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Former CFO’s separation and transition terms at Hub Group (NASDAQ: HUBG)

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
8-K/A

Rhea-AI Filing Summary

Hub Group, Inc. filed an amendment describing the separation terms for former Chief Financial Officer and Treasurer Kevin Beth. He will serve in an advisory, non-executive role for six months after his May 27, 2026 separation, providing transition services during this period.

During the transition period, he will receive monthly cash compensation of $45,688 plus COBRA continuation benefits, and his outstanding time-vesting restricted stock awards will remain eligible to vest under their existing schedules. At the end of the transition period, subject to releasing claims and complying with restrictive covenants, he will receive a lump sum cash payment equal to three months of base salary, six additional months of COBRA benefits, pro-rata vesting of remaining time-vesting restricted stock awards, outplacement services and one executive physical examination in 2026. The full Separation Agreement is filed as an exhibit.

Positive

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Negative

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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance
Key personnel changes including departures, elections, or appointments of directors and executive officers.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Monthly transition compensation $45,688 per month Advisory transition role during six-month Transition Period
Transition Period length Six months Advisory, non-executive services after Separation Date
COBRA continuation during transition Six months COBRA benefits provided during Transition Period
Post-transition COBRA benefits Six months COBRA continuation benefits following end of Transition Period
Severance cash multiple Three months base salary Lump sum payment at end of Transition Period
Executive physical examination One examination Available following Separation Date during 2026 calendar year
Separation Agreement financial
"the Company entered into a separation agreement (the “Separation Agreement”) with Mr. Beth"
A separation agreement is a written contract that spells out the financial and legal terms when an employee and a company part ways, such as final pay, severance, continued benefits, confidentiality, and any release of claims. For investors, it matters because these agreements determine immediate costs, potential future liabilities, and whether departing staff are restricted from competing or disclosing information—factors that can affect a company’s cash flow, risk profile, and leadership continuity.
Transition Period financial
"such period, the “Transition Period”"
COBRA continuation benefits financial
"cash compensation at a monthly rate of $45,688 ... and (b) COBRA continuation benefits"
time-vesting restricted stock awards financial
"all of Mr. Beth’s outstanding and unvested time-vesting restricted stock awards will remain outstanding"
general release of claims financial
"subject to his (a) timely execution, re-execution and non-revocation of a general release of claims"
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Understanding 8-K Material Events →
true 0000940942 0000940942 2026-05-27 2026-05-27
 
 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K/A

(Amendment No. 1)

 

 

CURRENT REPORT

Pursuant to Section 13 OR 15(d)

of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): May 27, 2026

 

 

HUB GROUP, INC.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   0-27754   36-4007085

(State or other jurisdiction

of incorporation)

  

(Commission

File Number)

  

(I.R.S. Employer

Identification No.)

 

2001 Hub Group Way

Oak Brook, Illinois

   60523
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: (630) 271-3600

NOT APPLICABLE

(Former name or former address, if changed since last report.)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

☐

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

☐

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

☐

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

☐

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

  

Trading

Symbol(s)

  

Name of each exchange

on which registered

Class A Common Stock   HUBG   NASDAQ

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 
 

Item 5.02.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Hub Group, Inc. (the “Company”) previously reported in a Current Report on Form 8-K filed on June 2, 2026 (the “Original Filing”) that Todd Heeter had been appointed to serve as interim Chief Financial Officer and Treasurer of the Company, effective May 28, 2026, replacing Kevin Beth, who departed the Company on May 27, 2026.

The Company hereby amends Item 5.02 of the Original Filing to include the following information.

In connection with his departure from the Company, on June 24, 2026, the Company entered into a separation agreement (the “Separation Agreement”) with Mr. Beth. Pursuant to the Separation Agreement, Mr. Beth has agreed to provide certain transition services to the Company, in an advisory, non-executive capacity, for a period of six months following the date of his separation (the “Separation Date”), unless earlier terminated by the Company for Cause (as defined in the Separation Agreement) (such period, the “Transition Period”). During the Transition Period, Mr. Beth will be entitled to receive (a) cash compensation at a monthly rate of $45,688 (which monthly fee will be prorated for any partial months) and (b) COBRA continuation benefits. Additionally, all of Mr. Beth’s outstanding and unvested time-vesting restricted stock awards will remain outstanding and eligible to continue to vest during the Transition Period pursuant to the vesting schedules set forth in the respective award agreements.

Under the Separation Agreement, Mr. Beth will be entitled to receive the following severance benefits at the end of the Transition Period, subject to his (a) timely execution, re-execution and non-revocation of a general release of claims in favor of the Company included in the Separation Agreement and (b) continued compliance with the Separation Agreement (including the restrictive covenants contained therein), including: (1) a lump sum cash payment (minus applicable taxes and withholdings) equal to three months of his base salary, (2) COBRA continuation benefits for six months following the end of the Transition Period, (3) pro-rata vesting of time-vesting restricted stock awards that are outstanding and unvested at the end of the Transition Period, (4) outplacement services and (5) access to one executive physical examination following the Separation Date (but during the 2026 calendar year).

The foregoing description of the terms of the Separation Agreement does not purport to be complete and is qualified in its entirety by the full text of the Separation Agreement, a copy of which is filed as Exhibit 10.1 hereto and is incorporated herein by reference.

Other than the preceding disclosure, no other disclosure included in the Original Filing is being amended by this Form 8-K/A.

 

Item 9.01

Financial Statements and Exhibits.

(d) Exhibits.

 

Exhibit No.      Description
  10.1      Separation Agreement and General Release, dated June 24, 2026, by and between Hub Group, Inc. and Kevin Beth.
  104      The cover page from this Current Report on Form 8-K, formatted in Inline XBRL.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

    Hub Group, Inc.
Date: June 26, 2026      
    By:   /s/ Eric A. Braun
    Name:   Eric A. Braun
    Title:   Executive Vice President, Chief Legal Officer and Corporate Secretary

Source: View Original Filing on SEC EDGAR

FAQ

What did Hub Group (HUBG) disclose in this 8-K/A amendment?

Hub Group disclosed detailed separation terms for former CFO Kevin Beth. The filing outlines his six-month advisory transition role, monthly pay, continued equity vesting eligibility, severance benefits, and COBRA coverage, with the full Separation Agreement attached as an exhibit.

What transition role will former CFO Kevin Beth have at Hub Group (HUBG)?

Kevin Beth will serve in an advisory, non-executive role for six months after separation. During this “Transition Period,” he provides transition services and remains eligible for monthly cash compensation, COBRA benefits, and continued vesting of existing time-vesting restricted stock awards.

How much monthly compensation will Hub Group (HUBG) pay Kevin Beth during the transition?

During the transition period, Hub Group will pay Kevin Beth monthly cash compensation of $45,688. This fee is prorated for any partial month and is in addition to COBRA continuation benefits and continued eligibility for vesting of certain restricted stock awards.

What severance benefits will Kevin Beth receive from Hub Group (HUBG)?

At the end of the transition period, Kevin Beth will receive a lump sum equal to three months of base salary, six months of COBRA continuation, pro-rata vesting of remaining time-vesting restricted stock awards, outplacement services, and one executive physical examination in 2026, subject to release and compliance conditions.

Are Kevin Beth’s restricted stock awards at Hub Group (HUBG) affected by his separation?

His outstanding, unvested time-vesting restricted stock awards remain outstanding and eligible to vest during the transition period. Afterward, remaining outstanding and unvested time-vesting awards will vest on a pro-rata basis as part of his severance benefits, subject to his meeting agreement conditions.

Where can investors see the full separation agreement for Hub Group (HUBG)’s former CFO?

The full Separation Agreement and General Release with Kevin Beth is filed as Exhibit 10.1. This exhibit contains the complete legal terms and conditions and is incorporated by reference into the company’s current report amendment.

Filing Exhibits & Attachments

4 documents

Agreements & Contracts

Other Documents