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0000799233FALSE901 HEARTLAND WAY,NORTH LIBERTYIA319645-706000007992332025-04-302025-04-30

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):
April 30, 2025

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HEARTLAND EXPRESS, INC.
(Exact name of registrant as specified in its charter)

Nevada 000-15087 93-0926999
(State of other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)

901 HEARTLAND WAY, NORTH LIBERTY IA
52317
(Address of Principal Executive Offices)  (Zip Code)
319 645-7060
Registrant's Telephone Number (including area code):


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:

☐ 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(s) Name of each exchange on which registered
Common Stock, $0.01 par value HTLD NASDAQ


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 2.02.   Results of Operations and Financial Condition.

On April 30, 2025, Heartland Express, Inc. announced its unaudited financial results for the quarter ended March 31, 2025. The press release is attached as Exhibit 99.1 to this Form 8-K and is incorporated herein by reference.

Item 9.01.   Financial Statements and Exhibits

(d) Exhibits
EXHIBIT  
NUMBER EXHIBIT DESCRIPTION
   
Heartland Express, Inc. press release dated April 30, 2025 with
  respect to the Company's unaudited financial results for the quarter ended
 
March 31, 2025


The information contained in Items 2.02 and 9.01 of this report and the exhibit hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act:”), or incorporated by reference in any filing under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

The information in this report and the exhibit hereto may contain “forward-looking statements” within the meaning of Section 27A of the Securities Act and Section 21E of the Exchange Act.  Such statements are made based on the current beliefs and expectations of the Company's management and are subject to significant risks and uncertainties.  Actual results or events may differ from those anticipated by forward-looking statements. Please refer to the paragraph following the financial and operating information in the attached press release and various disclosures by the Company in its press releases, stockholder reports, and filings with the Securities and Exchange Commission for information concerning risk, uncertainties, and other factors that may affect future results.



SIGNATURE

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.

    HEARTLAND EXPRESS, INC.
     
Date: May 2, 2025   By:/s/Christopher A. Strain
    Christopher A. Strain
    Vice President-Finance,
    Treasurer and Chief Financial Officer


EX-99.1 2 htld2025q1earningsrelease.htm EX-99.1 Document

April 30, 2025 For Immediate Release

Press Release

Heartland Express, Inc. Reports Operating Results for the First Quarter of 2025

NORTH LIBERTY, IOWA - April 30, 2025 - Heartland Express, Inc. (Nasdaq: HTLD) announced today financial results for the three months ended March 31, 2025.

Three months ended March 31, 2025:
•Operating Revenue of $219.4 million,
•Net Loss of $13.9 million,
•Basic Loss per Share of $0.18,
•Operating Ratio of 106.8% and 107.1% Non-GAAP Adjusted Operating Ratio(1),
•Total Assets of $1.3 billion, including $23.9 million of Cash,
•Stockholders' Equity of $807.7 million.

Heartland Express Chief Executive Officer Mike Gerdin commented on the quarterly operating results and ongoing initiatives of the Company, "Our consolidated operating results for the three months ended March 31, 2025, reflect a combination of adverse weather experienced in January and February, tariff uncertainties amongst our customers in March, along with prolonged industry-wide challenges where operating cost inflation continued to outpace customer freight demand and freight rate improvements. Internally, our four operating brands have delivered current financial results based on their respective time within our legacy operating model - Heartland Express, Millis Transfer, Smith Transport, and Contract Freighter's, Inc. (CFI), respectively. Our Heartland Express brand was profitable during the three months ended March 31, 2025, but did not reflect the operating ratio and financial results that we have expected and delivered in past periods. However, we believe Heartland Express has continued to operate in line with the best full truckload carriers in our industry. The other three operating brands experienced under-utilized assets, operating cost growth, and driver retention challenges that hindered operational performance, resulting in a lack of profitability during the first quarter of 2025. We are strategically shrinking the fleet in order to right size to freight demand along with evaluating all cost measures for opportunities for efficiency. We believe that cost improvements and transportation system changes, which are already underway or planned for each of these brands, will provide a better cost structure and operating visibility to deliver a path toward operating profitability for our consolidated operations over the next twelve months. While we have begun to see encouraging signs pointing to the early stages of a potential freight market recovery, we do not expect material improvements until later in 2025."

Financial Results

The Company ended the first quarter of 2025 with operating revenues of $219.4 million, compared to $270.3 million in the first quarter of 2024. Operating revenues for the quarter included fuel surcharge revenues of $26.3 million, compared to $36.2 million in the same period of 2024. Net loss was $13.9 million, as compared to a net loss of $15.1 million in the first quarter of 2024. Basic loss per share was $0.18 during the quarter, as compared to basic loss per share of $0.19 in the same period of 2024. The Company posted an operating ratio of 106.8%, non-GAAP adjusted operating ratio(1) of 107.1%, and net loss as a percentage of operating revenues of 6.3% in the first quarter of 2025 compared to 105.3%, 105.6%, and 5.6% respectively, in the first quarter of 2024.

Balance Sheet, Liquidity, and Capital Expenditures

As of March 31, 2025, the Company had $23.9 million in cash balances, an increase of $11.1 million since December 31, 2024. Debt and financing lease obligations of $199.6 million remain at March 31, 2025, down from the initial $447.3 million borrowings less associated fees for the CFI acquisition in August 2022 and $46.8 million debt and finance lease obligations assumed from the Smith acquisition in May 2022.



There were no borrowings under the Company's unsecured line of credit at March 31, 2025. The Company had $88.3 million in available borrowing capacity on the line of credit as of March 31, 2025 after consideration of $11.7 million of outstanding letters of credit. The Company continues to be in compliance with associated financial covenants. The Company ended the quarter with total assets of $1.3 billion and stockholders' equity of $807.7 million.

Net cash flows from operations for the first three months of 2025 were $25.8 million, 11.8% of operating revenue. The primary uses of cash for financing activities were $1.3 million used for repayment of debt and financing leases and $1.6 million for dividends paid. The primary use of cash for investing activities was $11.7 million for net property and equipment transactions.

The average age of the Company's consolidated tractor fleet was 2.6 years as of March 31, 2025 compared to 2.4 years on March 31, 2024. The average age of the Company's consolidated trailer fleet was 7.4 years as of March 31, 2025 compared to 6.7 years as of March 31, 2024. During the calendar year of 2025, we currently expect net capital expenditures of approximately $40 to $50 million and $10 to $15 million of gains on disposal of property and equipment.

The Company continues its commitment to stockholders through the payment of cash dividends. A regular dividend of $0.02 per share was declared during the first quarter of 2025 and paid on April 4, 2025. The Company has now paid cumulative cash dividends of $556.8 million, including four special dividends, ($2.00 in 2007, $1.00 in 2010, $1.00 in 2012, and $0.50 in 2021) over the past eighty-seven consecutive quarters since 2003. Our outstanding shares at March 31, 2025 were 78.5 million. A total of 3.2 million shares of common stock have been repurchased for $52.7 million over the past five years. However, no shares of common stock were repurchased in the first three months of 2025 or the same period of 2024. The Company has the ability to repurchase an additional 6.0 million shares under the current authorization which would result in 72.5 million outstanding shares if fully executed.

Other Information

During the first quarter of 2025, our family of operating brands continued to deliver award-winning service and fleet safety as evidenced by the following awards for our company and our employees:

•PepsiCo - 2024 Carrier of the Year (West)
•TCA Fleet Safety Award 2024 - 2nd Place (Division VI, 100+ Million Miles)

Operating revenue excluding fuel surcharge revenue, adjusted operating income, and adjusted operating ratio are non-GAAP financial measures and are not intended to replace financial measures calculated in accordance with GAAP. These non-GAAP financial measures supplement our GAAP results. We believe that using these measures affords a more consistent basis for comparing our results of operations from period to period. The information required by Item 10(e) of Regulation S-K under the Securities Act of 1933 and the Securities Exchange Act of 1934 and Regulation G under the Securities Exchange Act of 1934, including a reconciliation to the most directly comparable financial measure calculated in accordance with GAAP, is included in the table at the end of this press release.

This press release may contain statements that might be considered as forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, as amended. Such statements may be identified by their use of terms or phrases such as “seek,” “expects,” “estimates,” “anticipates,” “projects,” “believes,” “hopes,” “plans,” “goals,” “intends,” “may,” “might,” “likely,” “will,” “should,” “would,” “could,” “potential,” “predict,” “continue,” “strategy,” “future,” “ensure,” “outlook,” and similar terms and phrases. In this press release, the statements relating to freight supply and demand, our ability to react to and capitalize on changing market conditions, the expected impact of operational improvements and strategic changes, progress toward our goals, future capital expenditures, future dispositions of revenue equipment and gains therefrom, future profitability, and future stock repurchases, dividends, and debt repayment are forward-looking statements.



Such statements are based on management's belief or interpretation of information currently available. These statements and assumptions involve certain risks and uncertainties, and undue reliance should not be placed on such statements. Actual events may differ materially from those set forth in, contemplated by, or underlying such statements as a result of numerous factors, including, without limitation, those specified in the Company's Annual Report on Form 10-K for the year ended December 31, 2024. The Company assumes no obligation to update any forward-looking statements, which speak as of their respective dates.

Contact: Heartland Express, Inc. (319-645-7060)

Mike Gerdin, Chief Executive Officer
Chris Strain, Chief Financial Officer




HEARTLAND EXPRESS, INC.
AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(In thousands, except per share amounts)
(unaudited)

Three Months Ended March 31,
2025 2024
OPERATING REVENUE $ 219,420  $ 270,320 
OPERATING EXPENSES:
Salaries, wages, and benefits $ 93,237  $ 112,697 
Rent and purchased transportation 14,274  23,863 
Fuel 37,918  47,321 
Operations and maintenance 17,279  16,264 
Operating taxes and licenses 4,741  5,315 
Insurance and claims 11,922  14,584 
Communications and utilities 2,266  2,440 
Depreciation and amortization 41,628  46,504 
Other operating expenses 12,837  15,626 
(Gain) loss on disposal of property and equipment (1,784) 89 
234,318  284,703 
Operating loss (14,898) (14,383)
Interest income 129  366 
Interest expense (3,105) (5,302)
Loss before income taxes (17,874) (19,319)
Federal and state income tax benefit (4,001) (4,211)
Net loss $ (13,873) $ (15,108)
Loss per share
Basic $ (0.18) $ (0.19)
Diluted $ (0.18) $ (0.19)
Weighted average shares outstanding
Basic 78,540  79,044 
Diluted 78,610  79,122 
Dividends declared per share $ 0.02  $ 0.02 




HEARTLAND EXPRESS, INC.
AND SUBSIDIARIES 
CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands, except per share amounts)
(unaudited)
March 31, December 31,
ASSETS 2025 2024
CURRENT ASSETS  
Cash and cash equivalents $ 23,873  $ 12,812 
Trade receivables, net 94,991  91,620 
Prepaid tires 10,245  10,428 
Other current assets 11,309  12,554 
Income taxes receivable —  2,034 
Total current assets 140,418  129,448 
PROPERTY AND EQUIPMENT 1,299,139  1,283,980 
Less accumulated depreciation 532,377  519,573 
766,762  764,407 
GOODWILL 322,597  322,597 
OTHER INTANGIBLES, NET 92,266  93,520 
OTHER ASSETS 15,540  15,408 
DEFERRED INCOME TAXES, NET 950  946 
OPERATING LEASE RIGHT OF USE ASSETS 6,178  7,866 
  $ 1,344,711  $ 1,334,192 
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES    
Accounts payable and accrued liabilities $ 62,403  $ 35,370 
Compensation and benefits 27,626  27,003 
Insurance accruals 24,510  23,518 
Long-term debt and finance lease liabilities - current portion 10,739  9,041 
Operating lease liabilities - current portion 4,893  6,115 
Other accruals 23,062  18,512 
Income taxes payable 2,268  — 
Total current liabilities 155,501  119,559 
LONG-TERM LIABILITIES    
Income taxes payable 6,248  6,226 
Long-term debt and finance lease liabilities less current portion 188,842  191,707 
Operating lease liabilities less current portion 1,285  1,751 
Deferred income taxes, net 150,380  158,374 
Insurance accruals less current portion 34,730  33,976 
Total long-term liabilities 381,485  392,034 
COMMITMENTS AND CONTINGENCIES    
STOCKHOLDERS' EQUITY    
Capital stock, common, $.01 par value; authorized 395,000 shares; issued 90,689 in 2025 and 2024; outstanding 78,542 and 78,519 in 2025 and 2024, respectively 907  907 
Additional paid-in capital 3,306  3,175 
Retained earnings 1,008,636  1,024,081 
Treasury stock, at cost; 12,147 and 12,170 in 2025 and 2024, respectively (205,124) (205,564)
  807,725  822,599 
  $ 1,344,711  $ 1,334,192 



(1)
GAAP to Non-GAAP Reconciliation Schedule:
Operating revenue excluding fuel surcharge revenue, adjusted operating income, and adjusted operating ratio reconciliation (a)
Three Months Ended March 31,
2025 2024
(Unaudited, in thousands)
Operating revenue $ 219,420  $ 270,320 
Less: Fuel surcharge revenue 26,321  36,212 
Operating revenue, excluding fuel surcharge revenue 193,099  234,108 
Operating expenses 234,318  284,703 
Less: Fuel surcharge revenue 26,321  36,212 
Less: Amortization of intangibles 1,254  1,254 
Adjusted operating expenses 206,743  247,237 
Operating (loss) income (14,898) (14,383)
Adjusted operating (loss) income $ (13,644) $ (13,129)
Operating ratio 106.8  % 105.3  %
Adjusted operating ratio 107.1  % 105.6  %

(a) Operating revenue excluding fuel surcharge revenue, as reported in this press release is based upon operating revenue minus fuel surcharge revenue. Adjusted operating income as reported in this press release is based upon operating revenue excluding fuel surcharge revenue, less operating expenses, net of fuel surcharge revenue, and non-cash amortization expense related to intangible assets. Adjusted operating ratio as reported in this press release is based upon operating expenses, net of fuel surcharge revenue, and amortization of intangibles, as a percentage of operating revenue excluding fuel surcharge revenue. We believe that operating revenue excluding fuel surcharge revenue, adjusted operating income, and adjusted operating ratio are more representative of our underlying operations by excluding the volatility of fuel prices, which we cannot control. Operating revenue excluding fuel surcharge revenue, adjusted operating income, and adjusted operating ratio are not substitutes for operating revenue, operating income, or operating ratio measured in accordance with GAAP. There are limitations to using non-GAAP financial measures. Although we believe that operating revenue excluding fuel surcharge revenue, adjusted operating income, and adjusted operating ratio improve comparability in analyzing our period-to-period performance, they could limit comparability to other companies in our industry if those companies define such measures differently. Because of these limitations, operating revenue excluding fuel surcharge revenue, adjusted operating income, and adjusted operating ratio should not be considered measures of income generated by our business or discretionary cash available to us to invest in the growth of our business. Management compensates for these limitations by primarily relying on GAAP results and using non-GAAP financial measures on a supplemental basis.