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Universal Logistics Holdings, Inc. 8-K Filings

ULH NASDAQ

Every 8-K that Universal Logistics Holdings, Inc. (ULH) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.

A 8-K covers material events a company has to report between its quarterly reports, so if you follow ULH and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full ULH filings page.

Rhea-AI Summary

Universal Logistics Holdings, Inc. (ULH) subsidiaries entered into a Fourth Amendment to their credit agreement with KeyBank National Association, as administrative agent, and the lenders. The amendment extends the facility’s maturity from September 30, 2027 to September 30, 2029 and reduces aggregate revolving commitments from $500.0 million to $350.0 million.

It revises the uncommitted accordion feature to permit borrowers, subject to specified conditions and commitments from participating lenders, to increase aggregate revolving commitments by up to $150.0 million. The amendment also revises leverage-based grids that determine interest-rate margins on borrowings and commitment fees on unused revolving commitments. The agreement continues to include affirmative and negative covenants, including leverage and fixed charge coverage ratio requirements, and customary events of default.

Rhea-AI Summary

Universal Logistics Holdings reported second quarter 2026 operating revenues of $379.3 million, income from operations of $45.1 million, net income of $26.2 million and GAAP earnings of $0.99 per basic and diluted share, compared with revenues of $393.8 million and earnings of $0.32 a year earlier. Results include a $45.3 million gain on the sale of Kearny, New Jersey real property, a $3.9 million non-cash tractor impairment and $12.3 million of legal charges, which in aggregate increased operating income by $29.1 million.

Excluding these items, adjusted income from operations was $16.0 million, with an adjusted operating margin of 4.2%, and adjusted diluted earnings were $0.16 per share. Adjusted EBITDA was $49.2 million, compared with $56.2 million one year earlier. Contract logistics revenues rose 4.2% to $271.4 million with a 9.1% margin. The intermodal segment generated revenues of $44.1 million and an operating loss of $10.4 million, while trucking revenues were $63.8 million with a 4.5% margin.

The board declared a quarterly cash dividend of $0.105 per share, payable October 1, 2026 to shareholders of record on September 1, 2026. As of July 4, 2026, the company held $20.3 million in cash and cash equivalents, had outstanding borrowings of $695.5 million with $238.8 million available under its $500 million revolving credit facility, and was in compliance with financial covenants.

Rhea-AI Summary

Universal Logistics Holdings, Inc., through its subsidiary UTSI Finance, Inc., entered into and completed two related real estate agreements with Lakeshore Ventures LLC on June 24, 2026. UTSI sold a facility in Kearny, New Jersey to Lakeshore and received $38.0 million in cash consideration, subject to adjustments, along with all membership interests in Passaic Ventures LLC, which owns a facility in Newark, New Jersey.

Lakeshore is affiliated with the Company’s Chairman, Matthew T. Moroun, and director, Matthew J. Moroun. The transactions were reviewed and approved by the disinterested members of the Board of Directors, including all members of the Audit Committee.

Rhea-AI Summary

Universal Logistics Holdings, Inc. reported a first-quarter 2026 net loss of $3.5 million, or $(0.13) per share, on operating revenues of $367.6 million, down from net income of $6.0 million on $382.4 million a year earlier. Operating income fell to $4.8 million, and operating margin compressed to 1.3% from 4.1%, while EBITDA declined to $40.7 million with an 11.1% margin.

Contract logistics revenue grew 5.3% to $269.5 million but segment operating income dropped to $17.5 million and margin to 6.5%. The intermodal segment remained weak, with revenue down to $47.9 million and an operating loss of $(13.1) million. Trucking revenue slipped to $50.2 million with operating income of $0.6 million.

The Board declared a quarterly cash dividend of $0.105 per share, payable July 1, 2026 to holders of record on June 1, 2026. The company ended the quarter with $17.9 million in cash and $754.7 million of outstanding debt. Universal detailed an employment agreement for incoming CFO and Treasurer Michael H. Rogers, including a starting base salary of $425,100 rising to $500,000 in June 2027, a minimum 2026 cash bonus of $300,000, and an expected restricted stock award of about $127,500 vesting over four years.

The Board appointed director Michael A. Regan to the Audit Committee and affirmed his independence and audit committee financial expert status. At the annual meeting, stockholders elected nine directors, approved 2025 executive compensation on an advisory basis, and ratified Ernst & Young LLP as independent auditor for 2026.

Rhea-AI Summary

Universal Logistics Holdings, Inc. announced a planned CFO transition. Long‑time Chief Financial Officer and Treasurer Jude M. Beres will resign effective May 29, 2026 to pursue opportunities outside the transportation and logistics industry, and will stay through that date to support an orderly handover.

The company’s Executive Committee has appointed Michael Rogers as the new Chief Financial Officer and Treasurer, effective June 1, 2026, with Board ratification expected at its next meeting. Rogers brings roughly three decades of finance leadership experience at Ford Motor Company and currently serves as CFO of Conlan Tire Co., Hercules Materials Holdings LLC and affiliates.

His compensation package includes an initial annual base salary of $425,100, increasing to $500,000 in June 2027, a minimum 2026 cash bonus of $300,000, and eligibility for a restricted stock award valued at about $127,500, vesting over four years. The parties are finalizing a definitive employment agreement and related equity award documents.

Rhea-AI Summary

Universal Logistics Holdings, Inc. has appointed Ernst & Young LLP (EY) as its independent registered public accounting firm for the fiscal year ending December 31, 2026, effective March 16, 2026.

The company states that during its fiscal years ended December 31, 2025 and 2024, and through March 16, 2026, neither it nor anyone acting on its behalf consulted EY on how to apply accounting principles to specific transactions or on the type of audit opinion that might be issued. It also reports there were no consultations with EY on any matters involving disagreements or reportable events as defined in SEC Regulation S-K.

Rhea-AI Summary

Universal Logistics Holdings, Inc. reported that its Audit Committee approved the dismissal of Grant Thornton LLP as its independent registered public accounting firm, effective upon the filing of its Form 10-K for the year ended December 31, 2025. Grant Thornton’s audit reports for 2024 and 2025 contained no adverse opinions, disclaimers, or qualifications regarding uncertainty, scope, or accounting principles, and there were no disagreements on accounting, disclosure, or audit procedures. The only reportable event was a previously disclosed material weakness in internal control over financial reporting, involving insufficient technical accounting expertise and ineffective controls over complex transactions and disclosures. Grant Thornton has been authorized to respond fully to inquiries from the successor auditor, and its response letter to the SEC is included as an exhibit.

Rhea-AI Summary

Universal Logistics Holdings, Inc. reported a sharp year-over-year decline in results for the fourth quarter of 2025 and a full-year loss. Fourth quarter operating revenues were $385.4 million, down from $465.1 million, with net income of $3.7 million or $0.14 per share versus $20.2 million or $0.77 per share a year earlier. Operating income fell to $17.5 million from $38.3 million, and operating margin compressed to 4.5% from 8.2%.

For 2025, total operating revenues were $1.56 billion, down from $1.85 billion, and the company recorded a net loss of $99.9 million compared with net income of $129.9 million in 2024, largely due to $124.4 million of impairment expense. Intermodal posted an operating loss of $10.6 million in the quarter, while contract logistics and trucking remained profitable but below prior-year levels. Despite weaker results, the Board declared a quarterly cash dividend of $0.105 per share, payable on April 3, 2026 to shareholders of record on March 23, 2026.

Rhea-AI Summary

Universal Logistics Holdings, Inc. disclosed that investors should no longer rely on its previously issued condensed consolidated financial statements for the quarter ended September 27, 2025. An error in the goodwill impairment analysis for its intermodal reporting unit led to the improper inclusion of approximately $46.7 million of deferred tax liabilities in the unit’s carrying value.

After correcting this, the carrying value of the intermodal reporting unit exceeded its fair value, and the company expects to record an additional goodwill impairment charge of about $43.2 million, fully writing off goodwill for that unit as of September 27, 2025. The company states this correction does not affect previously reported revenues, operating cash flows, liquidity, cash balances, or compliance with debt covenants, nor does it require restatements for other periods. Universal plans to file an amended Form 10‑Q/A for the quarter ended September 27, 2025 and will add disclosure about internal control considerations, in the context of a previously disclosed material weakness in internal control over financial reporting.

Rhea-AI Summary

Universal Logistics Holdings, Inc. (ULH) filed an amended report to quantify a material non-cash impairment for Q3 2025 and announce a cash dividend. The company determined total impairment charges of $81.2 million, including $58.0 million to goodwill and $23.2 million to previously acquired customer lists tied to its intermodal segment. These will be reflected in results for the quarter ended September 27, 2025 and adjusted for in certain non-GAAP measures referenced in the earnings release.

The board also declared a cash dividend of $0.105 per share, payable on January 2, 2026 to shareholders of record on December 1, 2025. The company noted it is reasonably possible additional future cash or non-cash charges may be recognized, which could affect results and cash flows in the periods recorded.

Rhea-AI Summary

Universal Logistics Holdings (ULH) completed a credit tenant lease financing through subsidiary UDOT CTL-Funding, LLC. The Borrower issued a senior secured promissory note of approximately $195.9 million at a fixed 6.84% interest rate, requiring monthly principal and interest payments, with the full balance due at maturity on November 15, 2034. The note is secured by the Borrower’s subleasehold interest under a composite sublease with an investment‑grade credit tenant, and debt service is intended to be funded from the tenant’s rent payments.

The obligations are non‑recourse to Universal and its affiliates except for specific carve‑outs under a Limited Guaranty and Environmental Indemnity, including a shortfall and make‑whole payment if the credit tenant prepays rent. If the tenant does not pay rent, the note holder’s sole recourse is to the collateral. Separately, the Board appointed Marcus D. Hudson to the audit committee, confirming his independence and audit committee financial expert qualifications.

Rhea-AI Summary

Universal Logistics Holdings (ULH) disclosed it will record a material non-cash impairment charge related to certain intangible assets in its intermodal segment in connection with preparing financial statements for the quarter ended September 27, 2025.

The company is finalizing the calculation of the impairment amount and will file an amendment once the estimate is determined. ULH also postponed the planned release of its third-quarter results, previously scheduled for October 23, 2025, and delayed the investor conference call previously set for October 24, 2025. A new date for the earnings release and call will be announced after the financial reporting process is complete.

Rhea-AI Summary

Universal Logistics Holdings, Inc. entered into a third amendment to its syndicated credit agreement, increasing the maximum revolving credit facility by $100.0 million to a total of $500.0 million through a partial exercise of the agreement’s accordion feature. This boosts the company’s available borrowing capacity under its primary revolving line.

The amendment also permits a Universal subsidiary to borrow up to $200.0 million under a potential credit tenant lease financing, as long as the net proceeds are used to fully repay all obligations under a separate credit and security agreement dated September 30, 2022 and to partially prepay outstanding revolving loans under the amended facility. The agreement includes customary covenants, financial ratio requirements, mandatory prepayment provisions, and standard events of default, including payment failures, covenant breaches, change of control, and certain bankruptcy or insolvency events.