Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 OR ☐ 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 0-20797 RUSH ENTERPRISES, INC. (Exact name of registrant as specifie ...

● Revenues of $1.9 billion, net income of $71.6 million ● Earnings per diluted share of $0.88 ● Challenging market conditions impact Class 8 new truck sales and overall financial performance ● Absorption ratio 130.1% ● Board declares cash dividend of $0.17 per share of Class A and Class B common stock "It is important that I sincerely thank all of our employees for their hard work this quarter. I am especially grateful for their ability to remain focused on our long-term goals despite challenging market con ...

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☑ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 ☐ TRANSITION REPORT PURSANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 0-20797 RUSH ENTERPRISES, INC. (Exact name of registrant as specified in its charter) Texas 74-1733016 (State or other juri ...

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 OR ☐ 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 0-20797 RUSH ENTERPRISES, INC. (Exact name of registrant as spec ...

[PART I. FINANCIAL INFORMATION](index=4&type=section&id=PART%20I.%20FINANCIAL%20INFORMATION) [Item 1. Financial Statements](index=4&type=section&id=Item%201.%20Financial%20Statements) Presents the unaudited consolidated balance sheets, income statements, and cash flow statements for the period ended June 30, 2023 Consolidated Balance Sheet Highlights | Metric | June 30, 2023 (unaudited) | December 31, 2022 | | :--- | :--- | :--- | | **Total Current Assets** | $2.09 billion | $1.87 billion | | **Total Assets** | $4.13 billion | $3.82 billion | | **Total Current Liabilities** | $1.62 billion | $1.43 billion | | **Total Shareholders' Equity** | $1.89 billion | $1.76 billion | Consolidated Statements of Income Highlights | Metric | Three Months Ended June 30, 2023 | Three Months Ended June 30, 2022 | Six Months Ended June 30, 2023 | Six Months Ended June 30, 2022 | | :--- | :--- | :--- | :--- | :--- | | **Total Revenue ($ in billions)** | $2.00 | $1.79 | $3.91 | $3.35 | | **Gross Profit ($ in millions)** | $413.8 | $374.2 | $812.6 | $719.7 | | **Operating Income ($ in millions)** | $142.9 | $135.0 | $270.6 | $242.5 | | **Net Income Attributable to Rush ($ in millions)** | $98.3 | $110.2 | $188.7 | $202.7 | | **Diluted EPS** | $1.75 | $1.92 | $3.35 | $3.52 | Consolidated Statements of Cash Flows Highlights (Six Months Ended June 30) | Cash Flow Activity | 2023 ($ in millions) | 2022 ($ in millions) | | :--- | :--- | :--- | | **Net cash provided by operating activities** | $114.0 | $58.2 | | **Net cash used in investing activities** | ($188.9) | ($94.2) | | **Net cash provided by financing activities** | $65.7 | $104.6 | | **Net (decrease) increase in cash** | ($9.2) | $68.5 | - The Board of Directors declared a **three-for-two stock split** for both Class A and Class B common stock in July 2023[56](index=56&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=17&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management analyzes financial performance, highlighting strong vehicle demand, aftermarket growth, and future sales forecasts [Outlook](index=18&type=section&id=Outlook) The company provides sales forecasts for various truck classes and projects growth in its lease and rental business for 2023 - A.C.T. Research forecasts U.S. Class 8 retail truck sales to be **272,600 units in 2023**, a 5.2% increase from 2022, with Rush expecting a market share between 6.1% and 6.6%[64](index=64&type=chunk) - U.S. Class 4-7 retail commercial vehicle sales are forecasted at **248,150 units in 2023**, a 6.2% increase from 2022, with Rush expecting a market share between 4.6% and 5.2%[65](index=65&type=chunk) - Lease and rental revenue is projected to **increase by 10% to 15% in 2023** compared to 2022, driven by strong demand and the consolidation of RTC Canada[66](index=66&type=chunk) - The company notes that demand for Aftermarket Products and Services is **beginning to soften**, particularly from over-the-road customers[67](index=67&type=chunk) [Results of Operations](index=19&type=section&id=Results%20of%20Operations) Details financial performance for Q2 and H1 2023, showing revenue growth alongside a decrease in pre-tax income Q2 2023 vs Q2 2022 Performance | Metric | Q2 2023 | Q2 2022 | % Change | | :--- | :--- | :--- | :--- | | Total Revenues | $2.00B | $1.79B | +11.8% | | Gross Profit | $413.8M | $374.2M | +10.6% | | Income Before Taxes | $130.5M | $140.2M | -6.9% | Vehicle Unit Sales (Q2 2023 vs Q2 2022) | Vehicle Class | Q2 2023 Units | Q2 2022 Units | % Change | | :--- | :--- | :--- | :--- | | New heavy-duty (Class 8) | 4,300 | 4,168 | +3.2% | | New medium-duty (Class 4-7) | 3,477 | 2,815 | +23.5% | | Used vehicles | 1,869 | 1,629 | +14.7% | - The dealership **absorption ratio**, a key performance indicator, improved to **139.7% in Q2 2023** from 136.4% in Q2 2022[74](index=74&type=chunk) - For the six months ended June 30, 2023, **total revenues increased 16.7% YoY to $3.9 billion**, while income before taxes decreased 4.2% to $249.7 million[97](index=97&type=chunk)[108](index=108&type=chunk) [Liquidity and Capital Resources](index=25&type=section&id=Liquidity%20and%20Capital%20Resources) The company details its working capital, credit facilities, capital expenditure plans, and stock repurchase program - As of June 30, 2023, the company had working capital of approximately **$467.0 million**, including **$191.9 million in cash**[110](index=110&type=chunk) - The company expects to spend **$170.0 million to $180.0 million** on vehicles for its leasing operations and **$35.0 million to $40.0 million** on other capital expenditures in 2023[114](index=114&type=chunk) - A stock repurchase program authorizing up to **$150.0 million** was approved in December 2022; as of June 30, 2023, **$71.4 million** of shares had been repurchased[116](index=116&type=chunk) - The backlog of commercial vehicle orders increased to approximately **$4.04 billion** on June 30, 2023, from $3.68 billion on June 30, 2022[132](index=132&type=chunk) [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=31&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company's primary market risk exposure stems from interest rate fluctuations on its variable-rate debt - The company is exposed to interest rate risk on **$1.37 billion of variable-rate debt** as of June 30, 2023, tied to SOFR, CDOR, and the prime rate[143](index=143&type=chunk) - A hypothetical **100 basis point (1%) change** in interest rates would impact annual interest expense by approximately **$13.7 million**[143](index=143&type=chunk) [Item 4. Controls and Procedures](index=31&type=section&id=Item%204.%20Controls%20and%20Procedures) Management confirms the effectiveness of disclosure controls and procedures with no material changes to internal controls - The CEO and CFO concluded that the company's **disclosure controls and procedures were effective** as of the end of the period covered by the report[144](index=144&type=chunk) - There were **no changes in internal control over financial reporting** during the quarter ended June 30, 2023, that materially affected, or are reasonably likely to materially affect, internal controls[145](index=145&type=chunk) [PART II. OTHER INFORMATION](index=31&type=section&id=PART%20II.%20OTHER%20INFORMATION) [Item 1. Legal Proceedings](index=31&type=section&id=Item%201.%20Legal%20Proceedings) The company is involved in ordinary course litigation, which is not expected to have a material adverse effect - The company is involved in litigation arising from its operations in the ordinary course of business and maintains liability insurance[146](index=146&type=chunk) - As of June 30, 2023, management believes that there are **no pending claims or litigation** that are reasonably likely to have a **material adverse effect** on its financial position or results of operations[146](index=146&type=chunk) [Item 1A. Risk Factors](index=31&type=section&id=Item%201A.%20Risk%20Factors) No material changes have occurred to the risk factors previously disclosed in the 2022 Annual Report on Form 10-K - There has been **no material change** in the company's risk factors as disclosed in the 2022 Annual Report on Form 10-K[148](index=148&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=31&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) Details stock repurchase activity for Q2 2023, with no unregistered sales of equity securities during the period - The Company did not make any unregistered sales of equity securities during the second quarter of 2023[149](index=149&type=chunk) Stock Repurchase Activity Q2 2023 | Period | Total Shares Purchased | Average Price Paid Per Share | | :--- | :--- | :--- | | April 2023 | 196,525 | $54.62 | | May 2023 | 306,752 | $53.00 | | June 2023 | 218,704 | $60.77 | | **Total** | **721,981** | | - As of June 30, 2023, approximately **$78.6 million remained available for repurchase** under the current program, which expires on December 31, 2023[116](index=116&type=chunk)[150](index=150&type=chunk) [Item 3. Defaults Upon Senior Securities](index=32&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) This item is not applicable to the company for the reporting period - Not Applicable[152](index=152&type=chunk) [Item 4. Mine Safety Disclosures](index=32&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This item is not applicable to the company for the reporting period - Not Applicable[152](index=152&type=chunk) [Item 5. Other Information](index=32&type=section&id=Item%205.%20Other%20Information) No directors or officers engaged in the modification of Rule 10b5-1 trading arrangements during the quarter - During the three months ended June 30, 2023, **none of the Company's directors or officers adopted, terminated or modified** a Rule 10b5-1 trading arrangement or non-Rule 10b5-1 trading arrangement[152](index=152&type=chunk) [Item 6. Exhibits](index=32&type=section&id=Item%206.%20Exhibits) Lists all exhibits filed with the Form 10-Q, including credit agreements and required officer certifications - Filed exhibits include a Certificate of Amendment to the Restated Articles of Incorporation, amendments to credit agreements, and amended long-term incentive and employee stock purchase plans[153](index=153&type=chunk)[155](index=155&type=chunk) - Required **certifications from the CEO and CFO** pursuant to Sarbanes-Oxley Act Sections 302 and 906 are included as exhibits[155](index=155&type=chunk)

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 OR ☐ 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 0-20797 RUSH ENTERPRISES, INC. (Exact name of registrant as specifie ...

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☑ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 ☐ TRANSITION REPORT PURSANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 0-20797 RUSH ENTERPRISES, INC. (Exact name of registrant as specified in its charter) Texas 74-1733016 (State or other juri ...

Rush Enterprises, Inc. (NASDAQ:RUSHA) Q3 2022 Earnings Conference Call October 26, 2022 10:00 AM ET Company Participants Rusty Rush - Chairman, CEO and President Steve Keller - CFO Mike McRoberts - COO Conference Call Participants Jamie Cook - Credit Suisse Andrew Obin - Bank of America Operator Good day and thank you for standing by. Welcome to the Rush Enterprises Incorporated Reports Third Quarter 2022 Earnings Results. At this time, all participants are in listen-only mode. After the speakers' presentat ...

Sales Projections - The company expects U.S. Class 8 retail truck sales to reach 253,100 units in 2022, an 11.3% increase from 2021, with an anticipated market share of 6.1% to 6.4%, translating to approximately 15,500 to 16,200 new Class 8 trucks sold [70]. - For U.S. Class 4-7 retail commercial vehicle sales, the forecast is 230,500 units in 2022, representing a 7.7% decrease from 2021, with a market share of 4.6% to 4.8%, resulting in approximately 10,500 to 11,000 new Class 4-7 vehicles sold [71]. - The company anticipates selling approximately 1,700 light-duty vehicles and 7,000 to 7,500 used commercial vehicles in 2022 [72]. - The projections for new commercial vehicle sales and revenues include the dealership locations acquired from Summit Truck Group, LLC, and RTC Canada [75]. Revenue Expectations - Lease and rental revenue is expected to increase by 28% to 32% in 2022 compared to 2021 [72]. - Aftermarket Products and Services revenues are projected to rise by 25% to 30% in 2022 compared to 2021 [73]. Financial Performance - Total revenues increased by $475.2 million, or 36.1%, in Q2 2022 compared to Q2 2021, driven by strong freight demand and the Summit acquisition [99]. - Aftermarket Products and Services revenues rose by $152.8 million, or 34.3%, in Q2 2022 compared to Q2 2021, attributed to strong demand and the Summit acquisition [100]. - Revenues from new and used commercial vehicles increased by $301.0 million, or 37.8%, in Q2 2022 compared to Q2 2021, primarily due to strong demand and the Summit acquisition [101]. - Total revenues increased by $806.6 million, or 31.7%, in the first six months of 2022 compared to the same period in 2021 [121]. - Sales of new and used commercial vehicles increased by $489.0 million, or 31.6%, in the first six months of 2022 compared to the same period in 2021 [121]. Profitability Metrics - Gross profit increased by $103.4 million, or 38.2%, in Q2 2022 compared to Q2 2021, with gross profit as a percentage of sales rising to 20.9% from 20.6% [108]. - Gross profit increased by $204.1 million, or 39.6%, in the first six months of 2022, with gross profit as a percentage of sales rising to 21.5% [126]. Operational Efficiency - The absorption ratio for commercial vehicle dealerships was 136.4% in Q2 2022, up from 129.1% in Q2 2021, indicating improved operational efficiency [98]. - Gross margins from Aftermarket Products and Services operations increased to 38.6% in Q2 2022, up from 37.8% in Q2 2021, due to higher parts pricing and rebates [109]. - New heavy-duty truck sales gross margins improved to 9.9% in Q2 2022 from 9.1% in Q2 2021, driven by strong demand and favorable purchaser mix [110]. Market Challenges - The company continues to face supply chain issues impacting new commercial vehicle production and aftermarket parts availability due to the COVID-19 pandemic [69]. - The company is monitoring inflation and rising interest rates, which may negatively impact consumer spending and capital expenditures across supported industries [74]. Environmental Compliance - The company is subject to various environmental laws and regulations, which will incur ongoing capital and operating expenditures to ensure compliance [162]. - The company is subject to environmental regulations under the federal Resource Conservation and Recovery Act (RCRA) and comparable state statutes, which may impose compliance costs [163]. - The federal Clean Water Act and Clean Air Act impose requirements that could affect the company's operations and compliance costs [165]. - The company may face increased compliance costs and operational restrictions due to new environmental regulations aimed at reducing greenhouse gas emissions and promoting zero-emission vehicles [166]. - The company operates in states that have committed to ensuring that 100% of new Class 3 through 8 commercial vehicles are zero emission by 2050, with an interim target of 30% by 2030 [166]. Financial Position and Cash Flow - Cash and cash equivalents increased by $68.5 million during the six months ended June 30, 2022, compared to an increase of $3.9 million during the same period in 2021 [145]. - Net cash provided by operating activities for the first six months of 2022 was $58.2 million, primarily consisting of $202.7 million in net income and non-cash adjustments totaling $95.1 million [146]. - The backlog of commercial vehicle orders as of June 30, 2022, was approximately $3,682.9 million, up from $2,258.9 million on June 30, 2021, marking the largest backlog in the company's history [159]. - The company expects to fill the majority of its backlog orders during 2022 and the first quarter of 2023, assuming manufacturers can meet their production schedules [159]. - The company entered into a WF Credit Agreement for up to $250.0 million of revolving credit loans for capital expenditures, with approximately $150.1 million outstanding as of June 30, 2022 [152]. - The company anticipates funding capital expenditures through operating cash flows and has no other material commitments for capital expenditures as of June 30, 2022 [144].

Rush Enterprises, Inc. (NASDAQ:RUSHA) Q2 2022 Earnings Conference Call July 27, 2022 10:00 AM ET Company Participants Rusty Rush - Chairman, Chief Executive Officer & President Steve Keller - Chief Financial Officer Conference Call Participants Justin Long - Stephens Jamie Cook - Credit Suisse Andrew Obin - Bank of America Matthew Brooklier - Gamco Rusty Rush Good morning. I hope everyone has been able to get through obviously a little new technology to the lakes this morning. We had a couple of e-mails wit ...