8-K

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) March 20, 2020

WABASH NATIONAL CORPORATION

(Exact Name of Registrant as Specified in its Charter)

Registrant’s telephone number, including area code: (765) 771-5310

Not applicable

(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:

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 7.01 Regulation FD Disclosure.

On March 20, 2020, Wabash National Corporation (the “Company”) announced that due to the heightened uncertainty relating to the potential impact of COVID-19 on the Company’s operations, including its duration and effect on overall customer demand and the Company’s supply chain, the Company is withdrawing its guidance issued on February 12, 2020. The Company is not providing an updated outlook at this time. The Company’s press release regarding this announcement is attached as Exhibit 99.1 to this Current Report and incorporated by reference herein.

The information in this Item 7.01, including Exhibit 99.1, is furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to liabilities under that section, and shall not be deemed to be incorporated by reference into the filings of the Company under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filings. This Current Report will not be deemed an admission as to the materiality of any information of the information in this Item 7.01, including Exhibit 99.1.

Item 9.01 Financial Statements and Exhibits.

(d)Exhibits.

EXHIBIT INDEX

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.

Document

Media Contact:

Dana Stelsel

Director, Corporate Communications

(765) 771-5766

dana.stelsel@wabashnational.com

Investor Relations:

Ryan Reed

Director, Investor Relations

(765) 490-5664

ryan.reed@wabashnational.com

Wabash National Provides Update on Current Environment and 2020 Outlook

LAFAYETTE, Ind., Mar. 20, 2020 - Wabash National Corporation (NYSE: WNC) today announced that as a result of the ongoing COVID-19 outbreak, the Company does not expect to meet its first quarter or full year 2020 guidance provided on February 12, 2020. Given the rapidly evolving situation, the Company is currently unable to quantify the full impact of COVID-19 on its outlook and expects to provide additional information during its first quarter earnings call.

“The guidance we provided in our Q4 call reflected an environment where Wabash anticipated minimal impact on our operations from COVID-19, which was the best information we had at the time. Customer pickups have been behind our initial expectations and we anticipate growing supply chain disruption in the coming weeks.” said Brent Yeagy, president and chief executive officer. “Our highest priority remains the safety, health and well-being of our employees, their families and our communities. We have taken proactive measures to protect our people and will continue to take necessary actions. We are very thankful to our employees for their continued dedication as we collectively work together during this uncertain time.”

About Wabash National Corporation

As the innovation leader of engineered solutions for the transportation, logistics and distribution industries, Wabash National Corporation (NYSE: WNC) is changing how the world reaches you. Headquartered in Lafayette, Indiana, the company’s mission is to enable customers to succeed with breakthrough ideas and solutions that help them move everything from first to final mile. Wabash National designs and manufactures a diverse range of products, including: dry freight and refrigerated trailers, platform trailers, bulk tank trailers, dry and refrigerated truck bodies, structural composite panels and products, trailer aerodynamic solutions, and specialty food grade and pharmaceutical equipment. Its innovative products are sold under the following brand names: Wabash National^®^, Beall^®^, Benson^®^, Brenner^®^ Tank, Bulk Tank International, DuraPlate^®^, Extract Technology^®^, Supreme^®^, Transcraft^®^, Walker Engineered Products, and Walker Transport. Learn more at www.wabashnational.com.