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FWRD Forward Air

Cover Page

Cover Page - shares3 Months Ended
Mar. 31, 2021Apr. 30, 2021
Cover [Abstract]
Document Type10-Q
Document Quarterly Reporttrue
Document Period End DateMar. 31,
2021
Document Transition Reportfalse
Entity File Number000-22490
Entity Registrant NameFORWARD AIR CORP
Entity Incorporation, State or Country CodeTN
Entity Tax Identification Number62-1120025
Entity Address, Address Line One1915 Snapps Ferry Road
Entity Address, Address Line TwoBuilding N
Entity Address, City or TownGreeneville
Entity Address, State or ProvinceTN
Entity Address, Postal Zip Code37745
City Area Code423
Local Phone Number636-7000
Title of 12(b) SecurityCommon Stock, $0.01 par value
Trading SymbolFWRD
Security Exchange NameNASDAQ
Entity Current Reporting StatusYes
Entity Interactive Data CurrentYes
Entity Filer CategoryLarge Accelerated Filer
Entity Small Businessfalse
Entity Emerging Growth Companyfalse
Entity Shell Companyfalse
Entity Common Stock, Shares Outstanding27,317,840
Current Fiscal Year End Date--12-31
Document Fiscal Year Focus2021
Document Fiscal Period FocusQ1
Amendment Flagfalse
Entity Central Index Key0000912728

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets - USD ($) $ in ThousandsMar. 31, 2021Dec. 31, 2020
Current assets:
Cash and cash equivalents $ 24,396 $ 40,254
Accounts receivable, less allowance of $2,071 in 2021 and $2,273 in 2020186,504 156,490
Other receivables16,847 0
Other current assets20,239 28,150
Current assets held for sale0 21,002
Total current assets247,986 245,896
Property and equipment379,566 380,519
Less accumulated depreciation and amortization192,622 190,652
Total property and equipment, net186,944 189,867
Operating lease right-of-use assets130,859 123,338
Goodwill250,736 244,982
Other acquired intangibles, net of accumulated amortization of $96,451 in 2021 and $93,009 in 2020147,668 145,032
Other assets51,708 45,181
Noncurrent assets held for sale0 53,097
Total assets1,015,901 1,047,393
Current liabilities:
Accounts payable40,676 38,371
Accrued expenses74,625 51,264
Other current liabilities6,817 10,580
Current portion of debt and finance lease obligations1,908 1,801
Current portion of operating lease liabilities45,107 43,680
Current liabilities held for sale0 25,924
Total current liabilities169,133 171,620
Long-term debt and finance lease obligations, less current portion and debt issuance costs117,156 117,408
Operating lease liabilities, less current portion86,212 80,346
Other long-term liabilities57,131 54,129
Deferred income taxes41,538 41,986
Noncurrent liabilities held for sale0 34,575
Shareholders’ equity:
Preferred stock, $0.01 par value: Authorized shares - 5,000,000; no shares issued or outstanding in 2021 and 20200 0
Common stock, $0.01 par value: Authorized shares - 50,000,000; issued and outstanding shares - 27,318,501 in 2021 and 27,316,434 in 2020273 273
Additional paid-in capital247,678 242,916
Retained earnings296,780 304,140
Total shareholders’ equity544,731 547,329
Total liabilities and shareholders’ equity $ 1,015,901 $ 1,047,393

Condensed Consolidated Balanc_2

Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in ThousandsMar. 31, 2021Dec. 31, 2020
Current assets:
Accounts receivable, allowance $ 2,071 $ 2,273
Other receivables16,847 0
Other acquired intangibles, accumulated amortization $ 96,451 $ 93,009
Shareholders’ equity:
Preferred stock, par value (in dollars per share) $ 0.01 $ 0.01
Preferred stock, authorized shares (in shares)5,000,000 5,000,000
Preferred stock, issued shares (in shares)0 0
Preferred stock, outstanding shares (in shares)0 0
Common stock, par value (in dollars per share) $ 0.01 $ 0.01
Common stock, authorized shares (in shares)50,000,000 50,000,000
Common stock, issued shares (in shares)27,318,501 27,316,434
Common stock, outstanding shares (in shares)27,318,501 27,316,434

Condensed Consolidated Statemen

Condensed Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands3 Months Ended
Mar. 31, 2021Mar. 31, 2020
Income Statement [Abstract]
Operating revenue $ 362,202 $ 305,557
Operating expenses:
Purchased transportation184,608 150,598
Salaries, wages and employee benefits74,897 69,559
Operating leases19,167 17,884
Depreciation and amortization9,237 9,334
Insurance and claims9,741 10,044
Fuel expense3,702 4,013
Other operating expenses38,126 28,353
Total operating expenses339,478 289,785
Income from continuing operations22,724 15,772
Other expense:
Interest expense(1,165)(853)
Total other expense(1,165)(853)
Income before income taxes21,559 14,919
Income tax expense4,845 3,504
Net income from continuing operations16,714 11,415
Loss from discontinued operation, net of tax(5,533)(3,040)
Net income and comprehensive income $ 11,181 $ 8,375
Basic net income (loss) per share
Continuing operations (in dollars per share) $ 0.61 $ 0.41
Discontinued operation (in dollars per share)(0.20)(0.11)
Net income per share (in dollars per share)[1]0.400.30
Diluted net income (loss) per share
Continuing operations (in dollars per share)0.600.41
Discontinued operation (in dollars per share)(0.20)(0.11)
Net income per share (in dollars per share)0.400.30
Dividends per share (in dollars per share) $ 0.21 $ 0.18
[1]1 Rounding may impact summation of amounts.

Condensed Consolidated Statem_2

Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands3 Months Ended
Mar. 31, 2021Mar. 31, 2020
Operating activities:
Net income from continuing operations $ 16,714 $ 11,415
Adjustments to reconcile net income of continuing operations to net cash provided by operating activities of continuing operations
Depreciation and amortization9,237 9,334
Change in fair value of earn-out liability(48)(594)
Share-based compensation expense2,597 3,078
Provision for revenue adjustments1,777 1,042
Deferred income tax expense(505)1,225
Other92 (265)
Changes in operating assets and liabilities, net of effects from the purchase of businesses:
Accounts receivable(28,023)3,040
Other receivables(13,339)0
Other current and noncurrent assets7,085 2,776
Accounts payable and accrued expenses21,326 (223)
Net cash provided by operating activities of continuing operations16,913 30,828
Investing activities:
Proceeds from sale of property and equipment665 720
Purchases of property and equipment(2,695)(2,651)
Purchase of a business, net of cash acquired(15,000)(55,931)
Net cash used in investing activities of continuing operations(17,030)(57,862)
Financing activities:
Repayments of finance lease obligations(467)(336)
Proceeds from revolving credit facility0 65,000
Proceeds from issuance of common stock upon stock option exercises2,147 0
Payments of dividends to stockholders(5,797)(5,050)
Repurchases of common stock(9,998)(15,259)
Payment of minimum tax withholdings on share-based awards(2,744)(2,672)
Contributions from (distributions to) subsidiary held for sale1,118
Contributions from (distributions to) subsidiary held for sale(2,153)
Net cash (used in) provided by financing activities from continuing operations(15,741)39,530
Net (decrease) increase in cash and cash equivalents of continuing operations(15,858)12,496
Cash from discontinued operation:
Net cash used in operating activities of discontinued operation(6,902)(1,662)
Net cash provided by (used in) investing activities of discontinued operation8,020 (491)
Net cash (used in) provided by financing activities of discontinued operation(1,118)2,153
Net (decrease) increase in cash and cash equivalents(15,858)12,496
Cash and cash equivalents at beginning of period of continuing operations40,254 64,749
Cash at beginning of period of discontinued operation0 0
Less: cash at end of period of discontinued operation0 0
Cash and cash equivalents at end of period of continuing operations $ 24,396 $ 77,245

Condensed Consolidated Statem_3

Condensed Consolidated Statements of Shareholders' Equity - USD ($) $ in ThousandsTotalCommon StockAdditional Paid-in CapitalRetained Earnings
Beginning balance (in shares) at Dec. 31, 201927,850,000
Beginning balance at Dec. 31, 2019 $ 577,182 $ 279 $ 226,869 $ 350,034
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income8,375 8,375
Share-based compensation expense3,266 3,266
Payment of dividends to shareholders(5,050)2 (5,052)
Payment of minimum tax withholdings on share-based awards (in shares)(42,000)
Payment of minimum tax withholdings on share-based awards(2,672)(2,672)
Repurchases and retirement of common stock (in shares)(268,000)
Repurchases and retirement of common stock(15,259) $ (3)(15,256)
Issuance of share-based awards (in shares)139,000
Issuance of share-based awards(1) $ 1 (2)
Ending balance (in shares) at Mar. 31, 202027,679,000
Ending balance at Mar. 31, 2020 $ 565,841 $ 277 230,135 335,429
Beginning balance (in shares) at Dec. 31, 202027,316,434 27,316,000
Beginning balance at Dec. 31, 2020 $ 547,329 $ 273 242,916 304,140
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income11,181 11,181
Stock options exercised (in shares)40,000
Stock options exercised2,147 2,147
Share-based compensation expense2,613 2,613
Payment of dividends to shareholders(5,797)3 (5,800)
Payment of minimum tax withholdings on share-based awards (in shares)(35,000)
Payment of minimum tax withholdings on share-based awards(2,744)(2,744)
Repurchases and retirement of common stock (in shares)(114,000)
Repurchases and retirement of common stock(9,998) $ (1)(9,997)
Issuance of share-based awards (in shares)111,000
Issuance of share-based awards $ 0 $ 1 (1)
Ending balance (in shares) at Mar. 31, 202127,318,501 27,318,000
Ending balance at Mar. 31, 2021 $ 544,731 $ 273 $ 247,678 $ 296,780

Description of Business and Bas

Description of Business and Basis of Presentation3 Months Ended
Mar. 31, 2021
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Description of Business and Basis of PresentationDescription of Business and Basis of Presentation Basis of Presentation and Principles of Consolidation Forward Air Corporation and its subsidiaries (“Forward Air ” or the “Company ” ) is a leading asset-light freight and logistics company. The Company has two reportable segments: Expedited Freight and Intermodal. The Company conducts business in the United States and Canada. The Expedited Freight segment operates a comprehensive national network to provide expedited regional, inter-regional and national less-than-truckload (“LTL ” ) services. Expedited Freight offers customers local pick-up and delivery and other services including final mile, truckload, shipment consolidation and deconsolidation, warehousing, customs brokerage and other handling. The Intermodal segment provides first- and last-mile high value intermodal container drayage services both to and from seaports and railheads. Intermodal also offers dedicated contract and Container Freight Station (“CFS ” ) warehouse and handling services. The condensed consolidated financial statements of the Company have been prepared in accordance with United States generally accepted accounting principles (“U.S. GAAP”) for interim financial information and the rules and regulations of the Securities and Exchange Commission. In the opinion of management, the accompanying unaudited condensed consolidated financial statements reflect all adjustments, which are of a normal recurring nature, necessary to present fairly the Company’s financial position, results of operations, and cash flows at the dates and for the periods presented. These condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements and the notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2020. Results for interim periods are not necessarily indicative of the results for the year. The Board approved a strategy to divest the Pool Distribution business (“Pool ” ) on April 23, 2020, and the sale of Pool was completed on February 12, 2021. Pool provided high-frequency handling and distribution of time sensitive product to numerous destinations within a specific geographic region. Pool offered this service throughout the Mid-Atlantic, Southeast, Midwest and Southwest United States. Accordingly, the results of operations for Pool have been presented as a discontinued operation in our Consolidated Statements of Comprehensive Income for all period presented. In addition, the assets and liabilities were presented as held for sale in the Consolidated Balance Sheets for the prior period. Unless otherwise noted, amounts, percentages and discussion for all periods reflect the results of operations, financial condition and cash flows from our continuing operations.

Revenue Recognition

Revenue Recognition3 Months Ended
Mar. 31, 2021
Revenue from Contract with Customer [Abstract]
Revenue RecognitionRevenue Recognition Revenue is recognized when the Company satisfies the performance obligation by the delivery of a shipment in accordance with contractual agreements, bill of lading (“BOL”) and general tariff provisions. The amount of revenue recognized is measured as the consideration the Company expects to receive in exchange for those services pursuant to a contract with a customer. A contract exists once the Company enters into a contractual agreement with a customer. The Company does not recognize revenue in cases where collectibility is not probable, and defers recognition until collection is probable or payment is received. The Company generates revenue from the delivery of a shipment and the completion of related services. Revenue for the delivery of a shipment is recorded over time to coincide with when customers simultaneously receive and consume the benefits of the delivery services. Accordingly, revenue billed to a customer for the transportation of freight are recognized over the transit period as the performance obligation to the customer is satisfied. The Company determines the transit period for a shipment based on the pick-up date and the delivery date, which may be estimated if delivery has not occurred as of a reporting period. The determination of the transit period and how much of it has been completed as of a given reporting date may require the Company to make judgments that impact the timing of revenue recognized. For delivery of shipments with a pick-up date in one reporting period and a delivery date in another reporting period, the Company recognizes revenue based on relative transit time in each reporting period. A portion of the total revenue to be billed to the customer after completion of a delivery is

Discontinued Operation and Held

Discontinued Operation and Held for Sale3 Months Ended
Mar. 31, 2021
Discontinued Operations and Disposal Groups [Abstract]
Discontinued Operation and Held for SaleDiscontinued Operation and Held for Sale As previously disclosed, on April 23, 2020, the Company made a decision to divest of Pool. The Pool business met the criteria for held for sale classification. As a result, the assets and liabilities of Pool were presented separately under the captions “Current assets held for sale”, “Noncurrent assets held for sale”, “Current liabilities held for sale” and “Noncurrent liabilities held for sale” in the Condensed Consolidated Balance Sheets as of December 31, 2020. The results of Pool were reclassified to “Loss from discontinued operation, net of tax” in the Condensed Consolidated Statements of Comprehensive Income for three months ended March 31, 2021 and 2020. Certain corporate overhead and other costs previously allocated to Pool for segment reporting purposes did not qualify for classification within discontinued operation and have been reallocated to continuing operations. These costs were reclassified to the eliminations and other column in the segment reconciliation in Note 13, Segment Reporting . Sale of Pool On February 12, 2021, the Company completed the sale of the Pool business for $8,000 in cash and up to a $12,000 earn-out based on earnings before interest, taxes, depreciation and amortization. The sale agreement for Pool included an earn-out based on the achievement of certain earnings before interest, taxes, depreciation and amortization attainment over an eleven-month period, beginning February 1, 2021. The Company will receive payment for the amount earned in the first quarter of 2022, and if elected, the buyer may defer the payment of up to half of the amount earned to first quarter of 2023. The preliminary estimated fair value of the earn-out asset on the date of sale was $6,967. The fair value was based on the estimated eleven-month period of the earnings before interest, taxes, depreciation and amortization and was calculated using a Monte Carlo simulation model. The weighted-average assumptions under the Monte Carlo simulation model were as follows: February 12, 2021 Counterparty credit spread 1.2% Earnings before interest, taxes, depreciation and amortization discount rate 15.0% Asset volatility 55.0% Subsequent to the date of sale, the Company will recognize any increases in the carrying value of the earn-out asset when the change is realized and will evaluate the earn-out asset for impairment at each reporting period. As of March 31, 2021, the Company recorded $3,508 in “Other receivables ” and $3,459 in “Other assets ” in the Condensed Consolidated Balance Sheets. Transition Services Agreement On February 12, 2021, the Company entered into a Transition Services Agreement (“TSA ” ) with TOG FAS Holdings LLC, the buyer of the Pool business. Under the TSA, the Company performs certain services on an interim basis in order to facilitate the orderly transition of the Pool business. The effective date of the TSA was February 12, 2021 and will remain in effective until the date all services have been completed, but no more than six months following effective date. The TSA provides the right to extend the term of the TSA with no limit on the number of the mutually agreed upon extensions. In exchange for the services performed by the Company under the TSA, the Company receives a monthly service charge. For the three months ended March 31, 2021, the Company recorded $171 of the fee received, in “Other operating expenses ” in the Condensed Consolidated Statements of Comprehensive Income, for the services performed under the TSA. Additionally, under the TSA, the Company remits payments to outside vendors on behalf of TOG FAS Holdings LLC for expenses incurred by the Pool business up to a limit of $18,000. The Company is reimbursed by TOG FAS Holdings LLC within 60 days from the end of the month in which the payment is remitted. As of March 31, 2021, the Company recorded a receivable in the amount of $13,339 in “Other receivables ” in the Condensed Consolidated Balance Sheets for the reimbursement due to the Company. Summarized Discontinued Operation Financial Information A summary of the results of operations classified as a discontinued operation, net of tax, in the Condensed Consolidated Statements of Comprehensive Income for the three months ended March 31, 2021 and 2020 is as follows: Three Months Ended March 31, March 31, Operating revenue $ 17,087 $ 36,952 Operating expenses: Purchased transportation 4,290 9,536 Salaries, wages and employee benefits 9,674 17,113 Operating leases 2,907 5,680 Depreciation and amortization — 1,295 Insurance and claims 929 1,726 Fuel expense 644 1,327 Other operating expenses 2,087 4,345 Total operating expenses 20,531 41,022 Loss from discontinued operation (3,444) (4,070) Loss on sale of business (2,860) — Loss from discontinued operation before income taxes (6,304) (4,070) Income tax benefit (771) (1,030) Loss from discontinued operation, net of tax $ (5,533) $ (3,040)

Acquisitions

Acquisitions3 Months Ended
Mar. 31, 2021
Business Combinations [Abstract]
AcquisitionsAcquisitions Expedited Freight Acquisition As part of the Company’s strategy to expand final mile pickup and delivery operations, in April 2019, the Company acquired certain assets and liabilities of FSA Network, Inc., doing business as FSA Logistix (“FSA”), for $27,000 and a potential earn-out of up to $15,000. The purchase agreement for FSA included an earn-out up to $15,000 based on the achievement of certain revenue milestones over two one-year periods, beginning May 1, 2019. The estimated fair value of the earn-out liability on the date of acquisition was $11,803. The fair value was based on the estimated two-year performance of the acquired customer revenue and was calculated using a Monte Carlo simulation model. The fair value of the earn-out liability was adjusted at each reporting period based on changes in the expected cash flows and related assumptions used in the Monte Carlo simulation model. During the three months ended March 31, 2021 and 2020, the fair value of the earn-out changed by ($48) and ($594), respectively, and the change in fair value was recorded in “Other operating expenses ” in the Condensed Consolidated Statements of Comprehensive Income. The first one-year period ended in the second quarter of 2020 and the Company paid $5,284 based on the terms of the purchase agreement. The second one-year period will end in the second quarter of 2021. As of March 31, 2021 and December 31, 2020, the fair value of the earn-out liability was $6,817 and $6,865, respectively, which was reflected in “Other current liabilities ” in the Condensed Consolidated Balance Sheets. Intermodal Acquisition In February 2021, the Company acquired certain assets and liabilities of Proficient Transport Incorporated and Proficient Trucking, Inc. (together “Proficient Transport ” ) for $15,000 and a potential earn-out up to $2,000. Proficient Transport is an intermodal drayage company headquartered in Chicago, Illinois. The acquisition of Proficient Transport supports the Company’s strategic growth plan by expanding the intermodal footprint in Georgia, Illinois, North Carolina, and Texas, and introduces a new location in Ohio. The acquisition was financed by cash flows from operations. The results of Proficient Transport have been included in the Company’s Condensed Consolidated Financial Statements as of and from the date of acquisition. The associated goodwill has been included in the Company’s Intermodal reportable segment. The purchase agreement for Proficient Transport included an earn-out up to $2,000 based on the achievement of certain revenue milestones over a one-year period, beginning March 1, 2021. The estimated fair value of the earn-out liability on the date of acquisition was $815. The fair value was based on the estimated one-year performance of the acquired customer revenue and was calculated using a Monte Carlo simulation model. The weighted-average assumptions under the Monte Carlo simulation model were as follows: February 28, 2021 Risk-free rate 0.1% Revenue discount rate 8.8% Revenue volatility 27.3% As of March 31, 2021, the fair value of the earn-out liability was $815, which was reflected in “Other current liabilities ” in the Condensed Consolidated Balance Sheets. Fair Value of Assets Acquired and Liabilities Assumed Assets acquired and liabilities assumed as of the acquisition date are presented in the following table: Proficient Transport February 28, 2021 Tangible assets: Accounts receivable, net $ 3,865 Property and equipment 140 Other assets 10 Total tangible assets 4,015 Intangible assets: Customer relationships 6,060 Non-compete agreements 18 Goodwill 5,754 Total intangible assets 11,832 Total assets acquired 15,847 Liabilities assumed: Current liabilities 32 Total liabilities assumed 32 Net assets acquired $ 15,815 The fair value of the assets acquired and liabilities assumed are preliminary based on the information available as of the acquisition date through the date of this filing. The weighted-average useful life of acquired intangible assets as of the acquisition date are summarized in the following table: Weighted-Average Useful Lives Customer relationships 8 years Non-compete agreements 1 year

Goodwill and Other Intangible A

Goodwill and Other Intangible Assets3 Months Ended
Mar. 31, 2021
Goodwill and Intangible Assets Disclosure [Abstract]
Goodwill and Other Intangible AssetsGoodwill and Other Intangible Assets Goodwill Changes in the carrying amount of goodwill during the three months ended March 31, 2021 are summarized as follows (in thousands): Expedited Freight Intermodal Consolidated Balance as of December 31, 2020 $ 165,268 $ 79,714 $ 244,982 Acquisition — 5,754 5,754 Balance as of March 31, 2021 $ 165,268 $ 85,468 $ 250,736 Goodwill is tested for impairment on an annual basis and more often if indications of impairment exist. The Company conducts its annual impairment analyses as of June 30 each year. Based on the current macroeconomic conditions, the Company assessed its goodwill and other intangible assets for indications of impairment as of March 31, 2021 and concluded there were no indicators of impairment during the three months ended March 31, 2021. Other Intangible Assets Changes in the carrying amount of acquired intangible assets during the three months ended March 31, 2021 are summarized as follows (in thousands): Gross Carrying Amount Customer Relationships 1 Non-Compete Agreements Trade Names Total Balance as of December 31, 2020 $ 228,416 $ 8,125 $ 1,500 $ 238,041 Acquisition 6,060 18 — 6,078 Balance as of March 31, 2021 $ 234,476 $ 8,143 $ 1,500 $ 244,119 Accumulated Amortization Customer Relationships 1 Non-Compete Agreements Trade Names Total Balance as of December 31, 2020 $ 85,930 $ 5,579 $ 1,500 $ 93,009 Amortization expense 3,104 338 — 3,442 Balance as of March 31, 2021 $ 89,034 $ 5,917 $ 1,500 $ 96,451 1

Stock Incentive Plans

Stock Incentive Plans3 Months Ended
Mar. 31, 2021
Share-based Payment Arrangement [Abstract]
Stock Incentive PlansStock Incentive Plans The Company recorded shared-based compensation expense as follows for the three months ended March 31, 2021 and 2020 (in thousands): Three Months Ended March 31, March 31, Salaries, wages and employee benefits - continuing operations $ 2,269 $ 2,817 Salaries, wages and employee benefits - discontinued operation 16 188 Total share-based compensation expense $ 2,285 $ 3,005 Stock Incentive Plan In May 2016, the Company adopted the 2016 Omnibus Incentive Compensation Plan (the “Omnibus Plan”) for the issuance of up to 2,000 common shares. As of March 31, 2021, approximately 793 shares remain available for grant under the Omnibus Plan. Stock Options Share-based compensation expense associated with stock options is amortized ratably over the requisite service period. The Company estimates the fair value of the grants using the Black-Scholes option-pricing model. Stock option transactions during the three months ended March 31, 2021 on a continuing operations basis were as follows: Stock Options Weighted-Average Exercise Price Outstanding as of December 31, 2020 359 $ 55.79 Granted 39 75.05 Exercised (26) 54.26 Forfeited — — Outstanding as of March 31, 2021 372 $ 58.06 As of March 31, 2021, the total share-based compensation expense related to unvested stock options net yet recognized was approximately $1,250, and the weighted average period over which it is expected to be recognized is approximately two years. Stock option transactions during the three months ended March 31, 2021 on a discontinued operation basis were as follows: Stock Options Weighted-Average Exercise Price Outstanding at December 31, 2020 14 $ 52.15 Granted — — Exercised (14) 52.15 Forfeited — — Outstanding at March 31, 2021 — $ — Restricted Shares Restricted shares are restricted from sale or transfer until vesting, and restrictions lapse in three Restricted Shares Weighted-Average Grant Date Fair Value Outstanding as of December 31, 2020 213 $ 62.78 Granted 108 75.14 Vested (96) 61.38 Forfeited (11) 69.13 Outstanding as of March 31, 2021 214 $ 69.31 As of March 31, 2021, the total share-based compensation expense related to the restricted shares net yet recognized was approximately $13,179, and the weighted-average period over which it is expected to be recognized is approximately two years. Restricted share transactions during the three months ended March 31, 2021 on a discontinued operation basis were as follows: Restricted Shares Weighted-Average Grant Date Fair Value Outstanding as of December 31, 2020 8 $ 60.83 Granted — — Vested (4) 61.78 Forfeited (4) 61.37 Outstanding as of March 31, 2021 — $ — Performance Awards Performance awards are based on achieving certain financial targets, such as targets for earnings before interest, taxes, depreciation and amortization, and the Company’s total shareholder return as compared to the total shareholder return of a selected peer group, as determined by the Company’s Board of Directors. Performance targets are set at the beginning of each three-year measurement period. Share-based compensation expense associated with these awards is amortized ratably over the vesting period. Depending on the financial target, the compensation expense is based on the projected assessment of the level of performance that will be achieved. Performance award transactions during the three months ended March 31, 2021 on a continuing operations basis were as follows assuming target levels of performance: Performance Awards Weighted-Average Grant Date Fair Value Outstanding as of December 31, 2020 65 $ 67.62 Granted 36 87.33 Earned (11) 92.89 Forfeited (11) 70.22 Outstanding as of March 31, 2021 79 $ 75.61 As of March 31, 2021, the total share-based compensation expense related to unearned performance awards not yet recognized, assuming the Company's current projected assessment of the level of performance that will be achieved, was approximately $3,652, and the weighted-average period over which it is expected to be recognized is approximately three years. Employee Stock Purchase Plan Under the 2005 Employee Stock Purchase Plan (the “ESPP”), the Company is authorized to issue up to a remaining 335 shares of common stock to employees. These shares may be issued at a price equal to 90% of the lesser of the market value on the first day or the last day of each six-month purchase period. Common stock purchases are paid for through periodic payroll deductions and/or up to two large lump sum contributions. No shares were issued during the three months ended March 31, 2021. Director Restricted Shares Under the Amended and Restated Non-Employee Director Stock Plan (the “Amended Plan”), approved in May 2007 and further amended in February 2013 and January 2016, up to 360 common shares may be issued. As of March 31, 2021, approximately 90 shares remain available for grant under the Amended Plan. Director restricted share transactions during the three months ended March 31, 2021 were as follows: Director Restricted Shares Weighted-Average Grant Date Fair Value Outstanding as of December 31, 2020 24 $ 43 Granted 2 93 Vested — — Forfeited — — Outstanding as of March 31, 2021 26 $ 47

Indebtedness

Indebtedness3 Months Ended
Mar. 31, 2021
Debt Disclosure [Abstract]
IndebtednessIndebtedness As of both March 31, 2021 and December 31, 2020, the Company had $112,500 in borrowings outstanding under the revolving credit facility, $18,326 utilized for outstanding letters of credit and $94,174 of available borrowing capacity under the revolving credit facility. The interest rate on the outstanding borrowings under the revolving credit facility was 3.25% and 2.30% as of March 31, 2021 and March 31, 2020, respectively. In September 2017, the Company entered into a five-year senior unsecured revolving credit facility (the “Facility”) with a maximum aggregate principal amount of $150,000, with a sublimit of $30,000 for letters of credit and a sublimit of $30,000 for swing line loans. The maturity date of the Facility is September 29, 2022. In April 2020, the Company entered into an amendment to the Facility, which increased the maximum aggregate principal amount to $225,000. The Facility may be increased by up to $25,000 to a maximum aggregate principal amount of $250,000 pursuant to the terms of the amended credit agreement, subject to the lenders’ agreement to increase their commitments or the addition of new lenders extending such commitments. Such increases to the Facility may be in the form of additional revolving credit loans, term loans or a combination thereof, and are contingent upon there being no events of default under the Facility. Under the amended Facility, interest accrues on the amounts outstanding under the credit facility, at the Company’s option, at either (1) London Interbank Offered Rate (“LIBOR ” ) rate, not less than 1.00%, plus a margin ranging from 2.25% to 2.75% based on the Company’s leverage ratio, or (2) base rate, which cannot be less than 3.00%. The base rate is the highest of (i) the federal funds rate, not less than zero, plus 0.50%, (ii) the administrative agent's prime rate and (iii) the LIBOR rate, not less than 1.00%, plus 1.00%, plus a margin ranging from 0.25% to 0.75% based on the Company’s leverage ratio. Interest is payable in arrears for each loan that is based on the LIBOR rate on the last day of the interest period applicable to each loan, and interest is payable in arrears on loans not based on the LIBOR rate on the last day of each quarter. The Facility contains covenants that, among other things, restrict the ability of the Company, without the approval of the required lenders, to engage in certain mergers, consolidations, asset sales, dividends and stock repurchases, investments, and other transactions or to incur liens or indebtedness in excess of agreed thresholds, as set forth in the credit agreement. The Company also has to fulfill financial covenants with respect to a leverage ratio and an interest coverage ratio. As of March 31, 2021, the Company was in compliance with the aforementioned covenants.

Net Income (Loss) Per Share

Net Income (Loss) Per Share3 Months Ended
Mar. 31, 2021
Earnings Per Share [Abstract]
Net Income (Loss) Per ShareNet Income (Loss) Per Share A reconciliation of net income attributable to Forward Air and weighted-average common shares outstanding for purposes of calculating basic and diluted net income per share during the three months ended March 31, 2021 and 2020 is as follows: Three Months Ended March 31, March 31, Numerator: Net income and comprehensive income from continuing operations $ 16,714 $ 11,415 Net loss and comprehensive loss from discontinued operation (5,533) (3,040) Net income attributable to Forward Air $ 11,181 $ 8,375 Income allocated to participating securities (101) (67) Numerator for basic and diluted net income per share for continuing operations $ 16,613 $ 11,348 Numerator for basic and diluted net loss per share for discontinued operation $ (5,533) $ (3,040) Denominator: Denominator for basic net income per share - weighted-average number of common shares outstanding 27,361 27,846 Dilutive stock options and performance share awards 136 102 Denominator for diluted net income per share - weighted-average number of common shares and common share equivalents outstanding 27,497 27,948 Basic net income (loss) per share: Continuing operations $ 0.61 $ 0.41 Discontinued operation (0.20) (0.11) Net income per share 1 $ 0.40 $ 0.30 Diluted net income (loss) per share: Continuing operations $ 0.60 $ 0.41 Discontinued operation (0.20) (0.11) Net income per share $ 0.40 $ 0.30 1 Rounding may impact summation of amounts. The number of shares that were not included in the calculation of net income per diluted share because to do so would have been anti-dilutive for the three months ended March 31, 2021 and 2020 are as follows: March 31, March 31, Anti-dilutive stock options 25 203 Anti-dilutive performance shares 3 24 Anti-dilutive restricted shares and deferred stock units 1 75 Total anti-dilutive shares 29 302

Income Taxes

Income Taxes3 Months Ended
Mar. 31, 2021
Income Tax Disclosure [Abstract]
Income TaxesIncome Taxes For the three months ended March 31, 2021, the Company recorded income tax expense of $4,845 and $3,504, respectively, for continuing operations. The effective tax rate of 22.5% for the three months ended March 31, 2021 varied from the statutory United States federal income tax rate of 21.0% primarily due to the effect of state income taxes, net of the federal benefit, and non-deductible executive compensation, partially offset by excess tax benefits realized on share-based awards. The effective tax rate of 23.5% for the three months ended March 31, 2020 varied from the statutory United States federal income tax rate of 21% primarily due to the effect of state income taxes, net of the federal benefit, and non-deductible executive compensation, partially offset by excess tax benefits realized on share-based awards and a refund for Tennessee tax credits. As of both March 31, 2021 and December 31, 2020, the Company had $544 of unrecognized income tax benefits, all of which would affect the Company’s effective tax rate if recognized. The Company accrues interest and penalties related to unrecognized tax benefits in its provision for income taxes. As of both March 31, 2021 and December 31, 2020, the Company had accrued interest and penalties related to unrecognized tax benefits of $168. With a few exceptions, the Company is no longer subject to U.S. federal, state and local, or Canadian examinations by tax authorities for years before 2013.

Fair Value of Financial Instrum

Fair Value of Financial Instruments3 Months Ended
Mar. 31, 2021
Fair Value Disclosures [Abstract]
Fair Value of Financial InstrumentsFair Value of Financial Instruments The Company categorizes its assets and liabilities into one of three levels based on the assumptions used in valuing the asset or liability. Estimates of fair value financial assets and liabilities are based on a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. Observable inputs (highest level) reflect market data obtained from independent sources, while unobservable inputs (lowest level) reflect internally developed market assumptions. In accordance with this guidance, fair value measurements are classified under the following hierarchy: • Level 1 - Quoted prices in active markets for identical assets or liabilities. • Level 2 - Quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; and model-derived valuations in which all significant inputs are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. • Level 3 - Model-derived valuations in which one or more significant inputs are unobservable. As previously discussed in Note 4, Acquisitions, the fair value of the earn-out liability was determined using a Monte-Carlo simulation model. The significant inputs used in the model are derived from a combination of observable and unobservable market data. Observable inputs used in the Monte Carlo simulation model include the risk-free rate and the revenue volatility while unobservable inputs used in the Monte Carlo simulation model include the revenue discount rate and the estimated revenue projections. Assets and liabilities measured at fair value on a recurring basis as of March 31, 2021 and December 31, 2020 are summarized below: As of March 31, 2021 Level 1 Level 2 Level 3 Total Earn-out liability $ — $ — $ 7,632 $ 7,632 As of December 31, 2020 Level 1 Level 2 Level 3 Total Earn-out liability $ — $ — $ 6,865 $ 6,865 Cash and cash equivalents, accounts receivable, and accounts payable are valued at their carrying amounts in the Company’s Condensed Consolidated Balance Sheets, due to the immediate or short-term maturity of these financial instruments. The carrying amount of long-term debt under the Company’s credit facility approximate fair value based on the borrowing rates currently available to the Company for a loan with similar terms and average maturity.

Shareholders' Equity

Shareholders' Equity3 Months Ended
Mar. 31, 2021
Stockholders' Equity Note [Abstract]
Shareholders' EquityShareholders’ Equity Cash Dividends During the first quarter of 2021 and the fourth quarter of 2020, the Company’s Board of Directors declared and the Company has paid a quarterly cash dividend of $0.21 per share of common stock. On April 26, 2021, the Company's Board of Directors declared a quarterly cash dividend of $0.21 per common share that will be paid in second quarter of 2021. Share Repurchase Program On July 21, 2016, the Company’s Board of Directors approved a stock repurchase program for up to 3,000 shares of the Company’s common stock (the “2016 Repurchase Plan ” ). On February 5, 2019, the Board of Directors canceled the Company’s 2016 Repurchase Plan and approved a revised stock repurchase plan authorizing up to 5,000 shares of the Company’s common stock (the “2019 Repurchase Plan”). The 2019 Repurchase Plan expires when the shares authorized for repurchase are exhausted or the 2019 Repurchase Plan is canceled. During the three months ended March 31, 2021, the Company repurchased through open market transactions 114 shares of common stock for $9,997, or $87.89 per share, and during the three months ended March 31, 2020, the Company repurchased 268 shares of common stock for $15,259, or $56.93 per share. All shares received were retired upon receipt, and the excess of the purchase price over the par value per share was recorded to “Retained Earnings ” in the Condensed Consolidated Balance Sheets. As of March 31, 2021, the remaining shares to be repurchased under the 2019 Repurchase Plan were approximately 3,254 shares.

Commitments and Contingencies

Commitments and Contingencies3 Months Ended
Mar. 31, 2021
Commitments and Contingencies Disclosure [Abstract]
Commitments and ContingenciesCommitments and Contingencies Contingencies The Company is party to various legal claims and actions incidental to its business. The Company believes none of these claims or actions, either individually or in the aggregate, is material to its business or financial statements as a whole, including its results of operations and financial condition. The Company is liable for claims related to vehicle liability, workers’ compensation, property damage and employee medical benefits. Insurance coverage provides the Company with primary and excess coverage, which the Company believes is sufficient to protect the Company from catastrophic claims. For vehicle liability, the Company retains a portion of the risk. Below is a summary of the Company’s risk retention on vehicle liability insurance coverage maintained by the Company through $10,000: Company Frequency Layer Policy Term Expedited Freight¹ LTL business $ 3,000 Occurrence/Accident² $0 to $3,000 10/1/2020 to 10/1/2021 Truckload business $ 2,000 Occurrence/Accident² $0 to $2,000 10/1/2020 to 10/1/2021 LTL and Truckload businesses $ 6,000 Policy Term Aggregate³ $3,000 to $5,000 10/1/2020 to 10/1/2021 LTL and Truckload businesses $ 5,000 Policy Term Aggregate³ $5,000 to $10,000 10/1/2020 to 10/1/2021 Intermodal $ 250 Occurrence/Accident² $0 to $250 4/1/2020 to 10/1/2021 ¹ Excluding the Final Mile business, which is primarily a brokered service. ² For each and every accident, the Company is responsible for damages and defense up to these amounts, regardless of the number of claims associated with any accident. ³ During the Policy Term, the Company is responsible for damages and defense within the stated Layer up to the stated, aggregate amount of Company Risk Retention before insurance will respond. Also, from time to time, when brokering freight, the Company may face claims for the “negligent selection” of outside, contracted carriers that are involved in accidents, and the Company maintains third-party liability insurance coverage with a $100 deductible per occurrence for most of its brokered services. Additionally, the Company maintains workers’ compensation insurance with a self-insured retention of $500 per occurrence. Insurance coverage in excess of the self-insured retention limit is an important part of the Company’s risk management process. The Company believes the recorded reserves are sufficient for all incurred claims up to the self-insured retention limits, including an estimate for claims incurred but not reported. Since the ultimate resolution of outstanding claims as well as claims incurred but not reported is uncertain, it is possible that the reserves recorded for these losses could change materially in the near term. However, an estimate cannot be made of the range of additional loss that is at least reasonably possible.

Segment Reporting

Segment Reporting3 Months Ended
Mar. 31, 2021
Segment Reporting [Abstract]
Segment ReportingSegment Reporting The Company has two reportable segments: Expedited Freight and Intermodal. The Company evaluates segment performance based on income from operations. Segment results include intersegment revenues and shared costs. Costs related to the corporate headquarters, shared services and shared assets, such as trailers, are allocated to each segment based on usage. Shared assets are not allocated to each segment, but rather the shared assets, such as trailers, are allocated to the Expedited Freight segment. The accounting policies applied to each segment are the same as those described in the Summary of Significant Accounting Policies as disclosed in Note 1 to the Annual Report on Form 10-K for the year ended December 31, 2020, except for certain self-insurance loss reserves related to vehicle liability and workers’ compensation. Each segment is allocated an insurance premium and deductible that corresponds to the self-insured retention limit for that particular segment. Any self-insurance loss exposure beyond the deductible allocated to each segment is recorded in Eliminations & Other. Segment results from operations for the three months ended March 31, 2021 and 2020 are as follows: Three Months Ended March 31, 2021 Expedited Freight Intermodal Eliminations & Other Consolidated External revenues $ 303,531 $ 58,502 $ — $ 362,033 Intersegment revenues 655 12 (498) 169 Depreciation 4,993 799 3 5,795 Amortization 1,805 1,637 — 3,442 Income (loss) from continuing operations 24,530 4,509 (6,315) 22,724 Purchases of property and equipment 2,411 284 — 2,695 Three Months Ended March 31, 2020 Expedited Freight Intermodal Eliminations & Other Consolidated External revenues $ 253,140 $ 52,455 $ — $ 305,595 Intersegment revenues 485 5 (528) (38) Depreciation 4,908 1,053 18 5,979 Amortization 1,787 1,568 — 3,355 Income (loss) from continuing operations 15,179 3,713 (3,120) 15,772 Purchases of property and equipment 2,405 246 — 2,651 Total Assets As of March 31, 2021 $ 934,602 $ 204,178 $ (122,879) $ 1,015,901 As of December 31, 2020 905,081 221,963 (153,750) 973,294 Revenue from the individual services within the Expedited Freight segment for the three months ended March 31, 2021 and 2020 are as follows: Three Months Ended March 31, March 31, Expedited Freight revenue: Network $ 178,627 $ 152,009 Truckload 52,380 47,529 Final Mile 62,256 47,802 Other 10,923 6,285 Total $ 304,186 $ 253,625

Subsequent Event

Subsequent Event3 Months Ended
Mar. 31, 2021
Subsequent Events [Abstract]
Subsequent EventSubsequent EventOn April 28, 2021, the Company entered into an agreement to acquire certain assets and liabilities of J&P Hall Express Delivery (“J&P”) for $7,400. J&P, headquartered in Atlanta, Georgia with a second terminal in Albany, Georgia, offers a portfolio of transportation services including less than truckload, truckload, less than container load, container freight station warehousing, and airport transfers across the Southeastern United States.

Description of Business and B_2

Description of Business and Basis of Presentation (Policies)3 Months Ended
Mar. 31, 2021
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Basis of PresentationForward Air Corporation and its subsidiaries (“Forward Air ” or the “Company ” ) is a leading asset-light freight and logistics company. The Company has two reportable segments: Expedited Freight and Intermodal. The Company conducts business in the United States and Canada. The Expedited Freight segment operates a comprehensive national network to provide expedited regional, inter-regional and national less-than-truckload (“LTL ” ) services. Expedited Freight offers customers local pick-up and delivery and other services including final mile, truckload, shipment consolidation and deconsolidation, warehousing, customs brokerage and other handling. The Intermodal segment provides first- and last-mile high value intermodal container drayage services both to and from seaports and railheads. Intermodal also offers dedicated contract and Container Freight Station (“CFS ”
Principles of ConsolidationThe condensed consolidated financial statements of the Company have been prepared in accordance with United States generally accepted accounting principles (“U.S. GAAP”) for interim financial information and the rules and regulations of the Securities and Exchange Commission. In the opinion of management, the accompanying unaudited condensed consolidated financial statements reflect all adjustments, which are of a normal recurring nature, necessary to present fairly the Company’s financial position, results of operations, and cash flows at the dates and for the periods presented. These condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements and the notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2020. Results for interim periods are not necessarily indicative of the results for the year.
Revenue RecognitionRevenue is recognized when the Company satisfies the performance obligation by the delivery of a shipment in accordance with contractual agreements, bill of lading (“BOL”) and general tariff provisions. The amount of revenue recognized is measured as the consideration the Company expects to receive in exchange for those services pursuant to a contract with a customer. A contract exists once the Company enters into a contractual agreement with a customer. The Company does not recognize revenue in cases where collectibility is not probable, and defers recognition until collection is probable or payment is received. The Company generates revenue from the delivery of a shipment and the completion of related services. Revenue for the delivery of a shipment is recorded over time to coincide with when customers simultaneously receive and consume the benefits of the delivery services. Accordingly, revenue billed to a customer for the transportation of freight are recognized over the transit period as the performance obligation to the customer is satisfied. The Company determines the transit period for a shipment based on the pick-up date and the delivery date, which may be estimated if delivery has not occurred as of a reporting period. The determination of the transit period and how much of it has been completed as of a given reporting date may require the Company to make judgments that impact the timing of revenue recognized. For delivery of shipments with a pick-up date in one reporting period and a delivery date in another reporting period, the Company recognizes revenue based on relative transit time in each reporting period. A portion of the total revenue to be billed to the customer after completion of a delivery is

Discontinued Operation and He_2

Discontinued Operation and Held for Sale (Tables)3 Months Ended
Mar. 31, 2021
Discontinued Operations and Disposal Groups [Abstract]
Weighted Average AssumptionsThe weighted-average assumptions under the Monte Carlo simulation model were as follows: February 12, 2021 Counterparty credit spread 1.2% Earnings before interest, taxes, depreciation and amortization discount rate 15.0% Asset volatility 55.0%
Summarized Held for Sale and Discontinued Operations Financial InformationA summary of the results of operations classified as a discontinued operation, net of tax, in the Condensed Consolidated Statements of Comprehensive Income for the three months ended March 31, 2021 and 2020 is as follows: Three Months Ended March 31, March 31, Operating revenue $ 17,087 $ 36,952 Operating expenses: Purchased transportation 4,290 9,536 Salaries, wages and employee benefits 9,674 17,113 Operating leases 2,907 5,680 Depreciation and amortization — 1,295 Insurance and claims 929 1,726 Fuel expense 644 1,327 Other operating expenses 2,087 4,345 Total operating expenses 20,531 41,022 Loss from discontinued operation (3,444) (4,070) Loss on sale of business (2,860) — Loss from discontinued operation before income taxes (6,304) (4,070) Income tax benefit (771) (1,030) Loss from discontinued operation, net of tax $ (5,533) $ (3,040)

Acquisitions (Tables)

Acquisitions (Tables)3 Months Ended
Mar. 31, 2021
Business Combinations [Abstract]
Schedule of Weighted Average AssumptionsThe weighted-average assumptions under the Monte Carlo simulation model were as follows: February 28, 2021 Risk-free rate 0.1% Revenue discount rate 8.8% Revenue volatility 27.3%
Schedule of Allocations of Purchase PriceAssets acquired and liabilities assumed as of the acquisition date are presented in the following table: Proficient Transport February 28, 2021 Tangible assets: Accounts receivable, net $ 3,865 Property and equipment 140 Other assets 10 Total tangible assets 4,015 Intangible assets: Customer relationships 6,060 Non-compete agreements 18 Goodwill 5,754 Total intangible assets 11,832 Total assets acquired 15,847 Liabilities assumed: Current liabilities 32 Total liabilities assumed 32 Net assets acquired $ 15,815
Schedule of Acquired Finite-Lived Intangible AssetsThe weighted-average useful life of acquired intangible assets as of the acquisition date are summarized in the following table: Weighted-Average Useful Lives Customer relationships 8 years Non-compete agreements 1 year

Goodwill and Other Intangible_2

Goodwill and Other Intangible Assets (Tables)3 Months Ended
Mar. 31, 2021
Goodwill and Intangible Assets Disclosure [Abstract]
Schedule of GoodwillChanges in the carrying amount of goodwill during the three months ended March 31, 2021 are summarized as follows (in thousands): Expedited Freight Intermodal Consolidated Balance as of December 31, 2020 $ 165,268 $ 79,714 $ 244,982 Acquisition — 5,754 5,754 Balance as of March 31, 2021 $ 165,268 $ 85,468 $ 250,736
Schedule of Other Intangible AssetsChanges in the carrying amount of acquired intangible assets during the three months ended March 31, 2021 are summarized as follows (in thousands): Gross Carrying Amount Customer Relationships 1 Non-Compete Agreements Trade Names Total Balance as of December 31, 2020 $ 228,416 $ 8,125 $ 1,500 $ 238,041 Acquisition 6,060 18 — 6,078 Balance as of March 31, 2021 $ 234,476 $ 8,143 $ 1,500 $ 244,119 Accumulated Amortization Customer Relationships 1 Non-Compete Agreements Trade Names Total Balance as of December 31, 2020 $ 85,930 $ 5,579 $ 1,500 $ 93,009 Amortization expense 3,104 338 — 3,442 Balance as of March 31, 2021 $ 89,034 $ 5,917 $ 1,500 $ 96,451 1

Stock Incentive Plans (Tables)

Stock Incentive Plans (Tables)3 Months Ended
Mar. 31, 2021
Share-based Payment Arrangement [Abstract]
Share-based Compensation ExpenseThe Company recorded shared-based compensation expense as follows for the three months ended March 31, 2021 and 2020 (in thousands): Three Months Ended March 31, March 31, Salaries, wages and employee benefits - continuing operations $ 2,269 $ 2,817 Salaries, wages and employee benefits - discontinued operation 16 188 Total share-based compensation expense $ 2,285 $ 3,005
Share-based Payment Arrangement ActivityStock option transactions during the three months ended March 31, 2021 on a continuing operations basis were as follows: Stock Options Weighted-Average Exercise Price Outstanding as of December 31, 2020 359 $ 55.79 Granted 39 75.05 Exercised (26) 54.26 Forfeited — — Outstanding as of March 31, 2021 372 $ 58.06 As of March 31, 2021, the total share-based compensation expense related to unvested stock options net yet recognized was approximately $1,250, and the weighted average period over which it is expected to be recognized is approximately two years. Stock option transactions during the three months ended March 31, 2021 on a discontinued operation basis were as follows: Stock Options Weighted-Average Exercise Price Outstanding at December 31, 2020 14 $ 52.15 Granted — — Exercised (14) 52.15 Forfeited — — Outstanding at March 31, 2021 — $ —
Share ActivityRestricted share transactions during the three months ended March 31, 2021 on a continuing operations basis were as follows: Restricted Shares Weighted-Average Grant Date Fair Value Outstanding as of December 31, 2020 213 $ 62.78 Granted 108 75.14 Vested (96) 61.38 Forfeited (11) 69.13 Outstanding as of March 31, 2021 214 $ 69.31 As of March 31, 2021, the total share-based compensation expense related to the restricted shares net yet recognized was approximately $13,179, and the weighted-average period over which it is expected to be recognized is approximately two years. Restricted share transactions during the three months ended March 31, 2021 on a discontinued operation basis were as follows: Restricted Shares Weighted-Average Grant Date Fair Value Outstanding as of December 31, 2020 8 $ 60.83 Granted — — Vested (4) 61.78 Forfeited (4) 61.37 Outstanding as of March 31, 2021 — $ — Director restricted share transactions during the three months ended March 31, 2021 were as follows: Director Restricted Shares Weighted-Average Grant Date Fair Value Outstanding as of December 31, 2020 24 $ 43 Granted 2 93 Vested — — Forfeited — — Outstanding as of March 31, 2021 26 $ 47
Activity of Performance AwardsPerformance award transactions during the three months ended March 31, 2021 on a continuing operations basis were as follows assuming target levels of performance: Performance Awards Weighted-Average Grant Date Fair Value Outstanding as of December 31, 2020 65 $ 67.62 Granted 36 87.33 Earned (11) 92.89 Forfeited (11) 70.22 Outstanding as of March 31, 2021 79 $ 75.61

Net Income (Loss) Per Share (Ta

Net Income (Loss) Per Share (Tables)3 Months Ended
Mar. 31, 2021
Earnings Per Share [Abstract]
Net Income Per ShareA reconciliation of net income attributable to Forward Air and weighted-average common shares outstanding for purposes of calculating basic and diluted net income per share during the three months ended March 31, 2021 and 2020 is as follows: Three Months Ended March 31, March 31, Numerator: Net income and comprehensive income from continuing operations $ 16,714 $ 11,415 Net loss and comprehensive loss from discontinued operation (5,533) (3,040) Net income attributable to Forward Air $ 11,181 $ 8,375 Income allocated to participating securities (101) (67) Numerator for basic and diluted net income per share for continuing operations $ 16,613 $ 11,348 Numerator for basic and diluted net loss per share for discontinued operation $ (5,533) $ (3,040) Denominator: Denominator for basic net income per share - weighted-average number of common shares outstanding 27,361 27,846 Dilutive stock options and performance share awards 136 102 Denominator for diluted net income per share - weighted-average number of common shares and common share equivalents outstanding 27,497 27,948 Basic net income (loss) per share: Continuing operations $ 0.61 $ 0.41 Discontinued operation (0.20) (0.11) Net income per share 1 $ 0.40 $ 0.30 Diluted net income (loss) per share: Continuing operations $ 0.60 $ 0.41 Discontinued operation (0.20) (0.11) Net income per share $ 0.40 $ 0.30 1 Rounding may impact summation of amounts.
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per ShareThe number of shares that were not included in the calculation of net income per diluted share because to do so would have been anti-dilutive for the three months ended March 31, 2021 and 2020 are as follows: March 31, March 31, Anti-dilutive stock options 25 203 Anti-dilutive performance shares 3 24 Anti-dilutive restricted shares and deferred stock units 1 75 Total anti-dilutive shares 29 302

Fair Value of Financial Instr_2

Fair Value of Financial Instruments (Tables)3 Months Ended
Mar. 31, 2021
Fair Value Disclosures [Abstract]
Fair Value, Assets Measured on Recurring BasisAssets and liabilities measured at fair value on a recurring basis as of March 31, 2021 and December 31, 2020 are summarized below: As of March 31, 2021 Level 1 Level 2 Level 3 Total Earn-out liability $ — $ — $ 7,632 $ 7,632 As of December 31, 2020 Level 1 Level 2 Level 3 Total Earn-out liability $ — $ — $ 6,865 $ 6,865

Commitment and Contingencies (T

Commitment and Contingencies (Tables)3 Months Ended
Mar. 31, 2021
Commitments and Contingencies Disclosure [Abstract]
Other CommitmentsBelow is a summary of the Company’s risk retention on vehicle liability insurance coverage maintained by the Company through $10,000: Company Frequency Layer Policy Term Expedited Freight¹ LTL business $ 3,000 Occurrence/Accident² $0 to $3,000 10/1/2020 to 10/1/2021 Truckload business $ 2,000 Occurrence/Accident² $0 to $2,000 10/1/2020 to 10/1/2021 LTL and Truckload businesses $ 6,000 Policy Term Aggregate³ $3,000 to $5,000 10/1/2020 to 10/1/2021 LTL and Truckload businesses $ 5,000 Policy Term Aggregate³ $5,000 to $10,000 10/1/2020 to 10/1/2021 Intermodal $ 250 Occurrence/Accident² $0 to $250 4/1/2020 to 10/1/2021 ¹ Excluding the Final Mile business, which is primarily a brokered service. ² For each and every accident, the Company is responsible for damages and defense up to these amounts, regardless of the number of claims associated with any accident.

Segment Reporting (Tables)

Segment Reporting (Tables)3 Months Ended
Mar. 31, 2021
Segment Reporting [Abstract]
Summary of Segment InformationSegment results from operations for the three months ended March 31, 2021 and 2020 are as follows: Three Months Ended March 31, 2021 Expedited Freight Intermodal Eliminations & Other Consolidated External revenues $ 303,531 $ 58,502 $ — $ 362,033 Intersegment revenues 655 12 (498) 169 Depreciation 4,993 799 3 5,795 Amortization 1,805 1,637 — 3,442 Income (loss) from continuing operations 24,530 4,509 (6,315) 22,724 Purchases of property and equipment 2,411 284 — 2,695 Three Months Ended March 31, 2020 Expedited Freight Intermodal Eliminations & Other Consolidated External revenues $ 253,140 $ 52,455 $ — $ 305,595 Intersegment revenues 485 5 (528) (38) Depreciation 4,908 1,053 18 5,979 Amortization 1,787 1,568 — 3,355 Income (loss) from continuing operations 15,179 3,713 (3,120) 15,772 Purchases of property and equipment 2,405 246 — 2,651 Total Assets As of March 31, 2021 $ 934,602 $ 204,178 $ (122,879) $ 1,015,901 As of December 31, 2020 905,081 221,963 (153,750) 973,294 Revenue from the individual services within the Expedited Freight segment for the three months ended March 31, 2021 and 2020 are as follows: Three Months Ended March 31, March 31, Expedited Freight revenue: Network $ 178,627 $ 152,009 Truckload 52,380 47,529 Final Mile 62,256 47,802 Other 10,923 6,285 Total $ 304,186 $ 253,625

Description of Business and B_3

Description of Business and Basis of Presentation (Details)3 Months Ended
Mar. 31, 2021segment
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Number of reportable segments2

Discontinued Operation and He_3

Discontinued Operation and Held for Sale - Narrative (Details) - USD ($) $ in ThousandsFeb. 12, 2021Mar. 31, 2021
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Proceeds from sale of business $ 8,000
Earn-out based on earnings before interest, taxes, depreciation and amortization $ 12,000
Involvment period6 months
TSA monthly service charge $ 171
Remittance payment, expense (up to) $ 18,000
Reimbursement receivable period60 days
Reimbursement receivable13,339
Other Receivables
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Estimated fair value of the earn-out asset3,508
Other Assets
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Estimated fair value of the earn-out asset $ 3,459
Estimate of Fair Value Measurement
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Estimated fair value of the earn-out asset $ 6,967

Discontinued Operation and He_4

Discontinued Operation and Held for Sale - Assumptions (Details)Feb. 12, 2021
Counterparty credit spread
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Measurement input0.012
Earnings before interest, taxes, depreciation and amortization discount rate
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Measurement input0.150
Asset volatility
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Measurement input0.550

Discontinued Operation and He_5

Discontinued Operation and Held for Sale - Consolidated Statements of Comprehensive Income (Details) - USD ($) $ in Thousands3 Months Ended
Mar. 31, 2021Mar. 31, 2020
Operating expenses:
Loss from discontinued operation, net of tax $ (5,533) $ (3,040)
Discontinued Operations
Discontinued Operations, Statement of Comprehensive Income
Operating revenue17,087 36,952
Operating expenses:
Purchased transportation4,290 9,536
Salaries, wages and employee benefits9,674 17,113
Operating leases2,907 5,680
Depreciation and amortization0 1,295
Insurance and claims929 1,726
Fuel expense644 1,327
Other operating expenses2,087 4,345
Total operating expenses20,531 41,022
Loss from discontinued operation(3,444)(4,070)
Loss on sale of business(2,860)0
Loss from discontinued operation before income taxes(6,304)(4,070)
Income tax benefit(771)(1,030)
Loss from discontinued operation, net of tax $ (5,533) $ (3,040)

Acquisitions - Expedited Freigh

Acquisitions - Expedited Freight Acquisitions Narrative (Details) $ in Thousands1 Months Ended3 Months Ended
Apr. 30, 2019USD ($)periodMar. 31, 2021USD ($)Mar. 31, 2020USD ($)Dec. 31, 2020USD ($)Jun. 30, 2020USD ($)
Segment Reporting Information [Line Items]
Change in fair value of earn-out liability $ (48) $ (594)
FSA Logistix
Segment Reporting Information [Line Items]
Cash used for acquisition $ 27,000
Earn-out payment, up to $ 15,000
Number of periods which earnout is calculated | period2
Earnout period one1 year
Earnout period two1 year
Earnout period2 years
Earnout opportunity $ 11,803 6,817 $ 6,865
Change in fair value of earn-out liability $ (48) $ (594)
Earn-out liability $ 5,284

Acquisitions - Intermodal Acqui

Acquisitions - Intermodal Acquisition Narrative (Details) - Proficient Transport - USD ($) $ in Thousands1 Months Ended
Feb. 28, 2021Mar. 31, 2021
Business Acquisition [Line Items]
Net assets acquired and earn-out $ 15,000
Earn-out payment, up to $ 2,000
Earnout period1 year
Earnout opportunity $ 815 $ 815

Acquisitions - Weighted Average

Acquisitions - Weighted Average Assumptions (Details) - Proficient TransportFeb. 28, 2021
Risk-free rate
Business Acquisition [Line Items]
Measurement input0.001
Revenue discount rate
Business Acquisition [Line Items]
Measurement input0.088
Revenue volatility
Business Acquisition [Line Items]
Measurement input0.273

Acquisitions - Allocations of P

Acquisitions - Allocations of Purchase Price (Details) - USD ($) $ in ThousandsMar. 31, 2021Feb. 28, 2021Dec. 31, 2020
Intangible assets:
Goodwill $ 250,736 $ 244,982
Proficient Transport
Tangible assets:
Accounts receivable, net $ 3,865
Property and equipment140
Other assets10
Total tangible assets4,015
Intangible assets:
Goodwill5,754
Total intangible assets11,832
Total assets acquired15,847
Liabilities assumed:
Current liabilities32
Total liabilities assumed32
Net assets acquired15,815
Customer relationships | Proficient Transport
Intangible assets:
Non-compete agreements6,060
Non-compete agreements | Proficient Transport
Intangible assets:
Non-compete agreements $ 18

Acquisitions - Estimated Useful

Acquisitions - Estimated Useful Lives (Details) - Proficient TransportFeb. 28, 2021
Customer relationships
Business Acquisition [Line Items]
Weighted-Average Useful Lives8 years
Non-compete agreements
Business Acquisition [Line Items]
Weighted-Average Useful Lives1 year

Goodwill and Other Intangible_3

Goodwill and Other Intangible Assets - Goodwill Roll Forward (Details) $ in Thousands3 Months Ended
Mar. 31, 2021USD ($)
Goodwill [Roll Forward]
Beginning balance $ 244,982
Acquisition5,754
Ending balance250,736
Expedited Freight
Goodwill [Roll Forward]
Beginning balance165,268
Acquisition0
Ending balance165,268
Intermodal
Goodwill [Roll Forward]
Beginning balance79,714
Acquisition5,754
Ending balance $ 85,468

Goodwill and Other Intangible_4

Goodwill and Other Intangible Assets - Other Intangible Assets (Details) - USD ($) $ in Thousands3 Months Ended
Mar. 31, 2021Mar. 31, 2020Dec. 31, 2020
Finite-lived Intangible Assets [Roll Forward]
Beginning balance, gross carrying amount $ 238,041
Beginning balance, accumulated amortization96,451
Acquisition6,078
Amortization3,442 $ 3,355
Ending balance, gross carrying amount244,119
Ending balance, accumulated amortization93,009
Customer Relationships
Finite-lived Intangible Assets [Roll Forward]
Beginning balance, gross carrying amount228,416
Beginning balance, accumulated amortization89,034
Acquisition6,060
Amortization3,104
Ending balance, gross carrying amount234,476
Ending balance, accumulated amortization85,930
Accumulated impairment16,501 $ 16,501
Non-Compete Agreements
Finite-lived Intangible Assets [Roll Forward]
Beginning balance, gross carrying amount8,125
Beginning balance, accumulated amortization5,917
Acquisition18
Amortization338
Ending balance, gross carrying amount8,143
Ending balance, accumulated amortization5,579
Trade Names
Finite-lived Intangible Assets [Roll Forward]
Beginning balance, gross carrying amount1,500
Beginning balance, accumulated amortization1,500
Acquisition0
Amortization0
Ending balance, gross carrying amount1,500
Ending balance, accumulated amortization $ 1,500

Stock Incentive Plans - Share-b

Stock Incentive Plans - Share-based Compensation Expense (Details) - USD ($) $ in Thousands3 Months Ended
Mar. 31, 2021Mar. 31, 2020
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total share-based compensation expense $ 2,285 $ 3,005
Continuing Operations | Salaries, Wages and Employee Benefits
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total share-based compensation expense2,269 2,817
Discontinued Operations | Salaries, Wages and Employee Benefits
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total share-based compensation expense $ 16 $ 188

Stock Incentive Plans - Narrati

Stock Incentive Plans - Narrative (Details) $ in Thousands3 Months Ended
Mar. 31, 2021USD ($)contributionsharesMar. 31, 2020USD ($)sharesMay 31, 2016shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares authorized (in shares) | shares2,000,000
Shares available for grant (in shares) | shares793,000
Share-based compensation expense | $ $ 2,597 $ 3,078
Stock Options | Continuing Operations
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized share-based compensation, net of estimated forfeitures | $ $ 1,250
Weighted average period over which unrecognized compensation will be recognized (years)2 years
Restricted Stock
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period (in years)3 years
Restricted Stock | Continuing Operations
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized share-based compensation, net of estimated forfeitures | $ $ 13,179
Weighted average period over which unrecognized compensation will be recognized (years)2 years
Restricted Stock | Year One
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period (in years)1 year
Vesting percentage33.33%
Restricted Stock | Year Two
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting percentage33.33%
Restricted Stock | Year Three
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting percentage33.33%
Performance Awards
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Measurement period3 years
Performance Awards | Continuing Operations
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized share-based compensation, net of estimated forfeitures | $ $ 3,652
Weighted average period over which unrecognized compensation will be recognized (years)3 years
Employee Stock Purchase Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares authorized (in shares) | shares335,000
Percentage of shares at market value90.00%
Number of lump sum contributions | contribution2
Additional shares awarded based on performance (in shares) | shares0
Director Restricted Shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares authorized (in shares) | shares360,000
Shares available for grant (in shares) | shares90,000
Director Restricted Shares | Continuing Operations
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized share-based compensation, net of estimated forfeitures | $ $ 256
Share-based compensation expense | $ $ 328 $ 261

Stock Incentive Plans - Roll Fo

Stock Incentive Plans - Roll Forward Activity (Details) shares in Thousands3 Months Ended
Mar. 31, 2021$ / sharesshares
Stock Options | Continuing Operations
Options
Outstanding, beginning of period (in shares) | shares359
Granted (in shares) | shares39
Exercised (in shares) | shares(26)
Forfeited (in shares) | shares0
Outstanding, end of period (in shares) | shares372
Weighted-Average Exercise Price
Outstanding, beginning of period (in dollars per share) | $ / shares $ 55.79
Grants in Period (in dollars per share) | $ / shares75.05
Exercises in Period (in dollars per share) | $ / shares54.26
Forfeited in period (in dollars per share) | $ / shares0
Outstanding, end of period (in dollars per share) | $ / shares $ 58.06
Stock Options | Discontinued Operations
Options
Outstanding, beginning of period (in shares) | shares14
Granted (in shares) | shares0
Exercised (in shares) | shares(14)
Forfeited (in shares) | shares0
Outstanding, end of period (in shares) | shares0
Weighted-Average Exercise Price
Outstanding, beginning of period (in dollars per share) | $ / shares $ 52.15
Grants in Period (in dollars per share) | $ / shares0
Exercises in Period (in dollars per share) | $ / shares52.15
Forfeited in period (in dollars per share) | $ / shares0
Outstanding, end of period (in dollars per share) | $ / shares $ 0
Restricted Stock | Continuing Operations
Shares
Outstanding and non-vested, beginning of period (in shares) | shares213
Granted (in shares) | shares108
Vested/Earned (in shares) | shares(96)
Forfeited (in shares) | shares(11)
Outstanding and non-vested, end of period (in shares) | shares214
Weighted-Average Grant Date Fair Value
Outstanding and non-vested, beginning of period (in dollars per share) | $ / shares $ 62.78
Granted (in dollars per share) | $ / shares75.14
Vested (in dollars per share) | $ / shares61.38
Forfeited (in dollars per share) | $ / shares69.13
Outstanding and non-vested, end of period (in dollars per share) | $ / shares $ 69.31
Restricted Stock | Discontinued Operations
Shares
Outstanding and non-vested, beginning of period (in shares) | shares8
Granted (in shares) | shares0
Vested/Earned (in shares) | shares(4)
Forfeited (in shares) | shares(4)
Outstanding and non-vested, end of period (in shares) | shares0
Weighted-Average Grant Date Fair Value
Outstanding and non-vested, beginning of period (in dollars per share) | $ / shares $ 60.83
Granted (in dollars per share) | $ / shares0
Vested (in dollars per share) | $ / shares61.78
Forfeited (in dollars per share) | $ / shares61.37
Outstanding and non-vested, end of period (in dollars per share) | $ / shares $ 0
Performance Awards | Continuing Operations
Shares
Outstanding and non-vested, beginning of period (in shares) | shares65
Granted (in shares) | shares36
Vested/Earned (in shares) | shares(11)
Forfeited (in shares) | shares(11)
Outstanding and non-vested, end of period (in shares) | shares79
Weighted-Average Grant Date Fair Value
Outstanding and non-vested, beginning of period (in dollars per share) | $ / shares $ 67.62
Granted (in dollars per share) | $ / shares87.33
Vested (in dollars per share) | $ / shares92.89
Forfeited (in dollars per share) | $ / shares70.22
Outstanding and non-vested, end of period (in dollars per share) | $ / shares $ 75.61
Director Restricted Shares | Continuing Operations
Shares
Outstanding and non-vested, beginning of period (in shares) | shares24
Granted (in shares) | shares2
Vested/Earned (in shares) | shares0
Forfeited (in shares) | shares0
Outstanding and non-vested, end of period (in shares) | shares26
Weighted-Average Grant Date Fair Value
Outstanding and non-vested, beginning of period (in dollars per share) | $ / shares $ 43
Granted (in dollars per share) | $ / shares93
Vested (in dollars per share) | $ / shares0
Forfeited (in dollars per share) | $ / shares0
Outstanding and non-vested, end of period (in dollars per share) | $ / shares $ 47

Indebtedness (Details)

Indebtedness (Details) - USD ($)Apr. 16, 2020Apr. 30, 2021Mar. 31, 2021Mar. 31, 2020Dec. 31, 2020Apr. 30, 2020
Debt Instrument [Line Items]
Proceeds from revolving credit facility $ 0 $ 65,000,000
Revolving Credit Facility
Debt Instrument [Line Items]
Aggregate principal amount $ 225,000,000
Revolving Credit Facility | London Interbank Offered Rate (LIBOR)
Debt Instrument [Line Items]
Interest rate spread above LIBOR as of reporting period1.00%
Revolving Credit Facility
Debt Instrument [Line Items]
Credit facility amount112,500,000 $ 112,500,000 250,000,000
Available borrowing capacity $ 94,174,000
Interest rate at period end3.25%2.30%
Term5 years
Aggregate principal amount $ 150,000,000
Additional borrowing capacity of credit facility $ 25,000,000
Revolving Credit Facility | Subsequent Event
Debt Instrument [Line Items]
Proceeds from revolving credit facility $ 20,000,000
Revolving Credit Facility | London Interbank Offered Rate (LIBOR)
Debt Instrument [Line Items]
Interest rate spread above LIBOR as of reporting period1.00%
Minimum interest rate spread2.25%
Maximum interest rate spread2.75%
Minimum margin0.25%
Maximum margin0.75%
Revolving Credit Facility | Base Rate
Debt Instrument [Line Items]
Minimum interest rate3.00%
Revolving Credit Facility | Fed Funds Effective Rate Overnight Index Swap Rate
Debt Instrument [Line Items]
Interest rate spread above LIBOR as of reporting period0.50%
Letter of Credit
Debt Instrument [Line Items]
Outstanding amount $ 18,326,000
Sublimit amount $ 30,000,000
Swing Line Loan
Debt Instrument [Line Items]
Sublimit amount $ 30,000,000

Net Income (Loss) Per Share - B

Net Income (Loss) Per Share - Basic and Diluted Net Income Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands3 Months Ended
Mar. 31, 2021Mar. 31, 2020
Numerator:
Net income and comprehensive income from continuing operations $ 16,714 $ 11,415
Net loss and comprehensive loss from discontinued operation(5,533)(3,040)
Net income and comprehensive income11,181 8,375
Income allocated to participating securities(101)(67)
Numerator for basic and diluted net income per share for continuing operations16,613 11,348
Numerator for basic and diluted net loss per share for discontinued operation $ (5,533) $ (3,040)
Denominator:
Denominator for basic income per share - weighted-average number of common shares outstanding (in shares)27,361 27,846
Dilutive stock options and performance share awards (in shares)136 102
Denominator for diluted income per share - weighted-average number of common shares and share equivalents outstanding (in shares)27,497 27,948
Basic net income (loss) per share
Continuing operations (in dollars per share) $ 0.61 $ 0.41
Discontinued operation (in dollars per share)(0.20)(0.11)
Net income per share (in dollars per share)[1]0.400.30
Diluted net income (loss) per share
Continuing operations (in dollars per share)0.600.41
Discontinued operation (in dollars per share)(0.20)(0.11)
Net income per share (in dollars per share) $ 0.40 $ 0.30
[1]1 Rounding may impact summation of amounts.

Net Income (Loss) Per Share - A

Net Income (Loss) Per Share - Anti-Dilutive Shares (Details) - shares shares in Thousands3 Months Ended
Mar. 31, 2021Mar. 31, 2020
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total anti-dilutive shares (in shares)29 302
Stock Options
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total anti-dilutive shares (in shares)25 203
Performance Awards
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total anti-dilutive shares (in shares)3 24
Non-Vested Shares and Deferred Stock Units
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total anti-dilutive shares (in shares)1 75

Income Taxes (Details)

Income Taxes (Details) - USD ($) $ in Thousands3 Months Ended
Mar. 31, 2021Mar. 31, 2020Dec. 31, 2020
Income Tax Disclosure [Abstract]
Income tax (benefit) expense $ 4,845 $ 3,504
Effective tax rate22.50%23.50%
Unrecognized tax benefits $ 544 $ 544
Unrecognized tax benefits, accrued interest and penalties168 $ 168
Sale of business, capital loss2,426
Valuation allowance $ 2,426

Fair Value of Financial Instr_3

Fair Value of Financial Instruments (Details) - USD ($) $ in ThousandsMar. 31, 2021Dec. 31, 2020
Estimate of Fair Value Measurement
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Finance lease obligation $ 6,892 $ 7,009
Carrying Value
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Finance lease obligation6,652 6,811
Fair Value, Recurring | Earn-out liability
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Earn-out liability7,632 6,865
Level 1 | Fair Value, Recurring | Earn-out liability
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Earn-out liability0 0
Level 2 | Fair Value, Recurring | Earn-out liability
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Earn-out liability0 0
Level 3 | Fair Value, Recurring | Earn-out liability
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Earn-out liability $ 7,632 $ 6,865

Shareholders' Equity (Details)

Shareholders' Equity (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in ThousandsApr. 26, 2021Mar. 31, 2021Dec. 31, 2020Mar. 31, 2020Feb. 05, 2019Jul. 21, 2016
Equity, Class of Treasury Stock [Line Items]
Dividends per share (in dollars per share) $ 0.21 $ 0.21 $ 0.18
Repurchases of common stock $ 9,998 $ 15,259
Subsequent Event
Equity, Class of Treasury Stock [Line Items]
Dividends per share (in dollars per share) $ 0.21
Stock Repurchase Plan 2016
Equity, Class of Treasury Stock [Line Items]
Shares authorized for repurchase (in shares)3,000
Stock Repurchase Plan 2019
Equity, Class of Treasury Stock [Line Items]
Shares authorized for repurchase (in shares)5,000
Shares available to be purchased (in shares)3,254
Stock Repurchase Plan 2019 | Common Stock
Equity, Class of Treasury Stock [Line Items]
Shares repurchased (in shares)114 268
Repurchases of common stock $ 9,997 $ 15,259
Average cost per share (in dollars per share) $ 87.89 $ 56.93

Commitments and Contingencies (

Commitments and Contingencies (Details) $ in Thousands3 Months Ended
Mar. 31, 2021USD ($)
Other Commitments [Line Items]
Liability insurance coverage $ 100
Self-insurance retention workers' compensation500
Aggregate deductible for claims between $0 and $3,000 | Expedited Freight
Other Commitments [Line Items]
Company Risk Retention3,000
Aggregate deductible for claims between $0 and $2,000 | Expedited Freight
Other Commitments [Line Items]
Company Risk Retention2,000
Aggregate deductible for claims between $3,000 and $5,000 | Expedited Freight
Other Commitments [Line Items]
Company Risk Retention6,000
Aggregate deductible for claims between $5,000 and $10,000 | Expedited Freight
Other Commitments [Line Items]
Company Risk Retention5,000
Aggregate deductible for claims between $0 and $250 | Intermodal
Other Commitments [Line Items]
Company Risk Retention250
Minimum | Aggregate deductible for claims between $0 and $3,000 | Expedited Freight
Other Commitments [Line Items]
Self-insurance retention liability additional deductible applicable range0
Minimum | Aggregate deductible for claims between $0 and $2,000 | Expedited Freight
Other Commitments [Line Items]
Self-insurance retention liability additional deductible applicable range0
Minimum | Aggregate deductible for claims between $3,000 and $5,000 | Expedited Freight
Other Commitments [Line Items]
Self-insurance retention liability additional deductible applicable range3,000
Minimum | Aggregate deductible for claims between $5,000 and $10,000 | Expedited Freight
Other Commitments [Line Items]
Self-insurance retention liability additional deductible applicable range5,000
Minimum | Aggregate deductible for claims between $0 and $250 | Intermodal
Other Commitments [Line Items]
Self-insurance retention liability additional deductible applicable range0
Maximum | Aggregate deductible for claims between $0 and $3,000 | Expedited Freight
Other Commitments [Line Items]
Self-insurance retention liability additional deductible applicable range3,000
Maximum | Aggregate deductible for claims between $0 and $2,000 | Expedited Freight
Other Commitments [Line Items]
Self-insurance retention liability additional deductible applicable range2,000
Maximum | Aggregate deductible for claims between $3,000 and $5,000 | Expedited Freight
Other Commitments [Line Items]
Self-insurance retention liability additional deductible applicable range5,000
Maximum | Aggregate deductible for claims between $5,000 and $10,000
Other Commitments [Line Items]
Self-insurance retention liability additional deductible applicable range10,000
Maximum | Aggregate deductible for claims between $5,000 and $10,000 | Expedited Freight
Other Commitments [Line Items]
Self-insurance retention liability additional deductible applicable range10,000
Maximum | Aggregate deductible for claims between $0 and $250 | Intermodal
Other Commitments [Line Items]
Self-insurance retention liability additional deductible applicable range $ 250

Segment Reporting (Details)

Segment Reporting (Details) $ in Thousands3 Months Ended
Mar. 31, 2021USD ($)segmentMar. 31, 2020USD ($)Dec. 31, 2020USD ($)
Segment Reporting Information [Line Items]
Number of reportable segments | segment2
Operating revenue $ 362,202 $ 305,557
Depreciation5,795 5,979
Amortization3,442 3,355
Income (loss) from continuing operations22,724 15,772
Purchases of property and equipment2,695 2,651
Total Assets1,015,901 $ 1,047,393
Continuing Operations
Segment Reporting Information [Line Items]
Total Assets1,015,901 973,294
Expedited Freight
Segment Reporting Information [Line Items]
Operating revenue304,186 253,625
Expedited Freight | Network
Segment Reporting Information [Line Items]
Operating revenue178,627 152,009
Expedited Freight | Truckload
Segment Reporting Information [Line Items]
Operating revenue52,380 47,529
Expedited Freight | Final Mile
Segment Reporting Information [Line Items]
Operating revenue62,256 47,802
Expedited Freight | Other
Segment Reporting Information [Line Items]
Operating revenue10,923 6,285
Operating Segments
Segment Reporting Information [Line Items]
Operating revenue362,033 305,595
Operating Segments | Expedited Freight
Segment Reporting Information [Line Items]
Operating revenue303,531 253,140
Depreciation4,993 4,908
Amortization1,805 1,787
Income (loss) from continuing operations24,530 15,179
Purchases of property and equipment2,411 2,405
Operating Segments | Expedited Freight | Continuing Operations
Segment Reporting Information [Line Items]
Total Assets934,602 905,081
Operating Segments | Intermodal
Segment Reporting Information [Line Items]
Operating revenue58,502 52,455
Depreciation799 1,053
Amortization1,637 1,568
Income (loss) from continuing operations4,509 3,713
Purchases of property and equipment284 246
Operating Segments | Intermodal | Continuing Operations
Segment Reporting Information [Line Items]
Total Assets204,178 221,963
Eliminations & Other
Segment Reporting Information [Line Items]
Operating revenue(498)(528)
Depreciation3 18
Amortization0 0
Income (loss) from continuing operations(6,315)(3,120)
Purchases of property and equipment0 0
Eliminations & Other | Continuing Operations
Segment Reporting Information [Line Items]
Total Assets(122,879) $ (153,750)
Eliminations & Other | Expedited Freight
Segment Reporting Information [Line Items]
Operating revenue(655)(485)
Eliminations & Other | Intermodal
Segment Reporting Information [Line Items]
Operating revenue(12)(5)
Reconciling Items
Segment Reporting Information [Line Items]
Operating revenue $ (169) $ 38

Subsequent Event (Details)

Subsequent Event (Details) - USD ($) $ in ThousandsApr. 28, 2021Mar. 31, 2021Mar. 31, 2020
Subsequent Event [Line Items]
Operating revenue $ 362,202 $ 305,557
Subsequent Event | J&P Hall Express Delivery
Subsequent Event [Line Items]
Considered transferred $ 7,400