Welcome to our dedicated page for Werner Entprise SEC filings (Ticker: WERN), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Werner Enterprises, Inc. filings document operating results, material events, governance matters and capital-structure disclosures for a transportation and logistics company. Form 8-K reports furnish quarterly earnings releases, Regulation FD communications and other company updates tied to truckload transportation, logistics services and public investor communications.
The filing record also includes acquisition-related disclosures for FirstFleet, including acquired-business financial statements and pro forma financial information. Proxy materials cover board matters, executive compensation, equity awards and the company’s long-term incentive plan, while material-event reports disclose officer compensation arrangements and financing sources used in completed transactions.
Werner Enterprises, Inc. received an updated ownership report from First Trust-affiliated entities showing a small passive stake in its common stock. First Trust Portfolios L.P., First Trust Advisors L.P., and The Charger Corporation collectively report beneficial ownership of 207,085 Werner shares, representing 0.35% of the outstanding common stock as of 12/31/2025.
The filing explains that most shares are held in unit investment trusts and other investment vehicles sponsored or advised by the First Trust entities, which generally do not have direct voting power. Voting is typically handled by trustees to mirror how other shareholders vote. The reporting firms state the holdings are in the ordinary course of business and not for influencing control, and each disclaims beneficial ownership of the reported shares.
Werner Enterprises, Inc. reported that it will participate in three upcoming investment conferences and has issued a press release with the details. Live webcasts of these conferences will be available through the Investors section of its website, with replays accessible for a limited time.
The company notes that the conference information and related press release are being furnished under Regulation FD and are not deemed filed for liability purposes under federal securities laws. It also includes standard cautionary language that any forward-looking statements made may differ materially from actual results.
Werner Enterprises disclosed that it acquired 100% of the equity interests of First Enterprises, Inc. (FirstFleet), a dedicated transportation company headquartered in Murfreesboro, Tennessee. The purchase price is $245 million, which includes a maximum $35 million earnout tied to gross revenue net of fuel surcharge for the period from April 1, 2026 through March 31, 2027.
Under a separate agreement, Werner also acquired certain FirstFleet real estate properties for $37.8 million. The transactions were funded with Werner’s cash on hand and its existing revolving credit facility, and Werner also assumed certain capital leases. A press release with additional details is furnished as an exhibit.
Werner Enterprises (WERN) reported a soft quarter with a swing to loss. Operating revenues were $771.5 million, up 3.5% year over year, but the company recorded an operating loss of $13.0 million and a net loss of $20.6 million, or $(0.34) per diluted share. The quarter reflected higher rent and purchased transportation and insurance costs, along with an $18.0 million class action settlement accrued in salaries, wages and benefits.
Segment results were mixed. Truckload Transportation Services posted a $13.8 million operating loss on $519.8 million of revenue, while Werner Logistics generated $3.0 million of operating income on $232.6 million of revenue. For the nine-month period, insurance expense benefited from a prior $45.7 million liability reversal tied to a June 27, 2025 Texas Supreme Court decision that ended a 2018 case in the company’s favor.
Liquidity remained solid. Operating cash flow was $119.5 million year to date, with capital additions of $164.6 million and $71.3 million of proceeds from equipment sales. Total debt rose to $725.0 million, including $300.0 million drawn under a receivables-backed Loan Security Agreement. After quarter-end, Werner amended the facility to $325.0 million and borrowed an additional $25.0 million.
Werner Enterprises announced plans to participate in four investment conferences and furnished a related press release as Exhibit 99.1.
Live webcasts for the Baird and UBS conferences will be available on the company’s website under Investors > News & Events > Events Calendar, with replays accessible for a limited period following the conference dates. The information was furnished under Item 7.01 and is not deemed filed under the Exchange Act.
Werner Enterprises (WERN) furnished an 8-K announcing its third-quarter 2025 results press release. The company reported that a press release covering financial results for the quarter ended September 30, 2025 was furnished as Exhibit 99.1.
The information under Item 2.02 and Exhibit 99.1 is furnished, not filed, and is not subject to Section 18 liability. The release includes forward-looking statements under the PSLRA safe harbor.
Werner Enterprises reported it has reached an agreement to settle the consolidated class action lawsuits titled Abarca et al. v. Werner for a combined $18 million, after more than a decade of litigation. The settlement is subject to court approval.
The cases involved a variety of allegations brought by a small group of drivers that grew into a class action with tens of thousands of members, covering the years 2010 to 2023. This update was disclosed under Item 8.01 (Other Events).
Werner Enterprises, Inc. filed a current report to inform investors that it will participate in the Morgan Stanley 13th Annual Laguna Conference on September 10, 2025. The company issued a press release on August 21, 2025 about this event, which is included as an exhibit.
A live webcast of Werner’s conference appearance will be available to the public on the company’s website in the Investors section under News & Events, with a replay offered online for a limited period afterward. The company notes that this communication and the related press release are furnished, not filed, and may contain forward-looking statements that are subject to risks described in its annual and quarterly reports.
Werner Enterprises, Inc. reported that on August 7, 2025 its Board approved a new stock repurchase program authorizing the repurchase of up to 5,000,000 shares of common stock. The Board withdrew the prior repurchase authorization, which had approximately 1,800,000 shares remaining available.
The company said repurchases may occur from time to time depending on market, economic and other factors, and the new authorization will remain in effect until the Board withdraws it. A press release announcing these Board actions was issued on August 11, 2025 and is furnished as an exhibit.
Werner Enterprises reported mixed second-quarter results with stronger profits driven by non-recurring items despite slightly lower revenue. Consolidated operating revenue was $753.1 million for the three months ended June 30, 2025, down 1.0% from the prior year; operating income increased to $66.3 million from $19.6 million and net income rose to $43.6 million from $9.2 million, yielding diluted EPS of $0.72 versus $0.15 a year earlier. The Truckload Transportation Services segment generated $517.6 million of revenue and $64.1 million of operating income, while Werner Logistics produced $221.2 million of revenue and $4.3 million of operating income.
Balance sheet and liquidity items include cash and cash equivalents of $51.4 million, total assets of $2.946 billion, and total debt of $725.0 million with principal maturities of $430.0 million in 2027 and $295.0 million in 2028. Results were materially affected by a $45.7 million liability reversal from a favorable Texas Supreme Court decision and a $7.9 million favorable contingent earnout adjustment; management also executed new borrowing and interest-rate swap activity and established a receivables borrowing facility.