Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On May 31, 2023, the Compensation Committee of the Board of Directors (the "Board") of Forward Industries, Inc. (the "Company") granted each of its non-employee directors 41,580 five-year stock options exercisable at $1.03 per share, with the number of options calculated based on a Black-Scholes total fair value of $20,000 per director. The stock options will vest six months from the grant date, subject to continued service as a director of the Company on the vesting date.

In addition, on May 31, 2023, the Board appointed Kathleen Weisberg as the Company's Chief Financial Officer, Treasurer and Secretary, replacing Mr. Anthony Camarda in each such role, effective July 1, 2023.

Since June 2020, Ms. Weisberg, 52, served as the Company's Corporate Controller. From June 2017 to June 2020, Ms. Weisberg served as the Controller for Jungle Bob Enterprises, Inc., a reptile and aquarium product company. From December 2003 to March 2010, Ms. Weisberg served as the Senior Manager for SEC Reporting at WW International, Inc., formerly Weight Watchers International, Inc. From October 1998 to November 2003, Ms. Weisberg served as Senior Auditor and Corporate Accounting Manager for Symbol Technologies, Inc., a manufacturer and supplier of mobile data capture and delivery equipment. From January 1992 to October 1998, Ms. Weisberg was an auditor at Ernst & Young LLP.

There was no arrangement or understanding between Ms. Weisberg and any other persons pursuant to which she was selected as an officer and there are no related party transactions between the Company and Ms. Weisberg reportable under Item 404(a) of Regulation S-K.

The Company approved a compensation package of $250,000 and other benefits commensurate with her position. The Company anticipates executing a three-year employment agreement with Ms. Weisberg substantially similar to the employment agreement the prior Chief Financial Officer executed.























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