Over the same period, the total tokenized real-world asset market capitalization on Solana grew from more than

$3.3 billion to approximately $4.3 Billion.4

“This was a standout quarter for Forward, with record SOL additions

far outpacing our peers and SOL per share growth of approximately 42% on an annualized basis,” said Ryan Navi, Chief Investment

Officer of Forward Industries. “Our accelerating growth in both total SOL and SOL per share demonstrates the power of our disciplined

capital allocation and differentiated ‘SOL++’ strategy. We are building the Berkshire Hathaway of Solana, combining access

to best-in-class debt and equity capital terms with diversified yield sources and investments in high-growth ecosystem companies. Each

milestone strengthens our ability to compound shareholder value.”

1

Capitalization Table

The tables below present Forward’s net asset value and capitalization

as of September 30, 2026. Figures are preliminary and unaudited.5

Net Asset Value Calculation

Quantity

Price

Value

($)

Total FV of SOL Treasury*

8,501,298

$118.06

$1,003,663,266

Other digital assets – FV

42,587,366

Various

$26,927,436

Cash

$7,292,000

$1.00

$7,292,000

Institutional debt

($167,500,000)

$1.00

($167,500,000)

Total net asset value

$870,382,702

* Includes SOL, fwdSOL, pledged SOL, and excludes borrowed SOL

Capitalization Table

Quantity

Price

Market

Cap ($)

NAV/Sh

mNAV

Common shares

76,288,215

$7.80

$595,048,077

$11.41

0.684x

In-the-money warrants – vested

12,383,212

$0.06

In-the-money options – vested

481,497

$5.03

In-the-money options – unvested

256,667

$4.97

Restricted stock units – unvested

950,996

In-the-money fully diluted share count

90,360,587

$7.80

$704,812,579

$9.63

0.810x

Advisor and lead investor warrants

13,376,388

$0.01

Out-of-the-money warrants – vested

–

Out-of-the-money options – vested

151,896

$18.14

Out-of-the-money options – unvested

921,606

$11.90

Performance stock units – unvested

725,324

Fully diluted share count

105,535,801

$7.80

$823,179,248

$8.25

0.946x

Quarter-over-Quarter Summary

June

30, 2026

September

30, 2026

SOL and SOL equivalents

7,552,698

8,501,298

Percent of SOL circulating supply

~1.3%

~1.4%

SOL per fully diluted share

0.0730

0.0806

Fully diluted shares outstanding

103,525,881

105,535,801

Common shares outstanding

73,846,883

76,288,215

Cash and cash equivalents

$10,965,165

$7,292,000

Institutional debt outstanding

$105,000,000

$167,500,000

Net asset value

$481,328,023

$870,382,702

mNAV (fully diluted)

0.908x

0.946x

Notes

1 “SOL Holdings” and “SOL and SOL equivalents”

includes SOL, fwdSOL, and pledged SOL; and excludes borrowed SOL.

2 Average cost reflects purchased SOL and SOL earned through staking,

and ascribes no cash cost to SOL earned through staking.

3 SOL per share on a fully diluted basis is total SOL and SOL equivalents

divided by fully diluted shares outstanding. Annualized growth is the sequential percentage change multiplied by four.

4 Source: RWA.xyz (ONyc total asset value; Solana distributed real-world

asset value, excluding stablecoins), as of September 30, 2026.

5 Figures are preliminary and unaudited and remain subject to completion

of the Company’s annual audit. Net asset value is the fair value of treasury and other assets less institutional debt. mNAV is the

FWDI share price divided by net asset value per share.

2

About Forward Industries, Inc.

Forward Industries, Inc. (NASDAQ: FWDI) is a Solana focused digital

asset treasury company, with the strategy to buy, hold, stake, trade, invest in, and grow SOL and SOL related digital assets, protocols

and businesses. Forward’s mission is to expand and strengthen the Solana ecosystem by acquiring and staking SOL and engaging with,

providing tools to and investing in the Solana network, Solana developers and Solana related projects in order to increase shareholder

value. In connection with a private placement transaction in September 2025, Forward launched a digital asset treasury strategy supported

by industry leading investors and operating partners including Galaxy Digital and Jump Crypto. For more information on the Company’s

Solana treasury strategy, visit www.forwardindustries.com.

Cautionary Statement Regarding Forward-Looking Statements

This press release includes “forward-looking statements”

within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as

amended. The Company intends such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements

contained in the Private Securities Litigation Reform Act of 1995 and includes this statement for purposes of complying with these safe

harbor provisions. These forward-looking statements generally can be identified by the use of words such as “anticipate,”

“expect,” “plan,” “could,” “may,” “will,” “believe,” “estimate,”

“forecast,” “goal,” “project,” “target,” “intend,” “potential,”

“should,” “continue,” and other words of similar meaning. These forward-looking statements address various matters

including statements relating to the Company’s SOL treasury strategy and its ability to grow SOL and SOL per Share, the Company’s

plan for value creation and strategic advantages, the Company’s expectations regarding the Solana ecosystem and the market for tokenized

real-world assets, the performance of the Company’s investments, including its investment in OnRe, market size and growth opportunities.

Each forward-looking statement contained in this press release is subject to risks and uncertainties that could cause actual results to

differ materially from those expressed or implied by such statement. Applicable risks and uncertainties include, among others: the failure

to realize the anticipated benefits of the digital asset treasury strategy; the extreme volatility of the price of Solana and other digital

assets, including the risk of rapid and substantial declines or increases in price; the risk that preliminary and unaudited financial

and operating information included in this press release may change in connection with the completion of the Company’s annual audit;

the volume and timing of sales under the at-the-market offering program and of repurchases under the share repurchase program; changes

in business, market, financial, political and regulatory conditions; risks relating to the Company’s operations and business, including

the highly volatile nature of the price of Solana and other cryptocurrencies and the incurrence of indebtedness; the risk that the price

of the Company’s common stock may be highly correlated to the price of the digital assets that it holds; risks related to the performance

and expected return of the companies and projects in which the Company has invested, including that such investments may decline in value

or become worthless; risks related to increased competition in the industries and markets in which the Company does and will operate (including

the applicable digital assets market); risks relating to significant legal, commercial, regulatory and technical uncertainty regarding

digital assets generally, including potential changes in regulatory treatment or new regulations that could adversely affect the Company’s

strategy; cybersecurity and custody risks relating to the Company’s digital asset holdings; risks relating to the treatment of digital

assets for U.S. federal and state and foreign tax purposes; and other risks and uncertainties described in the “Risk Factors”

section of the Company’s Annual Report on Form 10-K for the fiscal year ended September 30, 2025 and subsequent filings with the

Securities and Exchange Commission. The forward-looking statements in this press release speak only as of the date of this document, and

the Company undertakes no obligation to update or revise any of these statements, whether as a result of new information, future events

or otherwise, except as required by law.

Contacts

Media Contact

comms@forwardindustries.com

Investor Relations Contact

Sean Mansouri, CFA / Aaron D’Souza

Elevate IR

(720) 330-2829

ir@forwardindustries.com

3

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