Knight-Swift Transportation Holdings Inc.
For the period ended Mar 31, 2025. Filed Apr 30, 2025.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Mar 31, 2025 · Filed Apr 30, 2025
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 2025
or
☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
Commission File Number:001-35007
Knight-Swift Transportation Holdings Inc.
(Exact name of registrant as specified in its charter)
| Delaware | 20-5589597 |
|---|---|
| (State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) |
2002 West Wahalla Lane
Phoenix, Arizona 85027
(Address of principal executive offices and zip code)
(602)269-2000
(Registrant's telephone number, including area code)
N/A
(Former name, former address and former fiscal year, if changed since last report)
Securities registered pursuant to Section 12(b) of the Securities Exchange Act of 1934:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
|---|---|---|
| Common Stock $0.01 Par Value | KNX | New York Stock Exchange |
Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No☐
Indicate by check mark whether the registrant has submitted electronically, every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act.
| Large Accelerated Filer | ☒ | Accelerated Filer | ☐ |
| Non-accelerated Filer | ☐ | Smaller Reporting Company | ☐ |
| 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.☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes☐ No☒
There were approximately 162,050,000 shares of the registrant's common stock outstanding as of April 23, 2025.
Glossary of Terms
| QUARTERLY REPORT ON FORM 10-Q | |
|---|---|
| TABLE OF CONTENTS | |
| PART I FINANCIAL INFORMATION | PAGE |
| Item 1. Financial Statements | 4 |
| Condensed Consolidated Balance Sheets (Unaudited) — March 31, 2025 and December 31, 2024 | 4 |
| Condensed Consolidated Statements of Comprehensive Income (Unaudited) — Quarters ended March 31, 2025 and 2024 | 5 |
| Condensed Consolidated Statements of Cash Flows (Unaudited) — Quarters ended March 31, 2025 and 2024 | 6 |
| Condensed Consolidated Statements of Stockholders' Equity (Unaudited) — Quarters ended March 31, 2025 and 2024 | 8 |
| Note 1 — Introduction and Basis of Presentation | 9 |
| Note 2 — Recently Issued Accounting Pronouncements | 10 |
| Note 3 — Acquisitions | 10 |
| Note 4 — Income Taxes | 11 |
| Note 5 — Accounts Receivable Securitization | 12 |
| Note 6 — Debt and Financing | 13 |
| Note 7 — Defined Benefit Pension Plan | 15 |
| Note 8 — Purchase Commitments | 15 |
| Note 9 — Contingencies and Legal Proceedings | 16 |
| Note 10 — Share Repurchase Plans | 16 |
| Note 11 — Weighted Average Shares Outstanding | 17 |
| Note 12 — Fair Value Measurement | 17 |
| Note 13 — Related Party Transactions | 20 |
| Note 14 — Financial Information by Segment and Geography | 21 |
| Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations | 23 |
| Item 3. Quantitative and Qualitative Disclosures About Market Risk | 53 |
| Item 4. Controls and Procedures | 54 |
| PART II OTHER INFORMATION | |
| Item 1. Legal Proceedings | 55 |
| Item 1A. Risk Factors | 55 |
| Item 2. Unregistered Sales of Equity Securities and Use of Proceeds | 55 |
| Item 3. Defaults Upon Senior Securities | 55 |
| Item 4. Mine Safety Disclosures | 55 |
| Item 5. Other Information | 55 |
| Item 6. Exhibits | 56 |
| Signatures | 57 |
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.