Fed chair nomination could trigger UPS (NYSE: UPS) board change

Rhea-AI Filing Summary

United Parcel Service, Inc. reports that board member Kevin M. Warsh may leave the company’s Board of Directors. President Donald J. Trump announced his intent to nominate Mr. Warsh to serve as Chairman of the Board of Governors of the U.S. Federal Reserve System, subject to Senate confirmation.

Mr. Warsh informed UPS that he would resign as a director if he is confirmed for the Federal Reserve role. UPS states that his decision is not due to any disagreement with the company regarding its operations, policies, or practices.

0001090727falseFebruary 2, 202600010907272026-02-022026-02-020001090727exch:XNYS2026-02-022026-02-020001090727exch:XNYSups:SeniorNotes1Due2028Member2026-02-022026-02-020001090727exch:XNYSups:SeniorNotes1.500Due2032Member2026-02-022026-02-02

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): February 2, 2026

United Parcel Service, Inc.

(Exact name of registrant as specified in its charter)

 

Delaware

001-15451

58-2480149

(State or other jurisdiction of incorporation)

(Commission File Number)

(IRS Employer Identification No.)

      55 Glenlake Parkway, N.E., Atlanta, Georgia                30328

(Address of principal executive offices)                 (Zip Code)

Registrant’s telephone number, including area code (404) 828-6000

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

Name of Each Exchange on Which Registered

Class B common stock, par value $0.01 per share

UPS

New York Stock Exchange

1% Senior Notes due 2028

UPS28

New York Stock Exchange

1.500% Senior Notes due 2032

UPS32

New York Stock Exchange

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.

On January 30, 2026, President Donald J. Trump announced his intent to nominate Kevin M. Warsh, a member of the Board of Directors (the “Board”) of United Parcel Service, Inc. (the “Company”), to serve as Chairman of the Board of Governors of the United States Federal Reserve System, subject to confirmation by the United States Senate. On February 2, 2026, Mr. Warsh informed the Company that if he is confirmed as Chairman of the Board of Governors of the United States Federal Reserve System by the United States Senate, he would resign as a director of the Company. Mr. Warsh’s decision was not due to any disagreement with the Company on any matter relating to the Company’s operations, policies or practices.

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.

UNITED PARCEL SERVICE, INC.

Date:

February 6, 2026

By:

/s/ NORMAN M. BROTHERS, JR.

Name: Norman M. Brothers, Jr.

Title: Executive Vice President and Chief Legal and Compliance Officer

FAQ

What did UPS (UPS) disclose about Kevin M. Warsh in this 8-K?

UPS disclosed that director Kevin M. Warsh plans to resign from the Board if he is confirmed as Chairman of the Federal Reserve Board of Governors by the U.S. Senate, reflecting a potential future change in board composition.

Why might Kevin M. Warsh resign from the UPS (UPS) Board of Directors?

Kevin M. Warsh told UPS he will resign as a director if he is confirmed by the U.S. Senate as Chairman of the Federal Reserve Board of Governors, linking his resignation directly to assuming that federal position.

Did UPS (UPS) report any disagreement with Kevin M. Warsh behind his potential resignation?

UPS stated that Kevin M. Warsh’s decision to potentially resign from the Board is not due to any disagreement with the company concerning its operations, policies, or practices, indicating the change is tied to his prospective public role.

Who nominated Kevin M. Warsh for the Federal Reserve role mentioned by UPS (UPS)?

UPS reported that President Donald J. Trump announced his intent to nominate Kevin M. Warsh as Chairman of the Federal Reserve Board of Governors, with the nomination still subject to confirmation by the United States Senate.

Does this UPS (UPS) filing indicate an immediate change to its Board of Directors?

The filing does not indicate an immediate change. Kevin M. Warsh’s resignation from the UPS Board would occur only if he is confirmed by the U.S. Senate as Chairman of the Federal Reserve Board of Governors.