Hub Group Files Form 12b-25 and Provides First Quarter 2026 Business Update
Rhea-AI Summary
Hub Group (Nasdaq:HUBG) filed Form 12b-25, delaying its Form 10-Q for Q1 2026 due to the earlier delay of its 2025 Form 10-K. The company will restate financials for 2023, 2024 and the first three quarters of 2025, which should not affect total cash or operating cash flow. Nasdaq granted a 180-day exception, until September 14, 2026, to regain timely filing compliance. Q1 2026 business trends include steady intermodal demand with an improving pricing outlook, significant new logistics business, and lower brokerage volume as Hub Group prioritizes profitability and revenue per load.
Positive
- Restatements are expected to have no impact on total cash or operating cash flow
- Nasdaq grants a 180-day exception period to regain timely filing compliance by September 14, 2026
- Intermodal segment sees steady demand with an improving pricing outlook and strong rail service
- Logistics segment is onboarding significant new business, especially in Managed Transportation and Final Mile
- Brokerage strategy focuses on improving profitability and expanding revenue per load
- Company highlights balance sheet strength and actions aimed at increasing operating cash flows
Negative
- Form 10-Q for Q1 2026 is delayed, following the late Form 10-K for 2025
- Financial statements for 2023, 2024 and first three quarters of 2025 require restatement
- Investors are advised not to rely on previously issued financial statements for the affected periods
- Brokerage volume declined in Q1 2026 as part of the strategic shift
- Ongoing restatement and audit work could impact timing of future SEC filings and compliance
News Market Reaction – HUBG
In the May 12 session, HUBG declined 12.52%, reflecting a significant negative market reaction. Argus tracked a trough of -7.9% from its starting point during tracking. Our momentum scanner triggered 3 alerts that day, indicating moderate trading interest and price volatility.
Data tracked by StockTitan Argus on the day of publication.
Key Figures
Historical Context
| Date | Event | Sentiment | 24h Move | Catalyst |
|---|---|---|---|---|
| Mar 24 | Business update & Nasdaq notice | Neutral | +0.8% | Updated Q1 2026 business trends and disclosed Nasdaq 10-K filing deficiency. |
| Mar 03 | Late 10-K filing notice | Negative | +0.6% | Filed Form 12b-25 for 2025 10-K and outlined 2025 interim restatements. |
| Feb 26 | Dividend declaration | Positive | +0.1% | Declared quarterly dividend and highlighted capital allocation approach. |
| Feb 05 | Prelim 2025 results & restatement | Negative | -18.3% | Reported preliminary 2025 figures and material restatement of Q1–Q3 2025. |
| Jan 22 | Earnings call scheduled | Neutral | -1.7% | Announced timing and logistics for Q4 2025 earnings conference call. |
24h Move is the share-price change in the day after each event; other market factors may also have contributed.
Restatement and late-filing headlines have often seen aligned moves, though one prior 12b-25 notice drew a small positive reaction despite negative implications.
Over the last few months, HUBG has repeatedly updated investors on delayed filings and restatements. On Feb 5, 2026, preliminary 2025 results and a restatement disclosure coincided with a -18.25% move. Subsequent notices in March 2026 about Form 12b-25 and Nasdaq deficiency produced modest positive reactions. A dividend declaration on Feb 26, 2026 and an earnings call scheduling in January 2026 had relatively small price effects. Today’s broader restatement of 2024–2023 fits this ongoing accounting and reporting remediation theme.
Key Terms
form 12b-25 regulatory
form 10-q regulatory
form 10-k regulatory
audit committee regulatory
restated financial
nasdaq listing rule 5250(c)(1) regulatory
forward-looking statements regulatory
operating cash flows financial
AI-generated analysis. How Rhea-AI works. Not financial advice.
OAK BROOK, Ill., May 12, 2026 (GLOBE NEWSWIRE) -- Hub Group, Inc. (Nasdaq: HUBG) today announced that it has filed a Notification of Late Filing on Form 12b-25 with the U.S. Securities and Exchange Commission (“SEC”) and will be delayed in filing its Form 10-Q for the quarter ended March 31, 2026.
As previously disclosed, the Company was unable to timely file its Form 10-K for the year ended December 31, 2025. The delay in filing the Form 10-K has resulted in a corresponding delay in the preparation and completion of the Form 10-Q for the quarter ended March 31, 2026.
The Company has also determined that it will restate its financial statements as of and for each of the years ended December 31, 2024 and 2023. This determination follows a review, conducted under the direction of the Audit Committee of the Board of Directors, that identified certain transactions that were prematurely or incorrectly recognized or not adequately supported within those financial statements. There is no expected impact on total cash and cash equivalents or operating cash flow for any periods. As previously announced, the Company plans to restate its financial statements for the first, second and third quarters of 2025. Investors should no longer rely on the Company’s previously issued financial statements for these periods.
Hub Group is working diligently to complete the financial statement restatements for the impacted periods and to file its Form 10-K for the year ended December 31, 2025. The Company expects to file the Form 10-Q for the quarter ended March 31, 2026 as soon as practicable after the filing of the Form 10-K.
The Nasdaq Stock Market LLC (“Nasdaq”) has granted a 180-day exception period, or until September 14, 2026, for the Company to regain compliance with Nasdaq Listing Rule 5250(c)(1), which requires all listed companies to timely file all required periodic reports with the SEC. The Company intends to regain compliance on or prior to such date.
First Quarter 2026 Business Performance
In the first quarter of 2026, the Company saw Intermodal volume performance reflecting steady demand with the pricing outlook continuing to improve as a result of truckload capacity exiting the market, strong rail service levels as well as recent increases in fuel prices. In Logistics, the Company continued to onboard significant new business during the quarter, in particular in Managed Transportation and Final Mile. Finally, Brokerage volume declined in the quarter reflecting the Company’s focus on improving profitability and expanding revenue per load. The Company continues to take actions to drive growth, improve profitability and increase operating cash flows, which along with its balance sheet strength and strong service positions Hub Group well for long-term growth.
Certain Forward-Looking Statements
Statements in this press release that are not historical facts are forward-looking statements, provided pursuant to the safe harbor established under the Private Securities Litigation Reform Act of 1995, including statements regarding Hub Group’s expectations of its business performance for the first quarter of 2026, Hub Group’s pricing outlook, the effect of Hub Group's actions to drive growth, improve profitability, expand revenue per load and increase operating cash flows, the expected impact of the financial statement restatements on total cash and cash equivalents and operating cash flows, the timing of the restatement of the Company’s financial statements for the impacted periods and the filing of its Form 10-K for the year ended December 31, 2025 and its Form 10-Q for the quarterly period ended March 31, 2026, Hub Group’s plans to regain compliance with Nasdaq’s listing rules, and any other statements regarding Hub Group’s future expectations, beliefs, plans, objectives, financial conditions, assumptions or future events or performance that are not historical facts. These forward-looking statements are not guarantees of future performance and involve risks, uncertainties and other factors that might cause the actual performance of Hub Group to differ materially from those expressed or implied by such forward-looking statements. These risks and uncertainties include, but are not limited to: the Company’s ability to complete the previously-announced restatement of its financial statements; the impact that further delays in the financial close process or the related audit may have on Hub Group’s business, financial condition and results of operations, and other risks discussed under the “Risk Factors” section in Hub Group’s most recently filed periodic reports on Form 10-K and Form 10-Q and subsequent filings. These forward-looking statements speak only as of the date hereof and Hub Group assumes no obligation to update any such forward-looking statements.
About Hub Group
Hub Group offers comprehensive transportation and logistics management solutions. Keeping our customers’ needs in focus, Hub Group designs, continually optimizes, and applies industry-leading technology to our customers’ supply chains for better service, greater efficiency, and total visibility. As an award-winning, publicly traded company (Nasdaq: HUBG), our approximately 6,000 employees and drivers across the globe are always in pursuit of “The Way Ahead” – a commitment to service, integrity and innovation. For more information, visit hubgroup.com.
CONTACT: Garrett Holland, InvestorRelations@hubgroup.com
