STOCK TITAN

Rush Enterprises (Nasdaq: RUSHA) lifts dividend and sets three-for-two stock split

(High)
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Rush Enterprises, Inc. reported second-quarter 2026 revenue of $1.900 billion, a 1.6% decrease from $1.931 billion a year earlier, while net income attributable to Rush Enterprises was $72.8 million, or $0.91 diluted EPS, versus $72.4 million, or $0.90, in the prior-year quarter.

The Board declared a three-for-two stock split for both Class A and Class B shares, payable August 31, 2026 to shareholders of record August 11, 2026, increasing Class A shares outstanding to approximately 91,713,687 and Class B shares to 25,016,016. It also approved a post-split quarterly cash dividend of $0.14 per share, payable September 24, 2026 to shareholders of record September 9, 2026, a 10.5% increase over the prior quarterly dividend.

Aftermarket products and services generated $645.7 million of revenue and about 64.0% of total gross profit. The company expanded through acquisitions of five Peterbilt dealerships in Louisiana and five commercial vehicle dealerships in Ontario, and agreed to form a 50%-owned joint venture with MCT Companies covering 17 Carrier Transicold dealerships and 3 mobile locations. As of June 30, 2026, Adjusted Net (Cash) Debt was ($261,605) thousand and Adjusted EBITDA for the trailing twelve months was $405,022 thousand.

Positive

  • Dividend increased 10.5% post-stock split to $0.14 per share, alongside ongoing capital returns including $14.8 million in Q2 dividends and $5.5 million of share repurchases, signaling continued emphasis on shareholder distributions.

Negative

  • None.

Insights

Analyzing...

Item 2.02 Results of Operations and Financial Condition Financial
Disclosure of earnings results, typically an earnings press release or preliminary financials.
Item 7.01 Regulation FD Disclosure Disclosure
Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Q2 2026 Revenue $1.900 billion Quarter ended June 30, 2026; 1.6% decrease from $1.931 billion in Q2 2025
Q2 2026 Net Income Attributable to Rush Enterprises, Inc. $72.8 million Quarter ended June 30, 2026, compared with $72.4 million in Q2 2025
Q2 2026 Diluted EPS $0.91 Net income attributable to Rush Enterprises, Inc. per diluted share in Q2 2026
Aftermarket Revenue Q2 2026 $645.7 million Aftermarket products and services sales in the second quarter of 2026; 1.5% growth year over year
Post-split Class A Shares Outstanding 91,713,687 shares Approximate Class A common shares outstanding after the three-for-two stock split
Quarterly Dividend Post-Split $0.14 per share Cash dividend on Class A and B common stock payable September 24, 2026
Adjusted Net (Cash) Debt ($261,605) thousand Adjusted Net (Cash) Debt as of June 30, 2026, excluding floor plan and lease & rental fleet debt
Adjusted EBITDA (TTM) $405,022 thousand Adjusted EBITDA for the twelve months ended June 30, 2026
three-for-two stock split financial
"declared a three-for-two stock split with respect to both the Company’s Class A and Class B common stock"
absorption ratio financial
"the Company achieved a quarterly absorption ratio of 130.8% in the second quarter of 2026"
Adjusted Net (Cash) Debt financial
"Adjusted Net Debt (Cash) (Non-GAAP) | $ | (261,605 )"
Adjusted EBITDA financial
"Adjusted EBITDA (Non-GAAP) | $ | 405,022 |"
Adjusted EBITDA is a way companies measure how much money they make from their core operations, like running a business, by removing certain costs or income that aren’t part of regular business activities. It helps investors see how well a company is doing without distractions from unusual expenses or gains, making it easier to compare companies or track performance over time.
floor plan notes payable financial
"The FPNP is used to finance the Company’s new and used inventory"
Revenue $1.900 billion 1.6% decrease from $1.931 billion in Q2 2025
Net income attributable to Rush Enterprises, Inc. $72.8 million compared with $72.4 million in Q2 2025
Diluted EPS $0.91 compared with $0.90 in Q2 2025
Guidance

Management stated it believes the second half of 2026 will be considerably stronger than the first half with respect to Class 8 truck sales and expects the industry's overall recovery to remain gradual.

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FAQ

What were Rush Enterprises (RUSHA) key financial results for Q2 2026?

Rush Enterprises reported Q2 2026 revenue of $1.900 billion, a 1.6% decrease from $1.931 billion in Q2 2025, and net income of $72.8 million, or $0.91 per diluted share, compared with $72.4 million, or $0.90 per diluted share, a year earlier.

What stock split did Rush Enterprises (RUSHA) announce and when will it occur?

The Board declared a three-for-two stock split for Class A and Class B shares, effected as a stock dividend payable August 31, 2026 to shareholders of record on August 11, 2026, giving holders one additional share for every two shares owned on the record date.

How is Rush Enterprises (RUSHA) changing its dividend after the stock split?

Rush Enterprises’ Board approved a post-stock split quarterly dividend of $0.14 per share, payable September 24, 2026 to shareholders of record on September 9, 2026, representing a 10.5% increase over the prior quarterly dividend and marking the company’s tenth increase since 2018.

What growth initiatives did Rush Enterprises (RUSHA) undertake in Q2 2026?

During Q2 2026, Rush Enterprises acquired five Peterbilt dealerships in Louisiana and five commercial vehicle dealerships in southwestern Ontario, and announced an agreement to form a 50%-owned joint venture with MCT Companies operating 17 Carrier Transicold dealerships and 3 mobile service locations.

How important are aftermarket services to Rush Enterprises (RUSHA)?

Aftermarket products and services are central to Rush’s model, delivering $645.7 million in Q2 2026 revenue and accounting for approximately 64.0% of total gross profit. Parts, service and collision center revenues grew 1.5% year over year, supporting earnings through industry cycles.

What is Rush Enterprises (RUSHA) leverage and cash position as of June 30, 2026?

As of June 30, 2026, Rush Enterprises reported Total assets of $4.659 billion and Adjusted Net (Cash) Debt of ($261,605) thousand, indicating a net cash position under this measure, supported by trailing Adjusted Free Cash Flow of $676,820 thousand.
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
 
FORM 8-K
 
 
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): July 28, 2026
 
 
Rush Enterprises, Inc.
(Exact name of registrant as specified in its charter)
 
Texas
(State or other jurisdiction
of incorporation)
0-20797
(Commission File Number)
74-1733016
(IRS Employer Identification No.)
 
 
 
555 IH-35 South, Suite 500
New BraunfelsTexas
(Address of principal executive offices)
 
78130
(Zip Code)
 
Registrant’s telephone number, including area code: (830302-5200
 
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 (see General Instruction A.2. below):
 
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, par value $0.01 per share
RUSHA
Nasdaq Global Select Market
Class B Common Stock, par value $0.01 per share
RUSHB
Nasdaq Global Select Market
Class A Common Stock, par value $0.01 per share
RUSHA
Nasdaq Texas, LLC
Class B Common Stock, par value $0.01 per share
RUSHB
Nasdaq Texas, LLC
 
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.
 
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 2.02         Results of Operations and Financial Condition.
 
On July 28, 2026, Rush Enterprises, Inc. (the “Company”) issued a press release announcing the Company’s financial results for its second quarter ended June 30, 2026 (the “Earnings Press Release”). A copy of the Earnings Press Release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
 
Item 7.01         Regulation FD Disclosure.
 
The Earnings Press Release also announced that the Company’s Board of Directors declared a three-for-two stock split with respect to both the Company’s Class A and Class B common stock. The stock split will be effected in the form of a stock dividend payable on August 31, 2026, to stockholders of record as of August 11, 2026. Holders of the Company’s common stock will receive an additional one-half share for each share of common stock held as of the record date.
 
In addition, the Earnings Press Release also announced that the Company’s Board of Directors declared a quarterly cash dividend of $0.14 per share of Class A and Class B common stock, to be paid on a post-stock split basis on September 24, 2026, to all shareholders of record as of September 9, 2026.
 
The information in this Current Report on Form 8-K (including the exhibit attached hereto) is being furnished under Item 2.02 and Item 7.01 and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of such section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in any such filing.
 

 
Item 9.01         Financial Statements and Exhibits.
 
(d)         Exhibits
 
Exhibit No.         Description
 
99.1         Rush Enterprises, Inc. press release dated July 28, 2026.
104         Cover Page Interactive Data File (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.
 
 
RUSH ENTERPRISES, INC.
 
 
 
 
 
Dated: July 28, 2026 
By:
/s/ Steven L. Keller
 
 
 
Chief Financial Officer and Treasurer  
 
 

Exhibit 99.1

rushlogo.jpg

 

Contact:                                                                

Rush Enterprises, Inc., New Braunfels

Steven L. Keller, 830-302-5226

 

 

RUSH ENTERPRISES, INC. REPORTS SECOND QUARTER 2026 RESULTS,
ANNOUNCES THREE-FOR-TWO STOCK SPLIT AND $0.14 PER SHARE DIVIDEND (POST-STOCK SPLIT)

 

 

Revenues of $1.9 billion, net income of $72.8 million

 

Earnings per diluted share of $0.91

 

Absorption ratio 130.8%

 

Board declares three-for-two stock split with respect to both Class A and Class B common stock

 

Board declares a post-stock split cash dividend of $0.14 per share of Class A and Class B common stock, representing a 10.5% increase

 

Company announces acquisitions expanding network and signing joint venture agreement with MCT Companies, a Carrier Transicold dealer

 

NEW BRAUNFELS, Texas, July 28, 2026 — Rush Enterprises, Inc. (Nasdaq: RUSHA & RUSHB), which operates the largest network of commercial vehicle dealerships in North America, today announced that for the quarter ended June 30, 2026, the Company achieved revenues of $1.900 billion and net income of $72.8 million, or $0.91 per diluted share, compared with revenues of $1.931 billion and net income of $72.4 million, or $0.90 per diluted share, in the quarter ended June 30, 2025.

 

The Company’s Board of Directors declared a three-for-two stock split with respect to both the Company’s Class A and Class B common stock. The stock split will be effected in the form of a stock dividend payable on August 31, 2026, to shareholders of record as of August 11, 2026. Holders of the Company’s common stock will receive one additional share for each two shares of common stock held as of the record date. The stock split will increase the number of outstanding shares of Class A common stock from approximately 61,142,458 to approximately 91,713,687 and will increase the number of outstanding shares of Class B common stock from approximately 16,677,344 to approximately 25,016,016. Additionally, the Company’s Board of Directors declared a cash dividend of $0.14 per share of Class A and Class B common stock, to be paid on September 24, 2026, to all shareholders of record as of September 9, 2026. “We remain dedicated to returning capital to our shareholders, and we are pleased to announce a post-stock split cash dividend of $0.14 per share. After the stock split, this represents a 10.5% increase in the quarterly cash dividend paid to our shareholders compared to the prior quarterly dividend and is our tenth increase since we announced our intent to begin paying a quarterly cash dividend in July 2018 as part of our capital allocation strategy,” said W.M. “Rusty” Rush, Chairman, Chief Executive Officer and President of Rush Enterprises, Inc.

 

“I am proud of the results our team delivered during the second quarter. As I mentioned at the end of April, we believe the first quarter represented the trough of the extended industry downcycle, and during the second quarter we continued to see signs of gradual improvement in market conditions. While the recovery remains in its early stages, improving freight rates, improving customer sentiment, increased commercial vehicle quoting activity and significantly higher order intake all contributed to better business conditions as the quarter progressed,” said Rush.

 

“Our diversified business model once again demonstrated its resilience while our team's ability to execute allowed us to capitalize on improving market conditions, meet our customers’ growing demand and deliver solid financial results. Orders for new commercial vehicles increased significantly as the quarter progressed and used truck sales remained strong. Although we expect the recovery to be gradual, we are encouraged by increased order activity, strengthening market fundamentals and improved customer confidence, all of which we believe position Rush Enterprises for a strong second half of the year. We will continue to focus on our long-term strategic initiatives and disciplined expense management while also delivering exceptional service to our customers,” Rush continued.

 


 

Strategic Growth and Expansion

 

During the second quarter, the Company completed its acquisition of five Peterbilt dealerships in Baton Rouge, Houma, Lafayette, Lake Charles and New Orleans, Louisiana, expanding the Rush Truck Centers network and strengthening its presence throughout the Gulf Coast region. The Company also expanded its Canadian operations through the acquisition of five commercial vehicle dealerships in southwestern Ontario, further enhancing its ability to serve customers in one of Canada's largest transportation markets.

 

On July 23, the Company announced that it signed an agreement to form a 50 percent-owned joint venture with MCT Companies, one of the largest Carrier Transicold dealer groups in the United States. Subject to customary closing conditions, the parties expect the transaction to close during the third quarter of 2026. Following the closing, the joint venture will operate MCT Companies' network of 17 Carrier Transicold full-service dealerships and 3 mobile service locations strategically located across the refrigerated freight market in California, Nebraska, Kansas, North Carolina, South Carolina and Virginia, establishing Rush Enterprises’ presence in the refrigerated transportation segment through its investment in the joint venture and complementing its core commercial vehicle dealership operations.

 

"We continue to search for and invest in opportunities that strengthen Rush Enterprises and advance our long-term growth strategy," Rush stated. "Completing our Louisiana acquisition, expanding our presence in Canada and announcing our planned joint venture with MCT Companies represent important steps in our strategy. Together, these initiatives broaden our geographic reach, expand the range of solutions we provide our customers and demonstrate our ability to execute on our strategy of enhancing our growth opportunities by acquiring or investing in businesses that are adjacent to the commercial vehicle industry, positioning us to deliver greater value to both customers and shareholders over the long term," Rush continued.

 

Aftermarket Products and Services         

 

Aftermarket products and services accounted for approximately 64.0% of the Company’s total gross profit in the second quarter of 2026, with parts, service and collision center revenues totaling $645.7 million, up 1.5% compared to the second quarter of 2025. The Company achieved a quarterly absorption ratio of 130.8% in the second quarter of 2026, compared to 135.5% in the second quarter of 2025.

 

“Demand for parts and services improved gradually as the quarter progressed, particularly among over-the-road fleets, reflecting healthier freight markets, improving fleet sentiment and the gradual return of maintenance activity as more miles are driven,” Rush said. “While the aftermarket recovery is trailing the improvement we are seeing in commercial vehicle sales and quoting activity, we are encouraged by the positive momentum in our aftermarket business and believe those trends signal continued improvement throughout the remainder of the year,” he continued.

 

“Looking ahead, we expect our aftermarket business to continue improving as fleet utilization increases and new commercial vehicle deliveries accelerate, which historically has generated additional service and parts opportunities as customers upfit new vehicles and prepare to sell the commercial vehicles they are replacing,” Rush stated. “We remain focused on operational efficiency, increasing our managed and national accounts, and delivering exceptional service to our customers. We believe our aftermarket business is well positioned to benefit as commercial vehicle market conditions continue to strengthen,” he added.

 

Commercial Vehicle Sales

New U.S. Class 8 retail truck sales totaled 54,718 units in the second quarter of 2026, down 6.7% compared to the second quarter of 2025, according to ACT Research. The Company sold 3,172 new Class 8 trucks in the U.S. during the second quarter, a decrease of 0.2% compared to the same time period in 2025, and accounted for 5.8% of the new U.S. Class 8 truck market. ACT Research forecasts U.S. retail sales of new Class 8 trucks to total 228,800 units in 2026, a 7.6% increase compared to 2025. The Company sold 117 new Class 8 trucks in Canada during the second quarter of 2026 and accounted for 1.8% of the new Canadian Class 8 truck market.

 

“Industry-wide retail sales of new Class 8 trucks remained below normal replacement levels during the second quarter, but we were pleased with our performance given the challenging business environment,” said Rush. “Our ability to maintain essentially flat Class 8 truck sales while the broader market declined compared to the second quarter of 2025 allowed us to increase market share. We believe our performance reflects the strength of our customer relationships, our diversified customer base and our disciplined approach to inventory management. More importantly, customer quoting activity and order intake improved significantly as the quarter progressed, reinforcing our belief that the recovery we anticipated earlier this year is beginning to take shape,” he continued.

 


 

“Looking ahead, we believe the second half of 2026 will be considerably stronger than the first half of the year with respect to Class 8 truck sales,” Rush stated. “Improving freight rates, stronger fleet profitability and increasing customer confidence are supporting higher quoting activity and order intake, and we continue to see customers planning equipment purchases ahead of the 2027 emissions regulations. While we expect the industry's overall recovery to remain gradual, we believe Rush Enterprises is well positioned to capitalize on improving Class 8 demand throughout the remainder of the year,” he explained.

 

New U.S. Class 4-7 retail commercial vehicle sales totaled 55,284 units in the second quarter of 2026, a decrease of 5.0% compared to the second quarter of 2025, according to ACT Research. The Company sold 3,165 new Class 4-7 medium-duty commercial vehicles in the U.S. during the quarter, a decrease of 12.7% compared to the second quarter of 2025, and accounted for 5.7% of the total new U.S. Class 4-7 commercial vehicle market. ACT Research forecasts U.S. retail sales for new Class 4 through 7 commercial vehicles to be approximately 207,575 units in 2026, a decrease of 4.5% compared to 2025. The Company sold 217 Class 5-7 commercial vehicles in Canada during the second quarter of 2026, accounting for 5.1% of the new Canadian Class 5-7 commercial vehicle market.

 

“Our medium-duty business continued to improve during the second quarter, although our year-over-year sales comparison was impacted by the timing of both orders and deliveries to several of our larger fleet customers,” Rush said. “Sales strengthened considerably as the quarter progressed, particularly in June, and our Ready-to-Roll inventory program continues to differentiate us in the marketplace as demand for medium-duty trucks increases. While ACT Research expects the broader medium-duty market to remain challenging in 2026, we believe our growing backlog, anticipated deliveries and available inventory position us well as customer demand continues to improve throughout the remainder of the year,” he noted.

 

The Company sold 1,788 used commercial vehicles in the second quarter of 2026, an increase of 4.3% compared to the second quarter of 2025. “Used truck demand continued to improve during the second quarter, with activity strengthening as the quarter progressed and June representing our strongest month of the year,” Rush stated. “Improving freight rates and healthier market conditions are supporting customer demand, particularly among buyers seeking a cost-effective alternative to new equipment, and we believe our disciplined approach to used truck inventory and pricing continues to serve us well as market conditions normalize. While financing remains a challenge for some customers, we believe the combination of higher new truck prices and the approaching 2027 federal emissions regulations will continue to make quality used trucks an attractive option. As a result, we expect demand for used trucks to remain healthy throughout the remainder of the year,” he added.

 

Leasing and Rental

 

Leasing and Rental revenue in the second quarter of 2026 was $94.8 million, up 1.9% compared to the second quarter of 2025. “Our leasing and rental business delivered another quarter of steady growth, reflecting the continued strength of our full-service leasing operations,” Rush said. “Leasing and rental remains one of the most consistent contributors to our financial performance, and its stable revenue model helps offset some of the cyclicality we experience in new commercial vehicle sales,” he continued.

 

“Looking ahead, we continue to see healthy demand for our leasing and rental services as fleets replace aging equipment. As new commercial vehicle orders increase across the industry, manufacturers may eventually reach capacity constraints, which historically supports leasing and rental activity,” Rush added. “Combined with improving rental utilization and continued growth in our contract maintenance business, we believe that our leasing and rental business is well positioned to continue to deliver stable growth and make a meaningful contribution to our overall financial performance in the years ahead,” he concluded.

 

Financial Highlights

 

In the second quarter of 2026, the Company’s gross revenues totaled $1.900 billion, a 1.6% decrease from $1.931 billion in the second quarter of 2025. Net income for the quarter was $72.8 million, or $0.91 per diluted share, compared to net income of $72.4 million, or $0.90 per diluted share, in the quarter ended June 30, 2025.

 


 

Aftermarket products and services revenues were $645.7 million in the second quarter of 2026, compared to $636.3 million in the second quarter of 2025. The Company delivered 3,289 new heavy-duty trucks, 3,382 new medium-duty commercial vehicles, 907 new light-duty commercial vehicles and 1,788 used commercial vehicles during the second quarter of 2026, compared to 3,259 new heavy-duty trucks, 3,803 new medium-duty commercial vehicles, 703 new light-duty commercial vehicles and 1,715 used commercial vehicles during the second quarter of 2025.

 

Rush Truck Leasing operates 70 PacLease and Idealease franchises across the United States and Ontario, Canada with more than 10,000 trucks in its lease and rental fleet and more than 2,200 trucks under contract maintenance agreements. Lease and rental revenue increased 1.9% in the second quarter of 2026 compared to the second quarter of 2025.

 

During the second quarter of 2026, the Company repurchased $5.5 million of its common stock pursuant to its stock repurchase plan and has repurchased a total of $5.5 million of the $150.0 million authorized by the Company’s Board of Directors. In addition, the Company paid a cash dividend of $14.8 million during the second quarter.

 

“We are proud of our ability to generate solid earnings and return value to our shareholders, while maintaining a strong cash position and balance sheet despite difficult industry conditions over the past few years. Further, we believe our continued focus on operational excellence and growth opportunities has helped us improve our quality of earnings and invest in our future,” Rush said. “Our second quarter results reflect the strength of Rush Enterprises' diversified business model and our team's disciplined execution during a period when commercial vehicle market conditions began to improve,” Rush said. “We remain committed to creating long-term value for our shareholders through disciplined capital allocation, including strategic investments in our business, returning capital through dividends and share repurchases, and maintaining a strong balance sheet,” he added.

 

“Finally, I want to thank our employees for their unwavering commitment to our customers and to one another. Their professionalism, dedication and focus on operational excellence continue to distinguish Rush Enterprises throughout the industry. On behalf of our Board of Directors and leadership team, I sincerely appreciate their hard work and the important role they play in delivering value for our customers, shareholders and the communities we serve,” Rush concluded.

 

 

Conference Call Information

 

Rush Enterprises will host its quarterly conference call to discuss earnings for the second quarter of 2026 on July 29, 2026, at 10 a.m. Eastern/9 a.m. Central. The call can be heard live via the Internet at: http://investor.rushenterprises.com/events.cfm

 

Participants may register for the call at:

https://register-conf.media-server.com/register/BI030c1199c7fb4699a4181094d3a3be52

While not required, it is recommended that you join the event 10 minutes prior to the start.

 

For those who cannot listen to the live broadcast, the webcast replay will be available at:

http://investor.rushenterprises.com/events.cfm.

 

Rush Enterprises, Inc. is the premier solutions provider to the commercial vehicle industry. The Company owns and operates Rush Truck Centers, the largest network of commercial vehicle dealerships in North America, with more than 160 locations in 24 states and Ontario, Canada. These vehicle centers, strategically located in high-traffic areas on or near major highways throughout the United States and Ontario, Canada, represent truck and bus manufacturers, including Peterbilt, International, Hino, Isuzu, Ford, IC Bus and Blue Bird. They offer an integrated approach to meeting customer needs – from sales of new and used vehicles to aftermarket parts, service and body shop operations plus financing, insurance, and leasing and rental solutions. Rush Enterprises' operations also provide CNG fuel systems (through its investment in Cummins Clean Fuel Technologies, Inc.), telematics products and other vehicle technologies, as well as vehicle modification and up-fitting, chrome accessories and tires. For more information, please visit us at www.rushtruckcenters.com and www.rushenterprises.com, on X @rushtruckcenter, Facebook.com/rushtruckcenters and www.linkedin.com/company/rushenterprises-inc.

 


 

Certain statements contained in this release, including those concerning current and projected market conditions, sales forecasts, market share forecast and anticipated demand for the Companys services, are forward-looking statements (as such term is defined in the Private Securities Litigation Reform Act of 1995). Such forward-looking statements only speak as of the date of this release and the Company assumes no obligation to update the information included in this release. Because such statements include risks and uncertainties, actual results may differ materially from those expressed or implied by such forward-looking statements. Important factors that could cause actual results to differ materially from those expressed or implied by such forward-looking statements include, but are not limited to, competitive factors, general U.S. economic conditions, economic conditions in the new and used commercial vehicle markets, customer relations, relationships with vendors, inflation and the interest rate environment, increased fuel prices as a result of the conflict in Iran, governmental regulation and supervision, including engine emission regulations, U.S. and global trade policies, product introductions and acceptance, changes in industry practices, one-time events and other factors described herein and in filings made by the Company with the Securities and Exchange Commission, including in our annual report on Form 10-K for the fiscal year ended December 31, 2025. In addition, the declaration and payment of cash dividends and authorization of future share repurchase programs remains at the sole discretion of the Companys Board of Directors and the issuance of future dividends and authorization of future share repurchase programs will depend upon the Companys financial results, cash requirements, future prospects, applicable law and other factors that may be deemed relevant by the Companys Board of Directors. Although we believe that these forward-looking statements are based on reasonable assumptions, there are many factors that could affect our actual business and financial results and could cause actual results to differ materially from those in the forward-looking statements. All future written and oral forward-looking statements by us or persons acting on our behalf are expressly qualified in their entirety by the cautionary statements contained or referred to above. Except for our ongoing obligations to disclose material information as required by the federal securities laws, we do not have any obligations or intention to release publicly any revisions to any forward-looking statements to reflect events or circumstances in the future or to reflect the occurrence of unanticipated events.

 

-Tables and Additional Information to Follow-


 

RUSH ENTERPRISES, INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(In Thousands, Except Shares and Per Share Amounts)

(Unaudited)

 

June 30,

December 31,

2026

2025

Assets

Current assets:

Cash, cash equivalents and restricted cash

$

264,937

$

212,645

Accounts receivable, net

304,665

277,784

Note receivable, affiliate

8,031

11,576

Inventories, net

1,687,607

1,534,471

Prepaid expenses and other

27,995

54,662

Total current assets

2,293,235

2,091,138

Property and equipment, net

1,690,261

1,694,738

Operating lease right-of-use assets, net

125,180

124,130

Goodwill, net

468,959

441,615

Other assets, net

81,894

78,915

Total assets

$

4,659,529

$

4,430,536

Liabilities and shareholders equity

Current liabilities:

Floor plan notes payable

$

961,057

$

917,955

Current maturities of long-term debt

1,736

127

Current maturities of finance lease obligations

29,180

34,519

Current maturities of operating lease obligations

21,036

19,285

Trade accounts payable

299,119

230,763

Customer deposits

108,074

112,149

Accrued expenses

159,299

177,292

Total current liabilities

1,579,501

1,492,090

Long-term debt, net of current maturities

280,979

274,798

Finance lease obligations, net of current maturities

84,027

88,149

Operating lease obligations, net of current maturities

107,135

107,698

Other long-term liabilities

40,046

34,225

Deferred income taxes, net

213,354

207,733

Shareholders’ equity:

Preferred stock, par value $.01 per share; 1,000,000 shares authorized; 0 shares outstanding in 2026 and 2025

Common stock, par value $.01 per share; 105,000,000 Class A shares and 35,000,000 Class B shares authorized; 61,036,423 Class A shares and 16,677,344 Class B shares outstanding in 2026; and 60,115,093 Class A shares and 16,437,909 Class B shares outstanding in 2025

847

835

Additional paid-in capital

667,442

634,266

Treasury stock, at cost: 4,627,954 Class A shares and 2,390,029 Class B shares in 2026; and 4,586,791 Class A shares and 2,352,163 Class B shares in 2025

(336,548

)

(331,150

)

Retained earnings

2,008,525

1,904,091

Accumulated other comprehensive income (loss)

(8,878

)

(4,813

)

Total Rush Enterprises, Inc. shareholders’ equity

2,331,388

2,203,229

Noncontrolling interest

23,099

22,614

Total shareholders’ equity

2,354,487

2,225,843

Total liabilities and shareholders equity

$

4,659,529

$

4,430,536

 


 

RUSH ENTERPRISES, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF INCOME

(In Thousands, Except Per Share Amounts)

(Unaudited)

 

Three Months Ended

June 30,

Six Months Ended

June 30,

2026

2025

2026

2025

Revenues

New and used commercial vehicle sales

$

1,148,992

$

1,191,504

$

2,104,135

$

2,322,274

Aftermarket products and services sales

645,659

636,258

1,272,853

1,255,326

Lease and rental sales

94,847

93,124

187,124

183,377

Finance and insurance

6,364

5,552

11,975

10,764

Other

3,817

4,269

7,777

9,796

Total revenue

1,899,679

1,930,707

3,583,864

3,781,537

Cost of products sold

New and used commercial vehicle sales

1,056,096

1,087,644

1,930,000

2,118,177

Aftermarket products and services sales

414,116

397,011

813,906

794,754

Lease and rental sales

67,798

66,381

134,489

131,175

Total cost of products sold

1,538,010

1,551,036

2,878,395

3,044,106

Gross profit

361,669

379,671

705,469

737,431

Selling, general and administrative expense

245,474

251,981

488,104

500,784

Depreciation and amortization expense

19,068

17,611

37,786

34,867

Gain (loss) on sale of assets

59

127

(186

)

295

Operating income

97,186

110,206

179,393

202,075

Other income (loss), net

(526

)

(372

)

(990

)

(812

)

Interest expense, net

4,383

12,726

10,737

25,589

Income before taxes

92,277

97,108

167,666

175,674

Income tax provision

19,257

24,119

32,966

42,068

Net income

73,020

72,989

134,700

133,606

Less: Net income attributable to noncontrolling

Interest

259

551

486

846

Net income attributable to Rush Enterprises, Inc.

$

72,761

$

72,438

$

134,214

$

132,760

Net income attributable to Rush Enterprises, Inc.

per share of common stock:

Basic

$

0.93

$

0.93

$

1.73

$

1.68

Diluted

$

0.91

$

0.90

$

1.68

$

1.63

Weighted average shares outstanding:

Basic

77,963

78,300

77,637

78,975

Diluted

80,215

80,487

80,045

81,445

Dividends declared per common share

$

0.19

$

0.18

$

0.38

$

0.36

 


 

This press release and the attached financial tables contain certain non-GAAP financial measures as defined under SEC rules, such as Adjusted Net Income, Adjusted Total Debt, Adjusted Net (cash) Debt, EBITDA, Adjusted EBITDA, Free Cash Flow, Adjusted Free Cash Flow and Adjusted Invested Capital, which exclude certain items disclosed in the attached financial tables. Please note that all non-GAAP financial measures are provided on an unaudited basis. The Company provides reconciliations of these measures to the most directly comparable GAAP measures.

 

Management believes the presentation of these non-GAAP financial measures provides useful information about the results of operations of the Company for the current and past periods. Management believes that investors should have the same information available to them that management uses to assess the Company’s operating performance and capital structure. These non-GAAP financial measures should not be considered in isolation or as a substitute for the most comparable GAAP financial measures. Investors are cautioned that non-GAAP financial measures utilized by the Company may not be comparable to similarly titled non-GAAP financial measures used by other companies.

 

Three Months Ended

Commercial Vehicle Sales Revenue (in thousands)

June 30, 

2026

June 30, 

2025

New heavy-duty vehicles

$

623,501

$

632,213

New medium-duty vehicles (including bus sales revenue)

374,206

413,662

New light-duty vehicles

49,431

42,573

Used vehicles

99,134

94,993

Other vehicles

2,720

8,063

Absorption Ratio

130.8

%

135.5

%

 

Absorption Ratio

Management uses several performance metrics to evaluate the performance of its commercial vehicle dealerships and considers Rush Truck Centers’ “absorption ratio” to be of critical importance. Absorption ratio is calculated by dividing the gross profit from the parts, service and collision center departments by the overhead expenses of all of a dealership’s departments, except for the selling expenses of the new and used commercial vehicle departments and carrying costs of new and used commercial vehicle inventory. When 100% absorption is achieved, then gross profit from the sale of a commercial vehicle, after sales commissions and inventory carrying costs, directly impacts operating profit.

 

Debt Analysis (in thousands)

June 30, 

2026

June 30, 

2025

Floor plan notes payable

$

961,057

$

1,088,779

Current maturities of long-term debt

1,736

128

Current maturities of finance lease obligations

29,180

36,332

Long-term debt, net of current maturities

280,979

412,845

Finance lease obligations, net of current maturities

84,027

87,045

Total Debt (GAAP)

1,356,979

1,625,129

Adjustments:

Debt related to lease & rental fleet

(392,590

)

(532,853

)

Floor plan notes payable

(961,057

)

(1,088,779

)

Adjusted Total Debt (Non-GAAP)

3,332

3,497

Adjustment:

Cash and cash equivalents

(264,937

)

(211,106

)

Adjusted Net Debt (Cash) (Non-GAAP)

$

(261,605

)

$

(207,609

)

 


 

Management uses “Adjusted Total Debt” to reflect the Company’s estimated financial obligations less debt related to lease and rental fleet (L&RFD) and floor plan notes payable (FPNP), and “Adjusted Net (Cash) Debt” to present the amount of Adjusted Total Debt net of cash and cash equivalents on the Company’s balance sheet. The FPNP is used to finance the Company’s new and used inventory, with its principal balance changing daily as vehicles are purchased and sold and the sale proceeds are used to repay the notes. Consequently, in managing the business, management views the FPNP as interest bearing accounts payable, representing the cost of acquiring vehicles financed as collateral through a banking institution or the vendor’s financing arm and is required to be repaid as the collateral is sold. The Company has the capacity to finance all of its new and used inventory under its lines of credit established for these purposes but may choose to only partially finance them depending on business conditions and its management of cash and interest expense. The Company’s lease and rental fleet inventory are either: (i) leased to customers under long-term lease arrangements; or (ii) to a lesser extent, dedicated to the Company’s rental business. In both cases, the lease and rental payments received fully cover the capital costs of the lease and rental fleet (i.e., the interest expense on the borrowings used to acquire the vehicles and the depreciation expense associated with the vehicles), plus a profit margin for the Company. The Company believes that excluding the FPNP and L&RFD from the Company’s total debt for this purpose provides management with supplemental information regarding the Company’s capital structure and leverage profile and assists investors in performing analysis that is consistent with financial models developed by Company management and research analysts. “Adjusted Total Debt” and “Adjusted Net (Cash) Debt” are both non-GAAP financial measures and should be considered in addition to, and not as a substitute for, the Company’s debt obligations, as reported in the Company’s consolidated balance sheet in accordance with U.S. GAAP. Additionally, these non-GAAP measures may vary among companies and may not be comparable to similarly titled non-GAAP measures used by other companies.

 

Twelve Months Ended

EBITDA (in thousands)

June 30, 

2026

June 30, 

2025

Net Income attributable to Rush Enterprises, Inc. (GAAP)

$

265,230

$

286,644

Provision for income taxes

70,726

87,310

Interest expense

31,383

59,010

Depreciation and amortization

74,055

71,174

(Gain) loss on sale of assets

69

(1,002

)

EBITDA (Non-GAAP)

441,463

503,136

Adjustment:

Less Interest expense associated with FPNP and L&RFD

(36,441

)

(60,396

)

Adjusted EBITDA (Non-GAAP)

$

405,022

$

442,740

 

The Company presents EBITDA and Adjusted EBITDA, for the twelve months ended for each period presented, as additional information about its operating results. The presentation of Adjusted EBITDA that excludes the addition of interest expense associated with FPNP and the L&RFD to EBITDA is consistent with management’s presentation of Adjusted Total Debt, in each case reflecting management’s view of interest expense associated with the FPNP and L&RFD as an operating expense of the Company, and provides management with supplemental information regarding operating results and assists investors in performing analysis that is consistent with financial models developed by management and research analysts. “EBITDA” and “Adjusted EBITDA” are both non-GAAP financial measures and should be considered in addition to, and not as a substitute for, net income of the Company, as reported in the Company’s consolidated statements of income in accordance with U.S. GAAP. Additionally, these non-GAAP measures may vary among companies and may not be comparable to similarly titled non-GAAP measures used by other companies.

 

Twelve Months Ended

Free Cash Flow (in thousands)

June 30, 2026

June 30, 2025

Net cash provided by operations (GAAP)

$

674,625

$

885,188

Acquisition of property and equipment

(325,887

)

(482,801

)

Free cash flow (Non-GAAP)

348,738

402,387

Adjustments:

Draws on floor plan financing, net

38,928

(154,716

)

Cash used for L&RF purchases

255,164

385,624

Non-maintenance capital expenditures

33,990

31,361

Adjusted Free Cash Flow (Non-GAAP)

$

676,820

$

664,657

 


 

“Free Cash Flow” and “Adjusted Free Cash Flow” are key financial measures of the Company’s ability to generate cash from operating its business. Free Cash Flow is calculated by subtracting the acquisition of property and equipment included in the Cash flows from investing activities from Net cash provided by operating activities. For purposes of deriving Adjusted Free Cash Flow from the Company’s operating cash flow, Company management makes the following adjustments: (i) adds back draws (or subtracts payments) on the floor plan financing that are included in Cash flows from financing activities, as their purpose is to finance the vehicle inventory that is included in Cash flows from operating activities; (ii) adds back proceeds from notes payable related specifically to the financing of the lease and rental fleet that are reflected in Cash flows from financing activities; (iii) subtracts draws on floor plan financing, net and proceeds from L&RFD related to business acquisition assets that are included in Cash flows from investing activities; (iv) subtracts scheduled principal payments on fixed rate notes payable related specifically to the financing of the lease and rental fleet that are included in Cash flows from financing activities; (v) subtracts lease and rental fleet purchases that are included in acquisition of property and equipment and not financed under the lines of credit for cash and interest expense management purposes; and (vi) adds back non-maintenance capital expenditures that are for growth and expansion (i.e. building of new dealership facilities) that are not considered necessary to maintain the current level of cash generated by the business. “Free Cash Flow” and “Adjusted Free Cash Flow” are both presented so that investors have the same financial data that management uses in evaluating the Company’s cash flows from operating activities. “Free Cash Flow” and “Adjusted Free Cash Flow” are both non-GAAP financial measures and should be considered in addition to, and not as a substitute for, net cash provided by (used in) operations of the Company, as reported in the Company’s consolidated statement of cash flows in accordance with U.S. GAAP. Additionally, these non-GAAP measures may vary among companies and may not be comparable to similarly titled non-GAAP measures used by other companies.

 

Invested Capital (in thousands)

June 30, 

2026

June 30, 

2025

Total Rush Enterprises, Inc. shareholders’ equity (GAAP)

$

2,331,388

$

2,153,831

Adjusted net debt (cash) (Non-GAAP)

(261,605

)

(207,609

)

Adjusted Invested Capital (Non-GAAP)

$

2,069,783

$

1,946,222

 

“Adjusted Invested Capital” is a key financial measure used by the Company to calculate its return on invested capital. For purposes of this analysis, management excludes L&RFD, FPNP, and cash and cash equivalents, for the reasons provided in the debt analysis above and uses Adjusted Net Debt in the calculation. The Company believes this approach provides management with a more accurate picture of the Company’s leverage profile and capital structure and assists investors in performing analysis that is consistent with financial models developed by Company management and research analysts. “Adjusted Net (Cash) Debt” and “Adjusted Invested Capital” are both non-GAAP financial measures. Additionally, these non-GAAP measures may vary among companies and may not be comparable to similarly titled non-GAAP measures used by other companies.

 

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