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Schneider National Inc

For the period ended Dec 31, 2024. Filed Feb 21, 2025.

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About this filing

A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2024 · Filed Feb 21, 2025

SNDR$28.92+4.0%Stored close · as of Nov 9, 2026

Extracted filing text, with the paragraph anchors used by the comparison.

See the whole filing, with its images and exhibits
Contents

Table of Contents

ANNUAL REPORT ON FORM 10-K

For the Fiscal Year Ended December 31, 2024

TABLE OF CONTENTS

Page
PART I.
ITEM 1.Business1
ITEM 1A.Risk Factors8
ITEM 1B.Unresolved Staff Comments19
ITEM 1C.Cybersecurity20
ITEM 2.Properties22
ITEM 3.Legal Proceedings23
ITEM 4.Mine Safety Disclosures23
PART II.
ITEM 5.Market for Registrant’s Common Equity, Related Stockholder Matters, and Issuer Purchases of Equity Securities24
ITEM 6.[Reserved]25
ITEM 7.Management’s Discussion and Analysis of Financial Condition and Results of Operations26
ITEM 7A.Quantitative and Qualitative Disclosures about Market Risk40
ITEM 8.Financial Statements and Supplementary Data41
Reports of Independent Registered Public Accounting Firm (PCAOB ID No. 34)41
Consolidated Statements of Comprehensive Income44
Consolidated Balance Sheets45
Consolidated Statements of Cash Flows46
Consolidated Statements of Shareholders’ Equity48
Notes to Consolidated Financial Statements49
Page
Note 1Summary of Significant Accounting Policies49
Note 2Acquisitions54
Note 3Revenue Recognition57
Note 4Fair Value59
Note 5Investments60
Note 6Goodwill and Other Intangible Assets61
Note 7Debt and Credit Facilities62
Note 8Leases63
Note 9Income Taxes67
Note 10Common Equity69
Note 11Employee Benefit Plans70
Note 12Share-Based Compensation70
Note 13Commitments and Contingencies74
Note 14Segment Reporting75
ITEM 9.Changes in and Disagreements with Accountants on Accounting and Financial Disclosure77
ITEM 9A.Controls and Procedures77
ITEM 9B.Other Information78
ITEM 9C.Disclosure Regarding Foreign Jurisdictions that Prevent Inspections78

i

PART III.
ITEM 10.Directors, Executive Officers, and Corporate Governance79
ITEM 11.Executive Compensation80
ITEM 12.Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters80
ITEM 13.Certain Relationships and Related Transactions and Director Independence81
ITEM 14.Principal Accounting Fees and Services81
PART IV.
ITEM 15.Exhibits and Financial Statement Schedules82
Signatures86

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GLOSSARY OF TERMS

3PLProvider of outsourced logistics services. In logistics and supply chain management, it means a company’s use of third-party businesses, the 3PL(s), to outsource elements of the company’s distribution, fulfillment, and supply chain management services.
ACFAdvanced Clean Fleets
ACTAdvanced Clean Trucks
ASCAccounting Standards Codification
ASUAccounting Standards Update
BEVBattery-electric vehicle
BoardBoard of Directors
BRGBusiness Resource Group
CARBCalifornia Air Resources Board
CO2Carbon dioxide
CATCDL Apprenticeship Training
CCACloud Computing Arrangement
CDLCommercial Driver’s License
ChemDirectFortem Invenio, Inc.
CITOChief Innovation and Technology Officer
CODMChief Operating Decision Maker
Cowan SystemsCowan Systems, LLC; Cowan Transport Holdings, LLC; and Cowan Equipment Leasing, LLC
deBoerdeBoer Transportation, Inc.
DHSDepartment of Homeland Security
DOLDepartment of Labor
DOTDepartment of Transportation
DSUDeferred Stock Unit
EBITDAEarnings Before Interest, Taxes, Depreciation & Amortization
EPAUnited States Environmental Protection Agency
FASBFinancial Accounting Standards Board
ERCEnterprise Risk Council
ERMEnterprise Risk Management
ESGEnvironmental, Social, and Governance
FLSAFair Labor Standards Act of 1938
FMCSAFederal Motor Carrier Safety Administration
GAAPUnited States Generally Accepted Accounting Principles
GHGGreenhouse Gas
HOSHours of Service
ILAInternational Longshoremen’s Association
ILWUInternational Longshore and Warehouse Union
IPOInitial Public Offering
IRSInternal Revenue Service
KPIKey Performance Indicator
LTLLess than Truckload. LTL carriers pick up and deliver multiple shipments, each typically weighing less than 10,000 pounds, for multiple customers in a single trailer.
M&MM&M Transport Services, LLC
MLSMidwest Logistics Systems, Ltd. and affiliated entities holding assets comprising substantially all of its business.
MLSIMastery Logistics Systems, Inc.
MSSPManaged Security Service Provider
NASDAQNational Association of Securities Dealers Automated Quotations
NHTSANational Highway Traffic Safety Administration

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NYSENew York Stock Exchange
OEMOriginal Equipment Manufacturers
OSHAOccupational Safety and Health Administration
PSIPlatform Science, Inc.
PSUPerformance-based Restricted Stock Unit
RSURestricted Stock Unit
rTSRRelative Total Shareholder Return
SaaSSoftware as a Service
SCDMSupply Chain and Distribution Management operating segment
SDISSenior Director of Information Security
SECUnited States Securities and Exchange Commission
SNLSchneider National Leasing, Inc., a wholly-owned subsidiary of the Company
Term SOFRThe CME Term SOFR Reference Rate administered by CME Group Benchmark Administration Limited
TMSTransportation Management System
TuSimpleTuSimple Holdings, Inc. (formerly TuSimple (Cayman) Limited)
UPUnion Pacific Railroad Company
U.S.United States
USMXU.S. Maritime Alliance
Voting TrustSchneider National, Inc. Voting Trust
VTLVan Truckload
VCMDAVoluntary Carbon Market Disclosures Business Regulation Act
WBCLWisconsin Business Corporation Law
WSLWatkins and Shepard Trucking, Inc. and Lodeso, Inc. These businesses were acquired simultaneously in June 2016.
ZEVZero-emission vehicles

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ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.