EXCLUSIVE-Activist Ancora pushing for board shakeup at Forward Air, letter shows

By Svea Herbst-Bayliss

BEVERLY HILLS, May 7(Reuters) - Activist investor Ancora Holdings wants to shake up the board at Forward Air FWRD.O, saying three directors need to be removed after the freight forwarding company's stock price plunged.

In a letter to shareholders, seen by Reuters, Ancora urged investors to remove the board chairman George Mayes and two other directors at the company's annual meeting scheduled for June 11.

"We plan to send the Board a clear message that the status quo is unacceptable in light of the significant value that has been destroyed," the letter said.

Ancora, which owns roughly 3% of Forward Air, is running a so-called "withhold the vote" campaign to take advantage of the company's policy that requires a director to resign if they receive less than 50.1% support in a shareholder vote.

The firm is targeting Mayes and directors Javier Polit and Laurie Tucker, over their support for Forward Air's acquisition of Omni Logistics in January 2024 as well as "slow walking" a process to find a buyer for the company.

Forward Air, now valued at roughly $500 million, has seen its stock price tumble from a high of $121 in late 2021 to $16.75 on Tuesday. The company is scheduled to report first quarter earnings on Wednesday.

A representative for the company was not immediately available to comment.

Investors, including Ancora, have urged the company to run a strategic review and consider selling itself to a strategic buyer or a private equity firm. In January 2025 the company said it was proceeding with such a review.

While Ancora chose not to run a full blown proxy fight and nominate its own directors to give the company time and space to pursue a sale, it is now urging investors to vote against the three because the company has failed to offer any meaningful update on the process and the stock price has tumbled 56% in the last six months, the letter said.

"We have serious concerns about the ability of the targeted directors to oversee the company’s strategic review in light of their shared history of poor decisions on transactions," Ancora wrote. The firm wants Forward Air to be taken private where it could repair its balance sheet issues, improve operations and serve customers and other stakeholders out of the public eye.

Last year Ancora ran a proxy fight at railroad company Norfolk Southern and won board seats. It recently secured board representation at logistics giant LKQ Corporation.