Financial Performance - Operating revenues for the first nine months of 2022 were $613.1 million, a 33.5% increase from $459.1 million in the same period of 2021[94]. - Net income for the first nine months of 2022 was $118.1 million, compared to $58.9 million in the same period of 2021, resulting in a basic net income per share of $1.50[94]. - Operating revenue increased by $154.0 million (33.5%) to $613.1 million for the nine months ended September 30, 2022, compared to $459.1 million in the same period of 2021[118]. - Net income for the nine months ended September 30, 2022, was $118.1 million, representing a 100.4% increase from $58.9 million in the same period of 2021[117]. - Net income for the three months ended September 30, 2022, was $24.4 million, a slight decrease of 0.2% from $24.5 million in the same period of 2021[100]. Operational Efficiency - The operating ratio improved to 73.5% for the nine months ended September 30, 2022, down from 82.8% for the same period in 2021[94]. - Adjusted operating ratio was 83.7% for the three months ended September 30, 2022, compared to 74.5% in the prior year, indicating a decline in operational efficiency[100]. - Operating expenses as a percentage of total operating revenue decreased from 78.2% in 2021 to 87.3% in 2022, reflecting increased costs associated with recent acquisitions[98]. Acquisitions and Growth Strategy - The company completed two strategic acquisitions, Smith Transport and CFI, in 2022 to enhance operational scale and service offerings[85][89]. - The company acquired CFI and Smith Transport in 2022, which contributed to the increase in operating revenues and expenses[99]. - Future growth is expected to depend on economic conditions, customer demand, and the ability to attract and retain experienced drivers[89]. Fuel and Expenses - Average diesel fuel prices increased by 53.5% year-over-year, reaching $5.15 per gallon in Q3 2022 compared to $3.36 in Q3 2021[93]. - Fuel expenses rose by $51.0 million (68.6%) to $125.2 million due to higher average diesel prices (57.0%) and increased fuel consumption[123]. - Fuel expenses rose by $28.1 million (111.4%) to $53.4 million for the three months ended September 30, 2022, driven by higher diesel prices and increased miles driven[106]. - Fuel surcharge revenue increased by $27.9 million (141.9%) to $47.5 million for the three months ended September 30, 2022, due to higher average diesel fuel prices[101]. Labor Costs - Salaries, wages, and benefits increased by $34.7 million (55.3%) to $97.4 million for the three months ended September 30, 2022, primarily due to acquisitions and increased driver wage rates[104]. - Salaries, wages, and benefits increased by $31.5 million (16.5%) to $221.9 million, primarily due to the increase in the number of drivers and higher wage rates[120]. Cash Flow and Assets - Cash flow from operating activities for the first nine months of 2022 was $112.6 million, representing 18.4% of operating revenues[94]. - The company ended Q3 2022 with total assets of $1.7 billion and achieved a return on assets of 11.8%[94]. - Cash flow from operating activities was $112.6 million, representing 18.4% of operating revenues, compared to $95.7 million (20.8% of operating revenues) in the same period of 2021[135]. Tax and Interest Expenses - The effective tax rate decreased to 25.9% for the three months ended September 30, 2022, down from 26.9% in the prior year, due to a reduction in tax accruals for uncertain tax positions[115]. - The effective tax rate increased to 26.5% for the nine months ended September 30, 2022, compared to 25.8% in the same period of 2021[129]. - Interest expense increased by $2.3 million in the three months ended September 30, 2022, resulting from financing associated with the Smith Transport acquisition[114]. - Interest expense increased by $2.5 million due to financing assumed through the Smith Transport acquisition and the credit facility related to the CFI acquisition[128]. Commodity Price Risk - Commodity price risk is primarily related to fuel and rubber purchases[144]. - A $1.00 increase in average fuel price per gallon would decrease income before income taxes by approximately $14.0 million in 2022[144]. - A 10% increase in tire prices would increase tire purchase expenses by $2.9 million, resulting in a corresponding decrease in income before income taxes[144]. - Fuel surcharge agreements help limit exposure to commodity price risk but do not fully offset fuel cost increases[144]. - The company cannot pass through 100% of tire price increases due to timing and severity of increases[144]. - The company has historically minimized tire price increases through bulk purchases[144]. Equipment and Commitments - The average age of the tractor fleet increased to 2.1 years as of September 30, 2022, compared to 1.7 years a year earlier, influenced by recent acquisitions[93]. - Total estimated purchase commitments for tractors and trailer equipment as of September 30, 2022, were $68.5 million, extending through the remainder of 2022 and into 2023[134]. - The company entered into a $550.0 million unsecured credit facility, including a $100.0 million revolving line of credit and $450.0 million in term loans, to support its acquisitions[130]. Gains and Disposals - Gains on the disposal of property and equipment increased by $65.5 million to $92.8 million, primarily due to a $73.2 million gain on the sale of a terminal property[127].

Financial Performance - Operating revenues for the first six months of 2022 were $339.1 million, a 10.5% increase from $306.5 million in the same period of 2021[79]. - Net income for the first half of 2022 was $93.7 million, compared to $34.5 million in the first half of 2021, representing a 171.0% increase[79]. - The operating ratio improved to 62.4% for the first six months of 2022, down from 85.1% in the same period of 2021[79]. - Operating revenue increased by $33.7 million (21.9%) to $187.8 million for the three months ended June 30, 2022, compared to $154.1 million in the same period of 2021[86]. - Net income for the three months ended June 30, 2022, was $76.9 million, representing an increase of 270.8% from $20.7 million in the same period of 2021[85]. - The operating ratio improved to 44.1% for the three months ended June 30, 2022, down from 82.3% in the same period of 2021[85]. - Adjusted operating income was $31.9 million for the three months ended June 30, 2022, compared to $27.4 million in the same period of 2021[85]. - Operating revenue increased by $32.6 million (10.6%) to $339.1 million for the six months ended June 30, 2022, compared to $306.5 million for the same period in 2021[99]. Cash Flow and Assets - The company ended the second quarter of 2022 with cash, cash equivalents, and restricted cash of $186.7 million, an increase of $12.9 million during the first six months[79]. - Cash flow from operating activities for the first half of 2022 was $58.5 million, representing 17.3% of operating revenues, down from 20.5% in the same period of 2021[79]. - Cash flow from operating activities was $58.5 million for the six months ended June 30, 2022, compared to $62.8 million in the same period of 2021, representing 17.3% of operating revenues[115]. - Cash used in investing activities was $42.8 million during the six months ended June 30, 2022, primarily due to the $122.0 million cash outflow for the acquisition of Smith Transport[116]. Acquisitions and Growth - The company completed the acquisition of Smith Transport on May 31, 2022, marking its fourth acquisition in nine years[74]. - The acquisition of Smith Transport on May 31, 2022, contributed to changes in operating revenues and expenses for the periods reported[84]. - The company is focused on expanding driver training programs to address the ongoing shortage of qualified drivers in the industry[76]. Expenses and Costs - Average diesel fuel prices increased by 70.9% year-over-year, from $3.21 per gallon in June 2021 to $5.49 per gallon in June 2022[77]. - Fuel expenses increased by $17.2 million (69.5%) to $42.0 million for the three months ended June 30, 2022, primarily due to higher average diesel prices[90]. - Salaries, wages, and benefits rose by $3.0 million (4.7%) to $65.9 million for the three months ended June 30, 2022, driven by increased driver wage rates and the acquisition of Smith Transport[89]. - Salaries, wages, and benefits decreased by $3.2 million (2.5%) to $124.5 million for the six months ended June 30, 2022, primarily due to a reduction in the number of drivers[101]. - Fuel expenses increased by $22.8 million (46.6%) to $71.8 million for the six months ended June 30, 2022, attributed to higher average diesel prices[102]. - Other operating expenses increased by $7.3 million to $18.0 million during the six months ended June 30, 2022, mainly due to a legal settlement and the acquisition of Smith Transport[106]. Gains and Losses - The company reported a gain on the disposal of property and equipment of $81.7 million for the three months ended June 30, 2022, compared to $7.9 million in the same period of 2021[95]. - Gains on the disposal of property and equipment increased by $73.9 million to $86.0 million during the six months ended June 30, 2022, primarily from a $73.2 million gain on the sale of a terminal property[107]. Tax and Effective Rates - The effective tax rate increased to 26.9% for the three months ended June 30, 2022, from 24.6% in the same period of 2021[96]. Commodity Price Risk - Commodity price risk is primarily related to fuel and rubber purchases[124]. - A $1.00 increase in average fuel price per gallon would decrease income before income taxes by approximately $9.1 million in 2022[124]. - A 10% increase in tire prices would increase tire purchase expenses by $1.4 million, leading to a corresponding decrease in income before income taxes[124]. - Fuel surcharge agreements help limit exposure to commodity price risk, but do not fully offset fuel cost increases[124]. - The company cannot pass through 100% of tire price increases due to the timing and severity of increases[124]. - The company has historically minimized tire price increases through bulk purchases from suppliers[124]. - Fuel costs associated with out-of-route miles, empty miles, and tractor idle time cannot be passed through to customers[124]. - The analysis is based on actual fuel purchases for 2021 adjusted for the acquisition of Smith Transport[124]. - The company expects to maintain consistent miles driven, fuel surcharges as a percentage of revenue, and miles per gallon with adjusted 2021 amounts[124]. - The current rate environment affects the ability to pass through tire price increases[124].

Financial Performance - Operating revenues for the first three months of 2022 were $151.3 million, a slight decrease from $152.4 million in the same period of 2021[60]. - Net income for Q1 2022 was $16.8 million, compared to $13.7 million in Q1 2021, resulting in basic net income per share of $0.21 versus $0.17[60]. - Net income for the three months ended March 31, 2022, was $16.8 million, an increase of 22.1% compared to $13.7 million for the same period in 2021[64]. - Operating revenue decreased by $1.1 million (0.7%) to $151.3 million for the three months ended March 31, 2022, from $152.4 million in 2021[65]. - The effective tax rate was 25.6% for the three months ended March 31, 2022, compared to 25.4% in 2021[73]. Operating Efficiency - The operating ratio improved to 85.2% in Q1 2022 from 88.0% in Q1 2021, while the adjusted operating ratio decreased to 82.4% from 86.5%[60][61]. - The operating ratio improved to 85.2% for the three months ended March 31, 2022, compared to 88.0% in the prior year[64]. Cash Flow and Assets - Cash flow from operating activities was $37.6 million, representing 24.9% of operating revenues, up from $35.4 million or 23.2% in Q1 2021[60]. - Cash flow from operating activities was $37.6 million, representing 24.9% of operating revenues for the three months ended March 31, 2022, compared to 23.2% in 2021[78]. - The company ended Q1 2022 with total assets of $947.1 million and cash, cash equivalents, and restricted cash of $202.9 million[60]. - The company had $187.1 million in cash and cash equivalents and no outstanding debt as of March 31, 2022[74]. Fuel and Expenses - Average diesel fuel prices increased by 45.7% year-over-year, reaching $4.24 per gallon in Q1 2022 compared to $2.91 in Q1 2021[58]. - Fuel expenses increased by $5.5 million (23.0%) to $29.7 million for the three months ended March 31, 2022, primarily due to a 45.7% rise in average diesel prices[68]. - The company is focused on managing fuel costs, which have become the second highest expense, and is implementing various strategies to mitigate fuel price volatility[59]. - A $1.00 increase in the average price of fuel per gallon would decrease income before income taxes by approximately $7.0 million in 2022[86]. - Fuel surcharge agreements with most customers help limit exposure to commodity price risk, but do not fully offset fuel cost increases[86]. Workforce and Training - Salaries, wages, and benefits decreased by $6.2 million (9.5%) to $58.6 million for the three months ended March 31, 2022, due to a reduction in the number of drivers[67]. - The driver training program, Millis Training Institute, has been expanded to address the shortage of qualified drivers in the industry[57]. Acquisitions and Commitments - The company has completed eight acquisitions since 1986, with the most recent being Millis Transfer in August 2019, aimed at expanding into new markets[55]. - Total estimated purchase commitments for tractors and trailer equipment as of March 31, 2022, were $22.3 million, extending through 2022 and into 2023[77]. Investment Activities - Cash used in investing activities was $8.4 million during the three months ended March 31, 2022, compared to cash provided by investing activities of $15.5 million in the same period of 2021[79]. Commodity Price Risk - The company is subject to commodity price risk primarily related to fuel and rubber purchases[86]. - The company cannot pass through 100% of tire price increases due to the timing and severity of increases[86]. - A 10% increase in tire prices would increase tire purchase expenses by $1.1 million, resulting in a corresponding decrease in income before income taxes[86].

Financial Performance - In 2021, the company generated operating revenues of $607.3 million, a decrease from $645.3 million in 2020, with a net income of $79.3 million compared to $70.8 million in the previous year[167]. - The operating ratio improved to 82.6% in 2021 from 85.5% in 2020, indicating better operational efficiency[168]. - The company achieved a net margin of 13.1% in 2021, up from 11.0% in 2020, reflecting improved profitability[168]. - Operating revenue decreased by $38.0 million (5.9%) to $607.3 million for the year ended December 31, 2021, from $645.3 million in 2020[182]. - Operating income increased to 17.4% of operating revenue in 2021, compared to 14.5% in 2020[181]. - Gains on the disposal of property and equipment rose by $22.6 million (152.4%) to $37.4 million in 2021, driven by a 132.8% increase in trailer sales volume[193]. Cash Flow and Investments - Cash flow from operating activities was $123.4 million, or 20.3% of operating revenues, down from $178.9 million, or 27.7% in 2020[170]. - Cash flows used in investing activities decreased by $108.4 million to $2.6 million in 2021, mainly due to reduced net purchases of property and equipment[200]. - The company had $157.7 million in cash and cash equivalents at December 31, 2021, with no outstanding debt[198]. Cost Management - The company maintains a disciplined approach to cost controls, aiming for a low-80s operating ratio and a debt-free balance sheet[164]. - Salaries, wages, and benefits decreased by $19.5 million (7.2%) to $250.0 million in 2021, attributed to a reduction in the number of drivers[185]. - Fuel expenses increased by $13.5 million (15.7%) to $99.6 million for the year ended December 31, 2021, primarily due to a 28.9% rise in average diesel prices[186]. Driver and Workforce Management - The trucking industry faces a qualified driver shortage, with competition for drivers expected to remain challenging due to decreasing numbers of qualified drivers[173]. - The company plans to continue enhancing driver compensation and benefits to attract and retain experienced drivers, with multiple pay increases implemented over the last three years[173]. Assets and Equity - The company’s total assets were $928.5 million and total stockholders' equity was $727.1 million at the end of 2021, with a return on assets of 8.4% and return on equity of 10.9%[168]. Tax and Compliance - The effective tax rate increased to 25.2% in 2021 from 24.9% in 2020, due to non-recurring favorable adjustments in 2020[194]. - The company paid income taxes of $38.5 million in 2021, an increase from $13.7 million in 2020, primarily due to a federal refund received in 2020 and increased tax liability in 2021[203]. - At December 31, 2021, the company had $4.7 million in gross unrecognized tax benefits, with $3.7 million potentially impacting the effective tax rate if recognized[209]. Debt and Financing - The company entered into a Credit Agreement with Wells Fargo Bank, providing for a $25.0 million Revolver and an uncommitted accordion feature allowing for an additional $100.0 million increase[204]. - The Credit Agreement includes a maximum adjusted leverage ratio of 2:1 and a minimum tangible net worth requirement of $250.0 million, with compliance confirmed for 2021 and 2020[206]. - The company has no outstanding debt as of December 31, 2021, and interest rates on future borrowings will be based on the Secured Overnight Financing Rate plus a spread[220]. Market Risks - The company does not currently use derivative financial instruments for risk management purposes, limiting exposure to market risks[219]. - The company estimates that a $1.00 increase in the average price of fuel per gallon would decrease income before income taxes by approximately $7.0 million[222]. - A 10% increase in tire prices is expected to raise tire purchase expenses by $1.1 million, resulting in a corresponding decrease in income before income taxes[222]. Share Repurchase - As of December 31, 2021, the company has 6.6 million shares remaining authorized for repurchase, with 1.8 million shares repurchased in 2021 and 1.5 million in 2020[202].

[PART I - FINANCIAL INFORMATION](index=4&type=section&id=PART%20I%20-%20FINANCIAL%20INFORMATION) This section presents the unaudited consolidated financial statements and management's analysis of financial condition and results of operations [Item 1. Financial Statements](index=4&type=section&id=Item%201.%20Financial%20Statements) This section presents the unaudited consolidated financial statements, including balance sheets, income statements, and cash flows, highlighting improved net income and a strong debt-free balance sheet [Consolidated Balance Sheets](index=4&type=section&id=Consolidated%20Balance%20Sheets) The balance sheet shows a strong liquidity position with increased cash to $180.4 million and no outstanding debt as of September 30, 2021 Balance Sheet Highlights (in thousands) | Balance Sheet Highlights (in thousands) | Sep 30, 2021 | Dec 31, 2020 | | :--- | :--- | :--- | | **Assets** | | | | Cash and cash equivalents | $180,366 | $113,852 | | Property and equipment, net | $491,058 | $539,280 | | Total assets | $958,280 | $951,176 | | **Liabilities & Equity** | | | | Total current liabilities | $117,039 | $71,042 | | Total long-term liabilities | $132,425 | $155,800 | | Total stockholders' equity | $708,816 | $724,334 | - The company had **no outstanding debt** as of September 30, 2021, and December 31, 2020[45](index=45&type=chunk) [Consolidated Statements of Comprehensive Income](index=5&type=section&id=Consolidated%20Statements%20of%20Comprehensive%20Income) Despite a decrease in operating revenue, net income increased in Q3 2021 and for the nine-month period, primarily driven by higher gains on equipment disposal Income Statement (in thousands) | Income Statement (in thousands) | Q3 2021 | Q3 2020 | Nine Months 2021 | Nine Months 2020 | | :--- | :--- | :--- | :--- | :--- | | Operating Revenue | $152,612 | $162,282 | $459,142 | $489,473 | | Operating Income | $33,273 | $27,339 | $78,903 | $69,654 | | Net Income | $24,466 | $20,714 | $58,942 | $53,134 | | Diluted EPS | $0.31 | $0.25 | $0.74 | $0.65 | - Gain on disposal of property and equipment **significantly increased** to $15.3 million in Q3 2021 from $5.7 million in Q3 2020, and to $27.3 million for the nine months of 2021 from $8.7 million in the prior year period[11](index=11&type=chunk) [Consolidated Statements of Cash Flows](index=7&type=section&id=Consolidated%20Statements%20of%20Cash%20Flows) Operating cash flow decreased to $95.7 million, while investing activities provided $5.0 million, and financing activities used $34.8 million, primarily for share repurchases and dividends Cash Flow Summary (in thousands) | Cash Flow Summary (in thousands) | Nine Months Ended Sep 30, 2021 | Nine Months Ended Sep 30, 2020 | | :--- | :--- | :--- | | Net cash provided by operating activities | $95,694 | $132,987 | | Net cash provided by (used in) investing activities | $5,027 | $(112,279) | | Net cash used in financing activities | $(34,810) | $(17,593) | | Net increase in cash | $65,911 | $3,115 | [Notes to Consolidated Financial Statements](index=8&type=section&id=Notes%20to%20Consolidated%20Financial%20Statements) The notes detail accounting policies, single segment operations, a $0.50 per share special dividend, share repurchases, and an amended credit agreement - The company operates as a single segment, providing nationwide asset-based dry van truckload service for major shippers across the United States[18](index=18&type=chunk)[22](index=22&type=chunk) - In Q3 2021, the Board of Directors declared a **special dividend of $0.50 per share**, totaling **$39.5 million**, in addition to the regular quarterly dividend[34](index=34&type=chunk) - During the nine months ended September 30, 2021, the company repurchased **1.8 million shares** for **$30.9 million**[33](index=33&type=chunk) - On August 31, 2021, the company **amended its credit agreement**, extending the maturity to **August 31, 2023**, and reducing the unsecured revolving line of credit to **$25.0 million**[41](index=41&type=chunk)[42](index=42&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=15&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses financial results, highlighting improved profitability despite revenue decline, driven by strong freight demand, favorable pricing, and equipment sales gains amidst driver shortages and rising costs [Overview](index=15&type=section&id=Overview) The company operates in a strong freight market with high demand and favorable pricing, but faces challenges from a qualified driver shortage and increased wage pressures - The freight market has been **strong** through the first nine months of 2021 with increased demand and a **favorable pricing environment**, which is expected to continue[61](index=61&type=chunk) - The trucking industry is facing a **qualified driver shortage**, which has intensified competition for drivers; the company has **increased driver wages** multiple times in the last twelve months to attract and retain drivers[64](index=64&type=chunk) Key Performance Metrics | Key Performance Metrics | Nine Months 2021 | Nine Months 2020 | | :--- | :--- | :--- | | Operating Ratio | 82.8% | 85.8% | | Adjusted Operating Ratio (Non-GAAP) | 80.5% | 84.2% | [Results of Operations](index=18&type=section&id=Results%20of%20Operations) Operating revenue decreased in Q3 and the nine-month period due to fewer miles, but net income significantly increased, primarily driven by higher gains on equipment disposal - **Q3 2021 vs Q3 2020:** **Operating revenue decreased by $9.7 million (6.0%)** due to a decrease in total miles, partially offset by higher freight rates; **Net income increased by 18.1%**, primarily due to higher gains on the sale of revenue equipment[72](index=72&type=chunk)[73](index=73&type=chunk) - **Nine Months 2021 vs 2020:** **Operating revenue decreased by $30.4 million (6.2%)** due to lower miles driven; **Net income increased by 10.9%**, largely driven by an $18.6 million increase in gains on equipment disposal[85](index=85&type=chunk)[96](index=96&type=chunk) - Fuel expense **increased 19.0% in Q3** and **13.4% in the nine-month period**, primarily due to a 38.4% and 22.5% increase in average diesel prices for the respective periods[77](index=77&type=chunk)[90](index=90&type=chunk) [Liquidity and Capital Resources](index=21&type=section&id=Liquidity%20and%20Capital%20Resources) The company maintains strong liquidity with $180.4 million cash and no debt, supported by operating cash flow, active share repurchases, and equipment purchase commitments - As of September 30, 2021, the company had **$180.4 million in cash and cash equivalents**, **no outstanding debt**, and **$14.2 million available** under its credit facility[98](index=98&type=chunk) - Cash flow from operating activities **decreased to $95.7 million** for the nine months of 2021 from $133.0 million in the prior year period[104](index=104&type=chunk) - The company has a stock repurchase program with **6.7 million shares remaining** for repurchase; in Q3 2021, **1.0 million shares were repurchased**[108](index=108&type=chunk) - Total estimated purchase commitments for tractors and trailers as of September 30, 2021, was **$42.9 million**, extending into 2022[103](index=103&type=chunk) [Item 3. Quantitative and Qualitative Disclosures about Market Risk](index=23&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20about%20Market%20Risk) The company's primary market risks are commodity price changes for fuel and tires, with minimal interest rate risk due to no outstanding debt - The company is exposed to commodity price risk from fuel and tires; a hypothetical **$1.00 increase** in the average price of fuel per gallon would decrease income before income taxes by approximately **$8.2 million**[114](index=114&type=chunk) - A hypothetical **10% increase** in the price of tires would increase tire purchase expense by **$1.4 million**, reducing pre-tax income by the same amount[114](index=114&type=chunk) - Interest rate risk is **low**, as the company had **no debt outstanding** at September 30, 2021[113](index=113&type=chunk) [Item 4. Controls and Procedures](index=23&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that disclosure controls and procedures were effective as of September 30, 2021, with no material changes to internal control over financial reporting during the quarter - The Chief Executive Officer and Chief Financial Officer concluded that the company's disclosure controls and procedures were **effective** as of September 30, 2021[117](index=117&type=chunk) - **No changes occurred** in the company's internal control over financial reporting during the quarter ended September 30, 2021, that would have a **material effect**[119](index=119&type=chunk) [PART II - OTHER INFORMATION](index=26&type=section&id=PART%20II%20-%20OTHER%20INFORMATION) This section provides other information, including legal proceedings, updated risk factors, equity security sales, and a list of exhibits [Item 1. Legal Proceedings](index=26&type=section&id=Item%201.%20Legal%20Proceedings) The company is involved in routine litigation incidental to its business, which is not expected to have a material adverse effect on its financial condition - The company is involved in routine litigation incidental to its business, which is **not expected to have a material adverse effect** on its financial condition[122](index=122&type=chunk) [Item 1A. Risk Factors](index=26&type=section&id=Item%201A.%20Risk%20Factors) This section updates risk factors, including potential impacts from a proposed COVID-19 vaccination rule and risks from increased prices and decreased availability of new equipment due to supply chain shortages - A proposed new rule requiring mandatory COVID-19 vaccination could **materially harm the business** by causing unvaccinated employees, especially drivers, to leave the company, thereby **worsening the driver shortage** and increasing costs[124](index=124&type=chunk) - The company faces risks from **increased prices and decreased availability** of new tractors and trailers due to shortages of component parts like semiconductor chips; this could lead to **higher maintenance costs and longer trade cycles**[125](index=125&type=chunk)[126](index=126&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=27&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) During Q3 2021, the company repurchased 987,627 shares of common stock and authorized an additional 3,000,000 shares for its repurchase plan Share Repurchases (Q3 2021) | Period | Total Shares Purchased | Average Price Paid per Share | | :--- | :--- | :--- | | July 2021 | 349,523 | $16.60 | | August 2021 | 575,614 | $16.68 | | September 2021 | 62,490 | $15.97 | | **Total Q3 2021** | **987,627** | | - On August 20, 2021, the company added **3,000,000 shares** to its share repurchase plan authorization[129](index=129&type=chunk) [Item 6. Exhibits](index=28&type=section&id=Item%206.%20Exhibits) This section lists the exhibits filed with the Form 10-Q, including the Second Amendment to the Credit Agreement and officer certifications - Key exhibits filed include the **Second Amendment to the Credit Agreement** with Wells Fargo and **officer certifications** pursuant to the Sarbanes-Oxley Act[133](index=133&type=chunk)

Financial Performance - Operating revenues for the first six months of 2021 were $306.5 million, a decrease from $327.2 million in the same period of 2020[66] - Net income for the first half of 2021 was $34.5 million, compared to $32.4 million in the first half of 2020, resulting in basic net income per share of $0.43[66] - Net income for the three months ended June 30, 2021, was $20.7 million, an increase of 8.1% compared to $19.2 million in the same period of 2020[69] - Net income for the six months ended June 30, 2021, was $34.5 million, an increase of 6.3% from $32.4 million in the same period of 2020[82] - Operating revenue decreased by $20.7 million (6.3%) to $306.5 million for the six months ended June 30, 2021, from $327.2 million in 2020[83] Operating Efficiency - The operating ratio improved to 85.1% for the first six months of 2021, down from 87.1% in the same period of 2020[66] - Operating ratio improved to 82.3% for the three months ended June 30, 2021, compared to 84.5% in the prior year[69] Cash Flow and Liquidity - The company ended Q2 2021 with cash, cash equivalents, and restricted cash of $183.9 million, an increase of $52.7 million during the first half of 2021[66] - Cash flow from operating activities for the six months ended June 30, 2021, was $62.8 million, a decrease from $83.8 million in the same period of 2020, representing 20.5% of operating revenues compared to 25.6% in 2020[101] - As of June 30, 2021, the company had $167.2 million in cash and cash equivalents, no outstanding debt, and $88.9 million available borrowing capacity on the Credit Agreement[96] - Cash provided by investing activities was $8.3 million during the six months ended June 30, 2021, compared to cash used of $63.9 million in the same period of 2020, resulting in a net increase of $72.2 million[104] Fuel and Operating Costs - Average DOE diesel fuel prices per gallon increased to $3.21 in Q2 2021 from $2.43 in Q2 2020, impacting operating income due to rising fuel costs[64] - Fuel surcharge revenue increased by $5.1 million (36.8%) from $14.0 million in 2020 to $19.1 million in 2021, driven by higher average diesel fuel prices[70] - Fuel expenses increased by $6.5 million (35.6%) to $24.8 million for the three months ended June 30, 2021, due to higher average diesel prices[74] - A $1.00 increase in the average price of fuel per gallon could decrease income before income taxes by approximately $8.2 million in 2021[113] Acquisitions and Growth Strategy - The company has completed eight acquisitions since 1986, with the most recent being Millis Transfer in August 2019, aimed at expanding into new operating regions[61] - The company plans to continue evaluating acquisition candidates to support future growth, focusing on safe operations and high-quality drivers[61] Driver and Training Initiatives - The company is facing a qualified driver shortage, which has intensified competition for drivers, leading to increased wages and enhanced compensation packages[62] - A new driver training school is expected to open in Carlisle, PA, in Q3 2021, providing an additional source of potential drivers[63] Tax and Expenses - The effective tax rate for the three months ended June 30, 2021, was 24.6%, compared to 23.7% in the same period of 2020[81] - The effective tax rate for the six months ended June 30, 2021, was 25.0%, compared to 24.3% for the same period in 2020[95] - Salaries, wages, and benefits decreased by $5.2 million (7.7%) to $62.9 million for the three months ended June 30, 2021, primarily due to a decrease in the number of drivers[73] Capital Expenditures and Commitments - The total estimated purchase commitments for tractors and trailer equipment as of June 30, 2021, was $61.7 million, extending through the remainder of 2021 and into 2022[100] - The company expects to spend approximately $35 to $45 million in net capital expenditures during the remainder of 2021[104] Share Repurchase - The company repurchased 0.8 million shares for $14.5 million during the six months ended June 30, 2021, compared to 0.7 million shares for $12.3 million in the same period of 2020[106] Credit and Financing - The company is currently reviewing its line of credit options with the existing line expiring on August 31, 2021[108]

Financial Performance - Operating revenues for the first three months of 2021 were $152.4 million, a decrease from $166.3 million in the same period of 2020[69]. - Net income for Q1 2021 was $13.7 million, compared to $13.2 million in Q1 2020, with basic net income per share increasing from $0.16 to $0.17[69]. - Operating revenue decreased by $13.9 million (8.4%) to $152.4 million for the three months ended March 31, 2021, compared to $166.3 million for the same period in 2020[74]. - Net income increased by 3.7% to $13.7 million for the three months ended March 31, 2021, up from $13.2 million in the same period of 2020[73]. - The operating ratio improved to 88.0% for the three months ended March 31, 2021, compared to 89.6% in the prior year[73]. Cash Flow and Assets - Cash flow from operating activities was $35.4 million, representing 23.2% of operating revenues, down from $40.1 million or 24.1% in Q1 2020[69]. - Cash flow provided by operating activities was $35.4 million, representing 23.2% of operating revenues for the three months ended March 31, 2021, compared to 24.1% in the same period of 2020[92]. - The company had $148.2 million in cash and cash equivalents and no outstanding debt as of March 31, 2021[87]. - Total assets as of March 31, 2021, were $949.4 million, with a return on assets of 7.5% and return on equity of 9.9%[69]. Cost Management - The operating ratio improved to 88.0% in Q1 2021 from 89.6% in Q1 2020, while the adjusted operating ratio decreased to 86.5% from 88.2%[69][70]. - Salaries, wages, and benefits decreased by $5.5 million (7.8%) to $64.8 million due to a reduction in the number of drivers[77]. - Fuel surcharge revenue decreased by $2.7 million (13.8%) from $19.5 million in 2020 to $16.8 million in 2021, primarily due to decreased miles driven[74]. - The company has implemented various fuel management strategies to control costs, including strategic fueling and minimizing idling[68]. Equipment and Acquisitions - The average age of the tractor fleet was 1.7 years and the trailer fleet was 3.8 years as of March 31, 2021, indicating a focus on maintaining modern equipment[68]. - The company completed its third acquisition in eight years by acquiring Millis Transfer on August 26, 2019, enhancing its dry van truckload capacity[66]. - The total estimated purchase commitments for tractors and trailer equipment as of March 31, 2021, was $121.3 million, extending through the remainder of 2021[91]. Future Plans and Risks - The company plans to open its first joint driver training school in Carlisle, PA, during Q2 2021, to enhance driver recruitment efforts[66]. - A $1.00 increase in the average price of fuel per gallon is projected to decrease the company's income before income taxes by approximately $8.2 million in 2021[103]. - A 10% increase in tire prices is expected to raise tire purchase expenses by $1.4 million, leading to a corresponding decrease in income before income taxes[103]. - The company is exposed to commodity price risks primarily related to fuel and tire purchases[103]. - Increases in interest rates could impact the company's interest expense on future borrowings[102]. Debt and Financing - As of March 31, 2021, the company had no outstanding debt and $88.5 million available borrowing capacity on its Credit Agreement[102]. - The company can borrow under the Credit Agreement at either one-month or three-month LIBOR plus a spread of 0.700% to 0.900% per annum, or Prime plus 0.0%[102].

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Registrant's telephone number, including area code) (Mark One) [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2020 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 0-15087 HEARTLAND EXPRESS, INC. (Exact Name of Registrant as Specified in Its Chart ...

Financial Performance - For the nine months ended September 30, 2020, the company reported operating revenues of $489.5 million, a 13.9% increase from $429.6 million in the same period of 2019[70]. - The net income for the same period was $53.1 million, resulting in a basic net income per share of $0.65, compared to $60.2 million and $0.73 per share in 2019[70]. - Operating revenue increased by $59.9 million (13.9%), reaching $489.5 million compared to $429.6 million in the same period of 2019[91]. - Net income for the nine months ended September 30, 2020 was $53.1 million, a decrease of 11.7% from $60.2 million in the same period of 2019[90]. - Operating revenue increased by $14.4 million (9.7%), reaching $162.3 million for the three months ended September 30, 2020, compared to $147.9 million in the same period of 2019[76]. - Net income for the three months ended September 30, 2020 was $20.7 million, a slight increase of 1.0% from $20.5 million in the same period of 2019[75]. Operating Efficiency - The operating ratio for the nine months ended September 30, 2020, was 85.8%, an increase from 82.2% in the same period of 2019[70]. - The operating ratio for the three months ended September 30, 2020 was 83.2%, compared to 81.9% in the prior year[75]. Cash Flow and Liquidity - Cash flow from operating activities for the nine months ended September 30, 2020, was $133.0 million, representing 27.2% of operating revenues, compared to $109.4 million and 25.5% in 2019[70]. - The company ended the third quarter of 2020 with cash, cash equivalents, and restricted cash of $99.2 million, with cash and cash equivalents (excluding restricted cash) at $81.9 million[70]. - Cash used in investing activities decreased by $4.0 million to $112.3 million during the nine months ended September 30, 2020, compared to $116.3 million in 2019[108]. - Cash used in financing activities decreased by $27.6 million during the nine months ended September 30, 2020, primarily due to $39.9 million less repayments on acquired debt[109]. - The company had $81.9 million in cash and cash equivalents and no outstanding debt as of September 30, 2020, with $88.5 million available borrowing capacity[103]. Expenses and Costs - Salaries, wages, and benefits increased by $6.3 million (10.3%), totaling $67.2 million for the three months ended September 30, 2020, primarily due to the addition of Millis Transfer drivers[79]. - Fuel expenses decreased by $4.0 million (15.8%), totaling $21.2 million for the three months ended September 30, 2020, attributed to lower average diesel prices[81]. - Depreciation and amortization increased by $11.0 million (15.6%), totaling $81.4 million during the nine months ended September 30, 2020, mainly due to the addition of the Millis Transfer fleet[96]. - Operating taxes and licenses expense increased by $0.4 million (3.9%) to $11.2 million for the nine months ended September 30, 2020, compared to $10.8 million in 2019[98]. - Insurance and claims expense rose by $4.0 million (33.3%) to $16.0 million for the nine months ended September 30, 2020, up from $12.0 million in 2019[99]. - Other operating expenses increased by $3.2 million (19.8%) to $19.6 million during the nine months ended September 30, 2020, compared to $16.4 million in 2019[100]. - Gains on the disposal of property and equipment decreased by $15.3 million (64.0%) to $8.7 million for the nine months ended September 30, 2020, down from $24.0 million in 2019[101]. Market Conditions and Challenges - Average DOE diesel fuel prices per gallon were $2.43 for the three months ended September 30, 2020, compared to $3.02 in 2019[68]. - The company continues to face challenges in attracting and retaining qualified drivers, exacerbated by COVID-19 safety measures[66]. - A 10% increase in tire prices would raise tire purchase expenses by $1.3 million, leading to a corresponding decrease in income before income taxes[117]. - The company expects to spend approximately $6 to $9 million in net capital expenditures during the remainder of 2020[108].

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2020 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 0-15087 HEARTLAND EXPRESS INC. (Exact Name of Registrant as Specified in Its Charter) | Nevada | 93-0926999 | | --- | --- | | (Stat ...