Werner Entprise SEC Filings

Werner Enterprises, Inc. filed an 8-K to share that it will participate in two upcoming investment conferences. The company plans to attend the Wolfe Research 19th Annual Global Transportation & Industrials Conference on May 19, 2026 in New York City and the Wells Fargo 16th Industrials & Materials Conference on June 9, 2026 in Chicago, both including investor meetings. A live webcast and 30-day replay will be available for the Wells Fargo fireside chat through the Werner website. Werner highlights that it is a premier transportation and logistics provider with 2025 revenues of nearly $3.0 billion and more than 14,500 associates, serving customers across the United States, Mexico and Canada. The press release and related webcast communications may include forward-looking statements subject to the usual safe harbor protections and risk factors described in its Form 10-K and Form 10-Q filings.

Werner Enterprises grew first-quarter 2026 operating revenues to $808.6 million, up 13.6% year over year, and turned a prior operating loss into operating income of $4.0 million. Net loss attributable to Werner narrowed to $4.3 million, or $(0.07) per share, from $(0.16) a year earlier.

The Truckload Transportation Services segment drove the improvement, with revenues rising to $594.3 million and operating income of $13.9 million, aided by the FirstFleet acquisition and One-Way Truckload restructuring. FirstFleet added $107.9 million of revenue and $1.9 million of net income.

Cash from operating activities increased to $83.5 million, while $184.8 million was invested in the FirstFleet deal as part of $194.0 million net cash used in investing. Total debt rose to $878.2 million. Werner also carries an $18.0 million class-action settlement liability and has incurred $44.2 million of cumulative costs for restructuring its One-Way Truckload business.

Werner Enterprises Inc. ownership disclosure: an amendment by FMR LLC reports beneficial ownership of 4,808,024.92 shares of common stock, representing 8.0% of the class as stated on the cover. The filing lists 2,928,574.83 shares of sole voting power and 4,808,024.92 shares of sole dispositive power. The Schedule 13G/A identifies Abigail P. Johnson in a related capacity and references Exhibit 99 and a Power of Attorney.

Werner Enterprises Inc ownership update: Vanguard Capital Management reports 3,049,778 shares of Common Stock, representing 5.09% of the class as of 03/31/2026. The filing states Vanguard has sole dispositive power over these shares and sole voting power for 449,884 shares.

Werner Enterprises Inc received a Schedule 13G disclosure from Vanguard Portfolio Management showing beneficial ownership of 3,553,077 shares of Common Stock, equal to 5.93% of the class. The filing reports sole dispositive power for 3,553,077 shares and sole voting power for 26,687 shares. The statement attributes holdings to Vanguard Portfolio Management LLC and affiliated investment divisions and was signed on 04/29/2026.

Werner Enterprises reported improved but still modest results for first quarter 2026. Total revenues rose to $808.6 million, up 14% from $712.1 million a year ago, driven by an 18% increase in Truckload Transportation Services and essentially flat Werner Logistics revenues.

Operating income was $4.0 million compared to a $5.8 million loss, and adjusted operating income reached $11.9 million versus a $1.8 million adjusted loss. The company posted a net loss attributable to Werner of $4.3 million, narrower than the $10.1 million loss last year, while adjusted net income was $1.3 million with adjusted diluted earnings per share of $0.02.

Truckload Transportation Services benefited from the FirstFleet acquisition, higher dedicated fleet size, and restructuring in One-Way Truckload, which lifted revenues per truck per week by 9.6%. Cash flow from operations strengthened to $89.2 million, and Werner reaffirmed its 2026 guidance for TTS truck count growth, capital expenditures, and tax rate while modestly raising certain revenue-per-truck assumptions.

Werner Enterprises, Inc. disclosure: DePrince, Race & Zollo, Inc. reports beneficial ownership of 3,055,017 shares of Common Stock, representing 5.10% of the class as of 04/13/2026.

The filing shows DePrince has sole voting power over 2,676,404 shares and sole dispositive power over 3,055,017 shares.

Werner Enterprises, Inc. filed an amended report to add full financial statements for its acquisition of FirstEnterprises, Inc. (FirstFleet) and pro forma combined results. Werner acquired 100% of FirstFleet’s equity interests on January 27, 2026.

FirstFleet generated $631.98 million in revenue and $10.49 million in net income for the year ended March 30, 2025. Werner paid $245.0 million, including a maximum $35.0 million earnout, plus $37.8 million for related real estate, funded with cash, its revolving credit facility and assumed leases.

Werner Enterprises, Inc. has called its 2026 annual stockholder meeting for May 12, 2026, asking investors to elect four directors, approve an advisory vote on executive pay, and ratify KPMG as auditor for 2026.

The proxy details weak 2025 results: total revenues of $3.0 billion, operating income of $11.7 million, and a net loss attributable to Werner of $14.4 million, or a loss per diluted share of $0.24, driven by truckload restructuring and impairment, lower equipment gains, inflation, and rate pressure. Cash from operations was $181.8 million, with net capital expenditures of $162.7 million and dividends of $34.1 million.

The compensation program keeps the same structure: base salary, an annual cash incentive based on operating income, revenue ex-fuel, and individual goals, plus long‑term incentives split between restricted stock and performance stock. For 2025, the CEO’s target bonus remained 125% of salary and other named executives at 80%, with overall payouts reduced after performance and a voluntary 25% forfeiture. Stockholders supported 2024 executive pay with 92% approval on the last say‑on‑pay vote. The Board remains majority independent, uses a Lead Independent Director, and maintains ESG and governance committees overseeing sustainability, risk, and board refreshment.

The Vanguard Group filed an Amendment No. 1 to a Schedule 13G/A reporting a change in how it disaggregates holdings for Werner Enterprises Inc. The filing states that, after an internal realignment effective January 12, 2026, certain Vanguard subsidiaries or business divisions will report beneficial ownership separately and The Vanguard Group no longer is deemed to have beneficial ownership of those securities. The amendment reports 0 shares beneficially owned and 0% of the class for Common Stock (CUSIP 950755108).