Universal Logistics Holdings, Inc. filings document the regulatory record of a transportation and logistics holding company with operating subsidiaries in value-added, dedicated, intermodal and trucking services. Form 8-K reports furnish operating and financial results, dividend declarations, material agreements and capital-structure disclosures tied to the company’s common stock.
Other filings address governance and financial-reporting matters, including auditor changes, internal control over financial reporting, non-reliance on previously issued financial statements, and material impairments related to the intermodal reporting unit. Proxy materials describe shareholder voting matters, board governance, executive compensation and equity-award disclosures.
Universal Logistics Holdings, Inc. is holding its 2026 annual stockholder meeting on April 29, 2026 in Warren, Michigan. Stockholders of record as of March 13, 2026 will vote on electing nine directors, approving on a non-binding basis executive compensation, and ratifying Ernst & Young LLP as independent auditor for fiscal 2026.
The proxy details a controlled-company structure under NASDAQ rules, with Moroun family trusts holding 72.9% of common stock through trustee and special trustee arrangements, and FMR LLC owning 15.0%. It explains board and committee composition, director independence, ESG oversight, related-party transactions with Moroun-affiliated entities, and a largely discretionary, performance-focused pay program for CEO Tim Phillips and CFO Jude Beres that blends salary, annual cash bonuses, and time-based restricted stock under the 2024 Equity Incentive Plan.
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.
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.
Universal Logistics Holdings (ULH) reported a sharp downturn in 2025, driven by heavy non‑cash impairments and softer freight markets. Operating revenues fell to $1,558.4 million, down 15.6% from 2024, as contract logistics, intermodal, trucking and brokerage volumes weakened after a large 2024 specialty project ended.
The company swung to a net loss of $99.9 million from prior-year profit of $129.9 million, mainly due to $124.4 million of goodwill and customer-relationship intangible impairments in the intermodal segment and a separate restatement-related goodwill impairment of about $43.2 million. Management also identified a material weakness in internal control over complex, non‑routine accounting.
Intermodal now has no remaining goodwill and posted a substantial operating loss, while contract logistics margins compressed as volumes and leverage declined. ULH remains highly exposed to automotive customers, which represented about 45% of 2025 revenue, and its top customer, General Motors, accounted for roughly 25%. Total debt rose to $802.3 million, though cash, a $500 million revolver and additional facilities support liquidity.
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.
Universal Logistics Holdings, Inc. filed an amended quarterly report for the quarter ended September 27, 2025 to restate its financial statements after identifying an error in its goodwill impairment analysis for the intermodal reporting unit. The correction resulted in an additional $43.2 million goodwill impairment, fully writing off intermodal goodwill and raising total Q3 2025 impairment expense to $124.4 million. As restated, the company reported a Q3 2025 net loss of $117.9 million versus net income of $26.5 million a year earlier, on revenues that fell 7% to $396.8 million. For the thirty‑nine weeks ended September 27, 2025, the company recorded a net loss of $103.6 million compared with net income of $109.7 million in the prior‑year period. The company states that the restatement does not affect previously reported revenues, operating cash flows, liquidity, or compliance with debt covenants, but it is consistent with a previously disclosed material weakness in internal control over financial reporting.
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.
Universal Logistics Holdings, Inc. reported that its Chief Financial Officer, Jude Marcus Beres, received an award of 7,400 shares of restricted common stock on February 4, 2026. The grant price references the stock’s closing price of $18.92 that day.
The restricted shares will vest in four equal 25% installments on March 15 of 2027, 2028, 2029 and 2030, contingent on continued employment, with potential acceleration at the discretion of the Compensation and Stock Option Committee. Following this grant, Beres beneficially owns 43,585 common shares directly.
Universal Logistics Holdings reported that Chief Executive Officer and director Timothy Phillips received a grant of 7,215 shares of restricted common stock on February 4, 2026, at a reference price of $18.92 per share. After this equity award, he directly beneficially owns 104,491 common shares.
The restricted shares will vest in four equal 25% installments on March 15 of 2027, 2028, 2029 and 2030, as long as he remains employed by Universal Logistics Holdings. Vesting may be accelerated if the Compensation and Stock Option Committee takes specific action.
Universal Logistics Holdings (ULH) reported a Q3 2025 net loss driven by a non‑cash impairment. Revenue was $396.8 million versus $426.8 million a year ago. The company recorded $81.2 million of impairment charges in the quarter, including $58.0 million of goodwill and $23.2 million of customer‑relationship intangibles tied to the intermodal segment, reflecting reduced demand, lower margins, and a higher discount rate.
Q3 net loss was $74.8 million, or $2.84 per share, compared to net income of $26.5 million last year. Year‑to‑date revenue was $1,173.0 million versus $1,380.9 million, with a year‑to‑date net loss of $60.4 million. Operating cash flow for the first thirty‑nine weeks was $135.9 million.
At quarter‑end, total assets were $1,817.1 million and total debt was $824.2 million. Subsequent events included a Revolving Credit Facility increase to $500.0 million and a $195.9 million credit tenant lease financing at 6.84%, used to fully repay $35.3 million under the UACL Credit Agreement and prepay $158.6 million on the revolver, leaving $218.8 million outstanding. A cash dividend of $0.105 per share was declared.