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):  October 26, 2023

_______________________________

Hub Group, Inc.

(Exact name of registrant as specified in its charter)

_______________________________

Delaware	0-27754	36-4007085
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

2001 Hub Group Way

Oak Brook, Illinois 60523

(Address of Principal Executive Offices) (Zip Code)

(630) 271-3600

(Registrant's telephone number, including area code)

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:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Class A Common Stock	HUBG	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 October 26, 2023, Hub Group, Inc. issued a press release announcing its third quarter 2023 results from operations. The press release is furnished as Exhibit 99.1 to this Form 8-K.

       The information furnished in Item 2.02 of this Current Report on Form 8-K and Exhibit 99.1 attached hereto shall not be deemed to be filed for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to liabilities of that Section or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended, and shall not be deemed to be incorporated by reference into any registration statement or other document filed pursuant to the Securities Act of 1933, as amended.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits 

Exhibit No.	Description
99.1	Press release issued on October 26, 2023, announcing third quarter 2023 operating results for Hub Group, Inc.
104	The cover page from this Current Report on Form 8-K, formatted in Inline XBRL

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.

	Hub Group, Inc.
Date: October 26, 2023	By:	/s/ Geoffrey F. DeMartino
		Geoffrey F. DeMartino
		Executive Vice President, Chief Financial Officer and Treasurer

EX-99.1

EXHIBIT 99.1

Hub Group, Inc. Reports Third Quarter 2023 Results

Highlights:

• Diluted earnings per share (EPS) of $0.97 and revenue of $1.0 billion for the quarter
• Quarterly operating income of $43 million (4.2% of revenue) driven by performance of our Logistics Segment
• Exceptionally strong balance sheet, ending the quarter with cash and cash equivalents of over $400 million
• Announced capital allocation plan, including a stock split effectuated by stock dividend, regular quarterly cash dividend, new share repurchase authorization and long-term leverage target

OAK BROOK, Ill., Oct. 26, 2023 (GLOBE NEWSWIRE) -- Hub Group, Inc. (NASDAQ:HUBG) announced third quarter 2023 net income of $30 million, and diluted earnings per share of $0.97. Net income for third quarter 2022 was $87 million, or $2.61 per diluted share. Third quarter results were impacted by lower gain on sale of assets of $7.8 million (pre-tax) as compared to the prior year ($0.18 per share), increased repair and maintenance expense of $3.0 million (pre-tax) as compared to the prior year ($0.07 per share), higher medical claims expense of $1.7 million (pre-tax) as compared to the prior year ($0.04 per share) and an increase in allowance for customer receivables of $1.1 million (pre-tax) as compared to the prior year ($0.03 per share), as well as consulting and office closure costs of $1.1 million (pre-tax, or $0.03 per share).

Capital Allocation Plan

Hub Group also announced today a comprehensive growth-focused capital allocation plan designed to drive long-term value creation and shareholder returns. Key elements of the plan include:

• Continued capital expenditure investments focused on growing the Company’s intermodal business, as well as technology investments to drive efficiency and support our customer value proposition
• Acquisition strategy focused on non-asset logistics businesses that provide an extension of our comprehensive service offering and build scale within our businesses
• 2:1 Stock split effectuated through a stock dividend in January 2024 designed to improve market liquidity and trading performance
• Initiation of a quarterly cash dividend program, initially set at $0.50 per share per year, which Hub Group’s Board of Directors intends to begin in first quarter 2024
• New $250 million share repurchase plan, replacing the remaining availability under the current authorization
• Long-term leverage target of 0.75-1.25x net debt/EBITDA supporting this capital allocation plan, including discretionary share repurchase activity scaled by the outlook for capital expenditures and acquisitions

“Despite a very soft freight environment we are seeing the benefits of our strategy to diversify and expand into less cyclical and non-asset based services, with our Logistics Segment contributing nearly 70% of our operating income in the quarter. While profitability at our ITS Segment has been challenged, we have focused on reducing our costs and driving efficiency. We are very pleased to announce our capital allocation plan, which will allow for strong organic growth and service line diversification through acquisitions while returning capital to our shareholders. We remain focused on managing our costs and capital structure and supporting our customers with great service while investing in our core business and technology to drive success in a variety of market conditions,” said Phil Yeager, Hub Group’s President and Chief Executive Officer.

Third Quarter 2023 Results

Consolidated revenue for the third quarter of 2023 was $1.0 billion as compared to $1.4 billion in third quarter 2022. The decline in revenue was driven by changes in customer rates and volumes in our ITS and Logistics Segments. Purchased transportation and warehousing costs declined as compared to prior year due to lower volumes, reductions in third-party carrier costs and a higher percentage of insourced drayage. Salaries and benefits costs increased slightly relative to prior year due to $19 million of incremental expense for our drivers and warehouse employees, partially offset by an $18 million reduction in office employee compensation due to lower headcount and lower incentive compensation expense. Company driver count increased 12% as compared to the prior year, and the acquisition of TAGG added $4 million of compensation expense for the quarter. General and administrative expense decreased $10 million as compared to prior year due to lower legal and use tax expenses, and the impairment of a leased asset in the prior year. Depreciation and amortization expense increased as compared to prior year due to investments in our container and tractor fleets, as well as amortization of intangible assets related to the acquisition of TAGG. Operating income for the quarter was $43 million (4.2% of revenue) as compared to $118 million (8.7% of revenue) in the prior year. EBITDA (non-GAAP)¹ for the quarter was $88 million.

Third quarter Intermodal and Transportation Solutions (“ITS”) Segment revenue was $595 million. Intermodal volume for the quarter decreased 16% as compared to prior year due to low transportation demand and an oversupply of truckload carrier capacity. Intermodal revenue declined due to volume, lower customer rates and lower accessorial revenue, and was offset by resilience of our dedicated service line. ITS operating income decreased to $13 million (2.3% of revenue) due to lower customer rates, volume and accessorials. These headwinds were partially offset by lower drayage costs, rail expenses and equipment costs. In third quarter 2023 we increased the portion of drayage handled on our own fleet to 78% as compared to 62% in the prior year.

Third quarter Logistics Segment revenue was $460 million, as compared to $525 million in the prior year. The decline in revenue was driven by lower revenue per load in our brokerage service line, partially offset by performance of our managed transportation, consolidation and final mile service lines, as well as contribution from our fulfillment business. Brokerage volumes were up 5% as compared to the prior year. Third quarter operating income was 6.3% of revenue as compared to 5.9% last year. Operating income was $29 million as compared to $31 million last year, as lower revenue was partially offset by lower purchased transportation costs and our yield management initiatives.

Capital expenditures for the third quarter of 2023 totaled $40 million. As of September 30, 2023, we had cash and cash equivalents of $401 million.

2023 Outlook

We expect our 2023 diluted earnings per share will range from $5.30 to $5.40. We estimate revenue will be approximately $4.2 billion. We project our effective tax rate for the year will be approximately 20%. We expect capital expenditures for containers, tractors, warehousing equipment and technology will range from $140 to $150 million.

Non-GAAP Financial Measure

In this press release, we present EBITDA, a non-GAAP financial measure of profitability defined as earnings before interest, taxes, depreciation and amortization. As required by the rules of the Securities and Exchange Commission (“SEC”), we have provided herein a reconciliation of this non-GAAP financial measure to Net Income, the most directly comparable measure under GAAP. Management believes that EBITDA provides relevant and useful information, which is used by our management as well as by many analysts, investors and competitors in our industry. By providing this non-GAAP measure, management intends to provide investors with a meaningful, consistent comparison of the Company’s profitability for the periods presented. EBITDA should be viewed in addition to, and not as an alternative to or substitute for, measures determined in accordance with GAAP, and is not necessarily comparable to non-GAAP measures that may be presented by other companies.

CONFERENCE CALL

Hub Group, Inc. will hold a conference call at 5:00 p.m. Eastern Time on October 26, 2023 to discuss our third quarter 2023 results.

Hosting the conference call will be Phil Yeager, President and CEO. Also participating on the call will be Brian Alexander, Chief Operating Officer, and Geoff DeMartino, Executive Vice President, Chief Financial Officer and Treasurer.

This call is being webcast and can be accessed through the Investors link on Hub Group’s web site at www.hubgroup.com. The webcast is listen-only. Those interested in participating in the question and answer session should follow the telephone dial-in instructions below.

To participate in the conference call by telephone, please pre-register at

https://register.vevent.com/register/BI5bbce1927fe04ba4bb0a27bed6a406e1

to receive the dial-in number and unique PIN. On the day of the call, dial in approximately ten minutes prior to the scheduled call time and enter the unique participant PIN received during registration. The call will be limited to 60 minutes, including questions and answers. An audio replay will be available through the Investors link on the Company's web site at www.hubgroup.com. This replay will be available for 30 days.

CERTAIN FORWARD-LOOKING STATEMENTS: Statements in this press release that are not historical facts are forward-looking statements, provided pursuant to the safe harbor established under the Private Securities Litigation Reform Act of 1995. These forward-looking statements are not guarantees of future performance and involve risks, uncertainties and other factors that might cause the actual performance of Hub Group to differ materially from those expressed or implied by this discussion and, therefore, should be viewed with caution. Further information on the risks that may affect Hub Group’s business is included in filings it makes with the SEC from time to time, including those discussed under the “Risk Factors” section in Hub Group’s most recently filed periodic reports on Form 10-K and Form 10-Q and subsequent filings. Hub Group assumes no obligation to update any such forward-looking statements.

SOURCE:  Hub Group, Inc.

CONTACT: Geoff DeMartino of Hub Group, Inc., +1-630-271-3623

HUB GROUP, INC.
CONSOLIDATED STATEMENTS OF EARNINGS
(in thousands, except per share amounts)
(unaudited)
		Three Months Ended September 30,
			2023					2022
					% of					% of
		Amount			Revenue		Amount			Revenue
Operating revenue		$	1,024,835		100.0	%	$	1,355,407		100.0	%
Operating expenses:
	Purchased transportation and warehousing		772,650		75.4	%		1,023,052		75.5	%
	Salaries and benefits		138,503		13.5	%		137,666		10.1	%
	Depreciation and amortization		36,065		3.5	%		33,542		2.5	%
	Insurance and claims		11,681		1.1	%		17,615		1.3	%
	General and administrative		24,146		2.4	%		34,382		2.5	%
	Gain on sale of assets, net		(765	)	-0.1	%		(8,588	)	-0.6	%
Total operating expenses			982,280		95.8	%		1,237,669		91.3	%
Operating income			42,555		4.2	%		117,738		8.7	%
Other income (expense):
	Interest expense, net		(3,537	)	-0.3	%		(2,190	)	-0.2	%
	Interest income		2,838		0.2	%		40		0.0	%
	Other, net		(188	)	-0.0	%		(384	)	-0.0	%
Total other expense, net			(887	)	-0.1	%		(2,534	)	-0.2	%
Income before provision for income taxes			41,668		4.1	%		115,204		8.5	%
Provision for income taxes			11,209		1.1	%		27,879		2.1	%
Net income		$	30,459				$	87,325
Earnings per share
	Basic	$	0.98				$	2.63
	Diluted	$	0.97				$	2.61
Basic weighted average number of shares outstanding			31,139					33,145
Diluted weighted average number of shares outstanding			31,493					33,521

HUB GROUP, INC.
CONSOLIDATED STATEMENTS OF EARNINGS
(in thousands, except per share amounts)
(unaudited)
		Nine Months Ended September 30,
			2023					2022
					% of					% of
		Amount			Revenue		Amount			Revenue
Operating revenue		$	3,217,562		100.0	%	$	4,054,987		100.0	%
Operating expenses:
	Purchased transportation and warehousing		2,403,190		74.7	%		3,081,299		76.0	%
	Salaries and benefits		417,757		13.0	%		395,904		9.8	%
	Depreciation and amortization		106,899		3.3	%		97,075		2.4	%
	Insurance and claims		36,041		1.1	%		37,553		0.9	%
	General and administrative		76,445		2.4	%		93,819		2.3	%
	Gain on sale of assets, net		(5,599	)	-0.2	%		(21,097	)	-0.5	%
Total operating expenses			3,034,733		94.3	%		3,684,553		90.9	%
Operating income			182,829		5.7	%		370,434		9.1	%
Other income (expense):
	Interest expense, net		(9,623	)	-0.3	%		(5,301	)	-0.1	%
	Interest income		6,302		0.2	%		50		0.0	%
	Other, net		(81	)	-0.0	%		(446	)	-0.0	%
Total other expense, net			(3,402	)	-0.1	%		(5,697	)	-0.1	%
Income before provision for income taxes			179,427		5.6	%		364,737		9.0	%
Provision for income taxes			40,684		1.3	%		87,063		2.1	%
Net income		$	138,743				$	277,674
Earnings per share
	Basic	$	4.35				$	8.29
	Diluted	$	4.31				$	8.21
Basic weighted average number of shares outstanding			31,908					33,480
Diluted weighted average number of shares outstanding			32,208					33,807

HUB GROUP, INC.
CONSOLIDATED BALANCE SHEETS
(in thousands, except share data)
					September 30,			December 31,
						2023			2022
					(unaudited)
ASSETS
	CURRENT ASSETS:
		Cash and cash equivalents			$	400,686		$	286,642
		Accounts receivable trade, net				630,794			716,190
		Accounts receivable other				5,590			3,967
		Prepaid taxes				19,095			16,987
		Prepaid expenses and other current assets				26,649			32,914
				TOTAL CURRENT ASSETS		1,082,814			1,056,700
	Restricted investments					19,809			18,065
	Property and equipment, net					789,842			783,683
	Right-of-use assets - operating leases					193,698			102,114
	Right-of-use assets - financing leases					3,142			1,194
	Other intangibles, net					177,032			197,386
	Goodwill					629,772			629,402
	Other assets					22,023			21,537
				TOTAL ASSETS	$	2,918,132		$	2,810,081
LIABILITIES AND STOCKHOLDERS' EQUITY
	CURRENT LIABILITIES:
		Accounts payable trade			$	345,451		$	344,751
		Accounts payable other				15,368			15,563
		Accrued payroll				26,088			66,669
		Accrued other				124,860			132,324
		Lease liability - operating leases				39,688			29,547
		Lease liability - financing leases				2,060			1,175
		Current portion of long term debt				102,773			101,741
				TOTAL CURRENT LIABILITIES		656,288			691,770
	Long term debt					243,834			240,724
	Non-current liabilities					48,496			43,505
	Lease liability - operating leases					165,229			78,557
	Lease liability - financing leases					997			-
	Deferred taxes					174,220			155,923
	STOCKHOLDERS' EQUITY:
		Preferred stock, $.01 par value; 2,000,000 shares authorized;
			no shares issued or outstanding in 2023 and 2022.			-			-
		Common stock
			Class A: $.01 par value; 97,337,700 shares authorized; 41,312,185
				shares issued in both 2023 and 2022; 31,188,571 shares outstanding
				in 2023 and 32,646,621 shares outstanding in 2022.		413			413
			Class B: $.01 par value; 662,300 shares authorized;
				574,903 shares issued and outstanding in both 2023 and 2022.		6			6
		Additional paid-in capital				220,247			208,165
		Purchase price in excess of predecessor basis, net of tax
		benefit of $10,306				(15,458	)		(15,458	)
		Retained earnings				1,920,325			1,781,582
		Accumulated other comprehensive loss				(167	)		(214	)
		Treasury stock; at cost, 10,123,614 shares in 2023
			and 8,665,564 shares in 2022			(496,298	)		(374,892	)
			TOTAL STOCKHOLDERS' EQUITY			1,629,068			1,599,602
				TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY	$	2,918,132		$	2,810,081

HUB GROUP, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
(unaudited)
					Nine Months Ended September 30,
						2023			2022
Cash flows from operating activities:
	Net income				$	138,743		$	277,674
	Adjustments to reconcile net income
		to net cash provided by operating activities:
			Depreciation and amortization			136,775			111,413
			Impairment of right-of-use asset			2,012			5,361
			Deferred taxes			18,832			(1,427	)
			Compensation expense related to share-based compensation plans			16,031			14,973
			Gain on sale of assets, net			(5,599	)		(21,097	)
	Changes in operating assets and liabilities, net of acquisitions:
			Restricted investments			(1,744	)		7,368
			Accounts receivable, net			83,664			(55,994	)
			Prepaid taxes			(2,108	)		(1,408	)
			Prepaid expenses and other current assets			6,161			6,818
			Other assets			(2,515	)		(3,381	)
			Accounts payable			516			(21,169	)
			Accrued expenses			(46,243	)		41,165
			Non-current liabilities			(21,848	)		(9,825	)
				Net cash provided by operating activities		322,677			350,471
Cash flows from investing activities:
	Proceeds from sale of equipment					20,208			33,994
	Purchases of property and equipment					(105,667	)		(157,664	)
	Acquisitions, net of cash acquired					108			(102,661	)
				Net cash used in investing activities		(85,351	)		(226,331	)
Cash flows from financing activities:
	Purchase of treasury stock					(117,352	)		(75,000	)
	Purchase of treasury stock from related party					-			(34,767	)
	Repayments of long term debt					(80,965	)		(81,905	)
	Stock withheld for payments of withholding taxes					(8,003	)		(5,778	)
	Finance lease payments					(2,097	)		(1,582	)
	Proceeds from issuance of debt					85,107			127,017
				Net cash used in financing activities		(123,310	)		(72,015	)
	Effect of exchange rate changes on cash and cash equivalents					28			12
Net increase in cash and cash equivalents						114,044			52,137
Cash and cash equivalents beginning of period						286,642			159,784
Cash and cash equivalents end of period					$	400,686		$	211,921

HUB GROUP, INC.
FINANCIAL INFORMATION BY SEGMENT
(in thousands)
(unaudited)
	Three Months						Nine Months
	Ended September 30,						Ended September 30,
Operating Revenue		2023			2022			2023			2022
Intermodal and Transportation Solutions	$	595,308		$	856,001		$	1,919,189		$	2,507,722
Logistics		460,309			525,178			1,382,999			1,614,775
Inter-segment eliminations		(30,782	)		(25,772	)		(84,626	)		(67,510	)
Total operating revenue	$	1,024,835		$	1,355,407		$	3,217,562		$	4,054,987
	Three Months						Nine Months
	Ended September 30,						Ended September 30,
Operating Income		2023			2022			2023			2022
Intermodal and Transportation Solutions	$	13,484		$	86,772		$	94,639		$	273,069
Logistics		29,071			30,966			88,190			97,365
Total operating income	$	42,555		$	117,738		$	182,829		$	370,434
	Three Months						Nine Months
	Ended September 30,						Ended September 30,
Depreciation and Amortization		2023			2022			2023			2022
Intermodal and Transportation Solutions	$	27,493		$	26,020		$	81,751		$	75,778
Logistics		8,572			7,522			25,148			21,297
Total depreciation and amortization	$	36,065		$	33,542		$	106,899		$	97,075

RECONCILIATION OF NET INCOME TO EBITDA (1)
(in thousands)
(unaudited)
	Three Months				Nine Months
	Ended September 30,				Ended September 30,
		2023		2022		2023		2022
Net Income	$	30,459	$	87,325	$	138,743	$	277,674
Interest Expense, net		699		2,150		3,321		5,251
Depreciation and Amortization		45,301		39,491		136,775		111,413
Provision for Income Taxes		11,209		27,879		40,684		87,063
EBITDA	$	87,668	$	156,845	$	319,523	$	481,401

(1) See the “Non-GAAP Financial Measure” section of this release for the definition of EBITDA and a discussion of this non-GAAP financial measure.

XML

Cover	Oct. 26, 2023
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Oct. 26, 2023
Entity File Number	0-27754
Entity Registrant Name	Hub Group, Inc.
Entity Central Index Key	0000940942
Entity Tax Identification Number	36-4007085
Entity Incorporation, State or Country Code	DE
Entity Address, Address Line One	2001 Hub Group Way
Entity Address, City or Town	Oak Brook
Entity Address, State or Province	IL
Entity Address, Postal Zip Code	60523
City Area Code	630
Local Phone Number	271-3600
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Class A Common Stock
Trading Symbol	HUBG
Security Exchange Name	NASDAQ
Entity Emerging Growth Company	false