Forward Industries Urges SkyAI Shareholders to Reject Equity Plan and Withhold Votes

Forward Industries, Inc. (NASDAQ: FWDI) has issued an open letter to shareholders of SkyAI, urging them to vote against the company's 2026 Equity Incentive Plan and to withhold votes on all five director nominees at the upcoming annual meeting scheduled for September 18, 2026. The letter highlights several concerns, including SkyAI's rejection of Forward's all-stock acquisition proposal valued at $1.55 per share, which represented a 20% premium to SkyAI's prior closing price. Forward also pointed to questionable related-party arrangements and financial performance issues that it believes are detrimental to shareholder value.

According to the letter, SkyAI's proxy statement disclosed $3.3 million in consulting fees paid to Sol Edge Limited and warrants valued at approximately $101.3 million issued to Sol Markets. Forward asserts that these entities are owned and controlled by the brother of SkyAI's Chief Investment Officer and director, Yuwen (Alice) Zhang. These transactions raise concerns about potential conflicts of interest and the allocation of company resources.

Forward is specifically asking shareholders to vote against the proposed equity incentive plan, which would authorize 5,145,000 additional shares for equity awards, representing approximately 7.2% additional dilution. The company notes that the equity plan can be defeated by a majority of votes cast against it. However, due to SkyAI's uncontested plurality voting structure, individual director nominees cannot be defeated solely through withhold votes. Despite this, Forward encourages shareholders to withhold their votes from each nominee as a signal of dissatisfaction.

Forward Industries remains confident in the strategic rationale for a combination with SkyAI and has expressed its preparedness to engage in discussions regarding a potential strategic transaction. The company believes that a merger would create significant value for shareholders of both entities, a view it has consistently communicated.

Forward Industries is a Solana-focused digital asset treasury company, with a strategy to buy, hold, stake, trade, invest in, and grow SOL and SOL-related digital assets, protocols, and businesses. Its mission is to expand and strengthen the Solana ecosystem by acquiring and staking SOL and engaging with developers and projects within the network. 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 Forward's Solana treasury strategy, visit www.forwardindustries.com.

The full press release is available at https://nnw.fm/1Yn1Q. For the latest news and updates on Forward Industries, visit the company's newsroom at https://nnw.fm/FWDI.