8-K

EXPEDITORS INTERNATIONAL OF WASHINGTON INC (EXPD)

8-K 2025-02-18 For: 2025-02-18
View Original
Added on April 08, 2026

UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWASHINGTON, 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 18, 2025

EXPEDITORS INTERNATIONAL OF WASHINGTON, INC.

(Exact name of Registrant as Specified in Its Charter)

Washington 001-41871 91-1069248
(State or Other Jurisdiction<br>of Incorporation) (Commission File Number) (IRS Employer<br>Identification No.)
Sterling Plaza 2<br><br>3rd Floor<br><br>3545 Factoria Blvd SE
Bellevue, Washington 98006
(Address of Principal Executive Offices) (Zip Code)
Registrant’s Telephone Number, Including Area Code: 206 674-3400
---

(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:

☐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<br>Symbol(s) Name of each exchange on which registered
Common Stock, par value $0.01 per share EXPD 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 2.02 Results of Operations and Financial Condition.

On February 18, 2025, Expeditors International of Washington, Inc., a Washington corporation, issued a press release announcing May 6, 2025 financial results. A copy of the press release is furnished as Exhibit 99.1 to this report.

In accordance with General Instruction B.2 of Form 8-K, the information in this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 9.01 Financial Statements and Exhibits.

(d) The following items are filed as exhibits to this report:

99.1 Press release, dated February 18, 2025 issued by Expeditors International of Washington, Inc.
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

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.

EXPEDITORS INTERNATIONAL OF WASHINGTON, INC.
Date: February 18, 2025 By: /S/ Bradley S. Powell
Bradley S. Powell, Senior Vice President and Chief Financial Officer

EX-99.1

FOURTH QUARTERExhibit 99.1

img147555614_0.jpg

EARNINGS RELEASE

By: Expeditors International of Washington, Inc.
Sterling Plaza 2, 3rd Floor<br>3545 Factoria Blvd. SE<br><br>Bellevue, Washington 98006
CONTACTS:
Jeffrey S. Musser Bradley S. Powell Geoffrey Buscher
President and Chief Executive Officer Senior Vice President and Chief Financial Officer Director - Investor Relations
(206) 674-3433 (206) 674-3412 (206) 892-4510

FOR IMMEDIATE RELEASE

EXPEDITORS REPORTS FOURTH QUARTER 2024 EPS OF $1.68

BELLEVUE, WASHINGTON - February 18, 2025, Expeditors International of Washington, Inc. (NYSE:EXPD) today announced fourth quarter 2024 financial results including the following comparisons to the same quarter of 2023:

  • Diluted Net Earnings Attributable to Shareholders per share (EPS1) increased 54% to $1.68
  • Net Earnings Attributable to Shareholders increased 49% to $236 million
  • Operating Income increased 51% to $301 million
  • Revenues increased 30% to $3.0 billion
  • Airfreight tonnage increased 11% and ocean container volume increased 14%

“As in Q3 2024, our fourth quarter results demonstrate our ability to adapt to highly volatile conditions and win new business,” said Jeffrey S. Musser, President and Chief Executive Officer. “Strong demand from Asia, along with heavy de minimis-driven e-commerce business and increased demand for technology products, limited access to air capacity. At the same time, we believe ocean capacity was partially hampered by front-loading, as shippers scrambled to limit disruptions from potential port labor actions, and by longer transits as carriers continued to avoid the Red Sea. Turbulent conditions such as these are when Expeditors tends to perform at its best, as we double-down to find solutions for our customers to avoid the worst of the chaos and keep their freight moving.

“All of our primary businesses performed very well again in the fourth quarter and we moved more air tonnage than we have since Q4 2021. Strong demand out of Asia drove rate increases and segment growth in both the quarter and during the second half of 2024. Disruption-driven ocean demand led to significantly increased rates and strained capacity, leading to increased year-over-year growth. Strong demand generally for ocean transportation combined with longer transit times and capacity issues caused by the disruptions in the Red Sea resulted in significant increases in overall average buy and sell rates and growth in volumes. Growth in air and ocean shipments helped drive an increase in fees for customs declarations and services. We also grew our road freight and warehousing and distribution businesses during the quarter.

“We continue to have limited visibility going forward. It is extremely difficult to predict the impact to global air supply and demand that may result from actions such as the anticipated U.S. elimination of certain de minimis exemptions. So, too, whether recessed Red Sea hostilities will lead to resumed ocean transit via that route remains to be seen. Geopolitical words and action are driving disruption at a faster pace than we can ever recall, and national policies regarding tariffs and other similar measures are highly unclear in many countries around the globe. However, whether accessing scarce capacity or navigating increasingly complex customs requirements, we believe we are at our finest during chaotic times like these. We remain flexible and steadfastly focused on serving our customers to keep their freight moving across borders during such unpredictable times.”

1Diluted earnings attributable to shareholders per share.

NOTE: See Disclaimer on Forward-Looking Statements in this release.

Bradley S. Powell, Senior Vice President and Chief Financial Officer, added, “Given the growth in air and ocean shipments, increased customs declarations and other business activity, we carefully added headcount in certain important areas during the quarter, while continuing to increase profitability, growing operating income by 51% from a year ago. Our measure of operating efficiency (operating income as a percentage of revenue less directly related cost of transportation and other expenses) was above our 30% target again for the quarter and for the year. We continue to make significant investments in cybersecurity and other technology to maintain, protect, and upgrade current systems, while also investing to deploy new and enhanced solutions.”

Mr. Powell noted that the Company returned $1.1 billion to shareholders through stock repurchases and dividends in 2024, the third consecutive year that the Company has returned more than $1 billion of capital to shareholders.

Expeditors is a global logistics company headquartered in Bellevue, Washington. The Company employs trained professionals in 172 district offices and numerous branch locations located on six continents linked into a seamless worldwide network through an integrated information management system. Services include the consolidation or forwarding of air and ocean freight, customs brokerage, vendor consolidation, cargo insurance, time-definite transportation, order management, warehousing and distribution and customized logistics solutions.

Disclaimer on Forward-Looking Statements:

Certain statements contained in this news release are “forward-looking statements,” based on management’s views with respect to future events and underlying assumptions that involve risks and uncertainties. These forward-looking statements include statements regarding inflation; continued growth in air and ocean carrier capacity and the impact on rates; unpredictability in the ocean and air markets, including uncertainty due to conflicts in the Middle East and Red Sea; national policy changes on tariffs and other similar measures; port actions and other labor disruptions; new capacity in the marketplace; longer ocean transit times; strong e-commerce demand in the air market; changing de minimis laws; and volatile rates. Future financial performance could differ materially because of factors such as: our ability to secure higher air tonnage and ocean volumes; our ability to carefully add headcount and keep other costs in check while continuing to generate efficiency that meets our historical expectations; the alignment of our variable compensation structure with performance; our ability to enhance and bolster our network security; that management is able to grow the business and explore new areas for profitable growth; our ability to leverage the strength of our carrier relationships; the strength of our non-asset-based operating model; and our ability to remain a strong, healthy, unified and resilient organization. Geo-political risks, port actions and other labor disruptions, and the current uncertainty in the global economy could have the effect of heightening many of the other risks described in Item 1A of our Annual Report on Form 10-K, including, without limitation, those related to the success of our strategy and desire to maintain historical unitary profitability, our ability to attract and retain customers, our ability to manage costs, interruptions to our information technology systems, the ability of third-party providers to perform and potential litigation and contingencies, including risks associated with tax audits, as updated by our reports on Form 10-Q, filed with the Securities and Exchange Commission. These and other factors are discussed in the Company’s regulatory filings with the Securities and Exchange Commission, including those in “Item 1A. Risk Factors” of the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023, and the Company’s most recent Form 10-Q. The forward-looking statements contained in this news release speak only as of this date and the Company does not assume any obligation to update them except as required by law.

Expeditors International of Washington, Inc.

Fourth quarter 2024 Earnings Release, February 18, 2025

Financial Summary for the three and twelve months ended December 31, 2024 and 2023 (Unaudited)

(in 000's of US dollars except share data)

Three months ended December 31, Twelve months ended December 31,
2024 2023 % Change 2024 2023 % Change
Revenues $ 2,954,705 $ 2,277,768 30% $ 10,600,515 $ 9,300,110 14%
Directly related cost of transportation and other expenses 1 $ 2,020,066 $ 1,513,604 33% $ 7,186,718 $ 6,054,000 19%
Salaries and other operating expenses 2 $ 633,535 $ 564,766 12% $ 2,372,474 $ 2,306,177 3%
Operating income $ 301,104 $ 199,398 51% $ 1,041,323 $ 939,933 11%
Net earnings attributable to shareholders $ 235,878 $ 158,719 49% $ 810,073 $ 752,883 8%
Diluted earnings attributable to shareholders per share $ 1.68 $ 1.09 54% $ 5.72 $ 5.01 14%
Basic earnings attributable to shareholders per share $ 1.69 $ 1.09 55% $ 5.75 $ 5.05 14%
Diluted weighted average shares outstanding 139,992 145,891 141,722 150,186
Basic weighted average shares outstanding 139,357 144,979 140,992 149,141

1Directly related cost of transportation and other expenses totals Operating Expenses from Airfreight services, Ocean freight and ocean services and Customs brokerage and other services as shown in the Condensed Consolidated Statements of Earnings.

2Salaries and other operating expenses totals Salaries and related, Rent and occupancy, Depreciation and amortization, Selling and promotion and Other as shown in the Condensed Consolidated Statements of Earnings.

During the three and twelve months ended December 31, 2024 we repurchased 2.0 million and 7.1 million shares of common stock at an average price of $120.14 and $119.47 per share, respectively. During the three and twelve months ended December 31, 2023 we repurchased 1.6 million and 12.1 million shares of common stock at an average price of $119.22 and $114.68 per share, respectively. In addition, during 2024 and 2023, we paid cash dividends of $1.46 and $1.38 per share, respectively.

Employee Full-time Equivalents as of December 31,
2024 2023
North America 6,999 6,864
Europe 3,882 3,791
North Asia 2,280 2,260
South Asia 1,827 1,693
Middle East, Africa and India 1,389 1,428
Latin America 796 750
Information Systems 1,326 1,265
Corporate 418 401
Total 18,917 18,452
Fourth quarter year-over-year <br>percentage increase (decrease):
--- --- ---
Airfreight<br>kilos Ocean freight<br>FEU
2024
October 12% 11%
November 11% 18%
December 10% 14%
Quarter 11% 14%

Investors may submit written questions via e-mail to: investor@expeditors.com. Questions received by the end of business on February 21, 2025 will be considered in management's 8-K “Responses to Selected Questions.”

___________________________________

NOTE: See Disclaimer on Forward-Looking Statements in this release.

EXPEDITORS INTERNATIONAL OF WASHINGTON, INC.

AND SUBSIDIARIES

Condensed Consolidated Balance Sheets

(In thousands, except per share data)

(Unaudited)

December 31, 2023
Assets:
Current Assets:
Cash and cash equivalents 1,148,320 $ 1,512,883
Accounts receivable, less allowance for credit loss of 6,878 and 6,550 at December 31, 2024 and 2023, respectively 1,997,840 1,532,599
Deferred contract costs 349,343 218,807
Other 164,272 170,907
Total current assets 3,659,775 3,435,196
Property and equipment, less accumulated depreciation and amortization of 615,533 and 597,473 at December 31, 2024 and 2023, respectively 449,404 479,225
Operating lease right-of-use assets 551,652 516,280
Goodwill 7,927 7,927
Deferred federal and state income taxes, net 70,671 63,690
Other assets, net 15,029 21,491
Total assets 4,754,458 $ 4,523,809
Liabilities:
Current Liabilities:
Accounts payable 1,036,749 $ 860,856
Accrued expenses, primarily salaries and related costs 451,921 447,336
Contract liabilities 441,927 280,909
Current portion of operating lease liabilities 106,736 99,749
Federal, state and foreign income taxes 29,140 15,562
Total current liabilities 2,066,473 1,704,412
Noncurrent portion of operating lease liabilities 462,201 427,984
Commitments and contingencies
Shareholders’ Equity:
Preferred stock, none issued
Common stock, par value 0.01 per share. Issued and outstanding: 138,003 shares and 143,866 shares at December 31, 2024 and 2023, respectively 1,380 1,439
Additional paid-in capital
Retained earnings 2,455,132 2,580,968
Accumulated other comprehensive loss (233,500 ) (192,057 )
Total shareholders’ equity 2,223,012 2,390,350
Noncontrolling interest 2,772 1,063
Total equity 2,225,784 2,391,413
Total liabilities and equity 4,754,458 $ 4,523,809

All values are in US Dollars.

18-February-2025 Expeditors International of Washington, Inc. Page 4 of 7

EXPEDITORS INTERNATIONAL OF WASHINGTON, INC.

AND SUBSIDIARIES

Condensed Consolidated Statements of Earnings

(In thousands, except per share data)

(Unaudited)

Three months ended December 31, Twelve months ended December 31,
2024 2023 2024 2023
Revenues:
Airfreight services $ 1,063,026 $ 866,122 $ 3,669,673 $ 3,246,527
Ocean freight and ocean services 908,435 511,854 3,148,514 2,363,243
Customs brokerage and other services 983,244 899,792 3,782,328 3,690,340
Total revenues 2,954,705 2,277,768 10,600,515 9,300,110
Operating Expenses:
Airfreight services 808,437 639,725 2,731,552 2,347,293
Ocean freight and ocean services 681,021 357,788 2,356,952 1,634,947
Customs brokerage and other services 530,608 516,091 2,098,214 2,071,760
Salaries and related 472,753 409,605 1,762,654 1,700,516
Rent and occupancy 59,140 58,134 241,013 232,358
Depreciation and amortization 15,176 21,386 61,090 67,760
Selling and promotion 10,965 9,066 33,331 27,913
Other 75,501 66,575 274,386 277,630
Total operating expenses 2,653,601 2,078,370 9,559,192 8,360,177
Operating income 301,104 199,398 1,041,323 939,933
Other Income (Expense):
Interest income 10,007 16,728 46,706 70,451
Other, net 2,172 250 6,771 4,644
Other income (expense), net 12,179 16,978 53,477 75,095
Earnings before income taxes 313,283 216,376 1,094,800 1,015,028
Income tax expense 77,127 57,231 283,167 263,249
Net earnings 236,156 159,145 811,633 751,779
Less net earnings (losses) attributable to the noncontrolling<br>   interest 278 426 1,560 (1,104 )
Net earnings attributable to shareholders $ 235,878 $ 158,719 $ 810,073 $ 752,883
Diluted earnings attributable to shareholders per share $ 1.68 $ 1.09 $ 5.72 $ 5.01
Basic earnings attributable to shareholders per share $ 1.69 $ 1.09 $ 5.75 $ 5.05
Weighted average diluted shares outstanding 139,992 145,891 141,722 150,186
Weighted average basic shares outstanding 139,357 144,979 140,992 149,141
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EXPEDITORS INTERNATIONAL OF WASHINGTON, INC.

AND SUBSIDIARIES

Condensed Consolidated Statements of Cash Flows

(In thousands)

(Unaudited)

Three months ended December 31, Twelve months ended December 31,
2024 2023 2024 2023
Operating Activities:
Net earnings $ 236,156 $ 159,145 $ 811,633 $ 751,779
Adjustments to reconcile net earnings to net cash from operating activities:
Provisions for losses on accounts receivable 1,991 1,627 3,447 3,943
Deferred income tax expense (benefit) 542 (14,974 ) (5,138 ) (22,916 )
Stock compensation expense 16,528 11,437 64,364 58,399
Depreciation and amortization 15,176 21,386 61,090 67,760
Other, net (7,391 ) 2,065 (3,359 ) 8,461
Changes in operating assets and liabilities:
Decrease (Increase) in accounts receivable 116,178 (55,481 ) (531,616 ) 573,724
(Decrease) increase in accounts payable and accrued expenses (143,508 ) 11,645 259,310 (300,345 )
Decrease (increase) in deferred contract costs 69,292 8,082 (147,685 ) 36,952
(Decrease) increase in contract liabilities (75,349 ) (6,527 ) 179,553 (40,076 )
Increase (decrease) in income taxes payable, net 13,225 20,445 26,388 (77,298 )
Increase (decrease) in other, net 6,876 (497 ) 5,374 (7,192 )
Net cash from operating activities 249,716 158,353 723,361 1,053,191
Investing Activities:
Purchase of property and equipment (10,051 ) (10,714 ) (40,466 ) (39,314 )
Other, net 5 90 (57 ) (119 )
Net cash from investing activities (10,046 ) (10,624 ) (40,523 ) (39,433 )
Financing Activities:
(Payments) proceeds on borrowing on lines of credit (14,520 ) 739 (20,058 ) (5,944 )
Proceeds from issuance of common stock 1,523 4,584 69,257 84,889
Repurchases of common stock (252,206 ) (193,592 ) (855,061 ) (1,392,886 )
Dividends Paid (101,449 ) (99,766 ) (204,087 ) (202,029 )
Payments for taxes related to net share settlement of equity awards (5 ) (15,348 ) (19,506 )
Distributions to noncontrolling interest (1,089 ) (1,089 )
Net cash from financing activities (366,652 ) (289,129 ) (1,025,297 ) (1,536,565 )
Effect of exchange rate changes on cash and cash equivalents (17,871 ) 14,855 (22,104 ) 1,559
Change in cash and cash equivalents (144,853 ) (126,545 ) (364,563 ) (521,248 )
Cash and cash equivalents at beginning of period 1,293,173 1,639,428 1,512,883 2,034,131
Cash and cash equivalents at end of period $ 1,148,320 $ 1,512,883 $ 1,148,320 $ 1,512,883
Taxes Paid:
Income taxes $ 60,521 $ 50,321 $ 257,170 $ 356,380
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EXPEDITORS INTERNATIONAL OF WASHINGTON, INC.

AND SUBSIDIARIES

Business Segment Information

(In thousands)

(Unaudited

UNITED<br>STATES OTHER<br>NORTH<br>AMERICA LATIN<br>AMERICA NORTH<br>ASIA SOUTH<br>ASIA OPE MIDDLE<br>EAST,<br>AFRICA<br>AND<br>INDIA ELIMI-<br>NATIONS CONSOLI-<br>DATED
For the three months ended December 31, 2024:
Revenues $ 866,606 97,443 63,212 837,644 430,161 201,591 (1,439 ) 2,954,705
Directly related cost of transportation and other expenses1 $ 462,106 48,715 38,336 681,226 341,281 152,643 (514 ) 2,020,066
Salaries and related $ 257,491 20,110 10,806 44,814 29,542 21,621 472,753
Operating income $ 137,866 12,068 5,005 68,483 33,733 12,892 1 301,104
Identifiable assets at period end $ 2,565,372 171,872 104,172 582,331 338,759 270,356 (31,468 ) 4,754,458
Capital expenditures $ 6,474 221 104 317 1,301 517 10,051
Depreciation and amortization $ 9,153 519 258 1,067 547 928 15,176
Equity $ 1,500,901 43,155 42,535 228,747 119,823 156,748 (40,661 ) 2,225,784
For the three months ended December 31, 2023:
Revenues $ 775,382 109,933 45,350 573,020 234,260 118,670 (1,187 ) 2,277,768
Directly related cost of transportation and other expenses1 $ 422,015 68,096 27,237 461,029 175,214 84,391 (539 ) 1,513,604
Salaries and related $ 224,243 17,770 9,117 35,864 23,404 16,487 409,605
Operating income (loss) $ 100,652 7,492 690 44,893 16,260 3,572 (9 ) 199,398
Identifiable assets at period end $ 2,595,576 174,509 109,380 449,529 237,470 256,199 (20,113 ) 4,523,809
Capital expenditures $ 8,016 315 82 424 227 508 10,714
Depreciation and amortization $ 15,401 475 281 1,106 460 787 21,386
Equity $ 1,774,874 19,222 54,581 158,329 103,573 154,038 (40,345 ) 2,391,413
UNITED<br>STATES OTHER<br>NORTH<br>AMERICA LATIN<br>AMERICA NORTH<br>ASIA SOUTH<br>ASIA OPE MIDDLE<br>EAST,<br>AFRICA<br>AND<br>INDIA ELIMI-<br>NATIONS CONSOLI-<br>DATED
For the twelve months ended December 31, 2024:
Revenues $ 3,251,998 429,280 214,999 2,934,353 1,391,131 683,191 (5,356 ) 10,600,515
Directly related cost of transportation and other expenses1 $ 1,733,087 248,425 126,413 2,383,627 1,098,448 506,482 (2,242 ) 7,186,718
Salaries and related $ 974,911 79,481 38,337 158,201 106,183 75,784 1,762,654
Operating income $ 479,442 41,511 18,795 238,203 102,233 48,554 20 1,041,323
Identifiable assets at period end $ 2,565,372 171,872 104,172 582,331 338,759 270,356 (31,468 ) 4,754,458
Capital expenditures $ 24,249 2,393 487 1,250 4,239 1,871 40,466
Depreciation and amortization $ 36,240 2,120 1,104 5,032 2,016 3,301 61,090
Equity $ 1,500,901 43,155 42,535 228,747 119,823 156,748 (40,661 ) 2,225,784
For the twelve months ended December 31, 2023:
Revenues $ 3,311,327 436,331 197,344 2,180,808 865,261 505,194 (4,779 ) 9,300,110
Directly related cost of transportation and other expenses1 $ 1,809,526 270,080 117,376 1,700,025 612,606 345,873 (2,239 ) 6,054,000
Salaries and related $ 946,527 76,398 37,689 145,166 95,895 69,438 1,700,516
Operating income $ 463,804 23,014 10,373 207,709 76,885 43,611 1 939,933
Identifiable assets at period end $ 2,595,576 174,509 109,380 449,529 237,470 256,199 (20,113 ) 4,523,809
Capital expenditures $ 23,845 1,247 442 1,534 971 3,445 39,314
Depreciation and amortization $ 44,039 1,879 1,123 4,597 1,940 2,869 67,760
Equity $ 1,774,874 19,222 54,581 158,329 103,573 154,038 (40,345 ) 2,391,413

All values are in Euros.

1 Directly related cost of transportation and other expenses totals Operating Expenses from Airfreight services, Ocean freight and ocean services and Customs brokerage and other services as shown in the Condensed Consolidated Statements of Earnings.

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