HTLD 8-K
Heartland Express Inc (HTLD)
8-K
2025-12-09
For: 2025-12-09
View Original
Added on
April 07, 2026
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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):
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(Exact name of registrant as specified in its charter)
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(State or other Jurisdiction of Incorporation)
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(Commission File Number)
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(IRS Employer Identification No.)
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(Address of Principal Executive Offices)
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(Zip Code)
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(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:
Securities registered pursuant to Section 12(b) of the Act:
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Title of each class
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Trading Symbol(s)
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Name of each exchange on which registered
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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 8.01. Other Events
On December 9, 2025, Heartland Express, Inc. (the “Company”) announced the integration of the U.S. operations of Contract Freighters,
Inc. (“CFI”) into Heartland Express. A copy of the press release issued by the Company is attached as Exhibit 99.1.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits
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EXHIBIT
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NUMBER
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EXHIBIT DESCRIPTION
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Press release issued by the Company on December 9, 2025, announcing the integration of CFI's U.S. operations into Heartland Express.
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104
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Cover Page Interactive Data File
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The information in this report and the exhibit hereto may contain “forward-looking statements” within the meaning of Section 27A of the
Securities Act of 1933, and Section 21E of the Securities Exchange Act of 1934, and such statements are subject to the safe harbor created by those sections and the Private Securities Litigation Reform Act of 1995, as amended. 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 at the end of 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 risks, 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.
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HEARTLAND EXPRESS, INC.
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Date:
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December 9, 2025
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By: /s/ Christopher A. Strain
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Christopher A. Strain
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Vice President-Finance, Treasurer and Chief Financial Officer
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Exhibit 99.1
December 9, 2025 For Immediate Release
Press Release
Heartland Express, Inc. Announces Integration of CFI’s U.S. Operations into Heartland Express
NORTH LIBERTY, IOWA – December 9, 2025 - Heartland Express, Inc. (Nasdaq: HTLD) (the “Company”) announced today that the Company plans to integrate the
U.S. operations of Contract Freighters, Inc. (“CFI”) into Heartland Express, effective December 31, 2025.
The Company’s Chief Executive Officer, Mike Gerdin, commented “We are excited to announce the integration and rebranding of the U.S. operations of CFI into
Heartland Express, similar to several of our prior acquisitions. CFI Logistica, S.A, de C.V., the Company’s Mexican operations subsidiary will not be impacted. CFI’s sequential operating performance has improved during 2025, supported by the
completion of our transportation management system conversion during the first quarter of 2025 and our transition to a unified driver electronic logging device and communication system with Heartland Express in the second quarter of 2025. Given this
progress and the current status of our industry, we believe that integrating and rebranding CFI into Heartland Express is the next logical step in enhancing our consolidated operating and financial performance. Further, this decision was driven by a
desire to align our CFI drivers’ pay package with our legacy Heartland Express pay package, providing them with an increased driver compensation and benefits package that we believe is among the best in the industry. Drivers will remain in their
current trucks and have the option to choose any of the pay packages in the legacy Heartland Fleet. Drivers will also have the option to run in the other subsidiaries, Millis Transfer, LLC (Millis) or Smith Transport, LLC (Smith) fleets, within our
family of brands. Customers will benefit from increased capacity within the integrated fleets, allowing us to continue to provide the committed, on-time service our customers have come to expect.”
We expect to continue to maintain current CFI offices in Joplin, Missouri (the current headquarters of CFI), as well as West Memphis, Arkansas, and Laredo,
Texas. Additionally, we plan to offer all current CFI employees the opportunity to continue their employment with Heartland Express. Millis and Smith will remain in their current status.
We are currently assessing whether the integration and rebranding of CFI will have any impact on the value of the goodwill and other intangible assets
associated with CFI.
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 the expected impact of our
integration and rebranding of CFI 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 and Quarterly Report on Form 10-Q for the quarter ended March 31, 2025. 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