EXPD — what changed in the latest 10-Q

Text added vs the prior filing · source: 10-Q · 2026-05-06

• Revenues increased 4% as strong performance in most services was partially offset by a significant drop in ocean freight services.

• Customs brokerage and other services revenues increased 17% and airfreight services revenues increased 14%.

• Revenue from ocean freight and other services decreased 23% due to significant decreases in average ocean sell rates and buy rates and a 4% decline in ocean containers shipped. Demand for ocean services declined after U.S. importers accelerated shipments in anticipation of trade tariffs changes in e…

• Airfreight services, road freight and warehousing and distribution services (included with customs brokerage and other services) all benefited from continued strong demand from our technology customers investing in artificial intelligence infrastructure.

• Operating income increased 11% and net earnings to shareholders increased 13%, as compared to the first quarter of 2025.

Text removed vs the prior filing · source: 10-Q · 2025-11-06

• Revenues declined 4% as a significant drop in ocean services was largely offset by growth in our other services.

• Revenue from ocean freight and other services decreased 27% due to significant decreases in average ocean sell rates and buy rates and a 3% decline in ocean containers shipped. Demand for ocean services declined after U.S. importers accelerated shipments in anticipation of trade tariffs changes earl…

• Customs brokerage and other services and airfreight services revenues increased 13% and 3%, respectively.

• Growing complexity in customs brokerage due to the dynamic trade environment has resulted in high demand for our brokerage services resulting in growth in revenues from customs declarations fees, as well as increases in the resources to support that activity.

• Airfreight services, road freight and warehousing and distribution services (included with customs brokerage and other services) all benefited from strong demand from our technology customers investing in artificial intelligence infrastructure.

Text added vs the prior filing · source: 10-Q · 2026-05-06

• The principal foreign exchange risks to which Expeditors is exposed include Chinese Yuan, Indian Rupee, Euro, Mexican Peso, Canadian Dollar, British Pound and Vietnamese Dong.

Text added vs the prior filing · source: 10-Q · 2026-05-06

• Our disclosure controls and procedures (as defined in the Exchange Act Rule 13a-15(e) or 15d-15(e) under the Securities Exchange Act of 1934, as amended) are designed to ensure that information required to be disclosed in the reports that we file or submit under the Exchange Act is recorded, process…

• There were no changes in our internal control over financial reporting that occurred during the first quarter of 2026 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

Text removed vs the prior filing · source: 10-Q · 2025-11-06

• We carried out an evaluation, under the supervision and with the participation of our management, including the Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures (as defined in the Exchange Act Rule 13a-15(…

• Management concluded that unauthorized access and changes to databases and related applications could have gone undetected as controls to review and authorize access and direct changes that support several key operational and accounting systems excluded certain changes from review or were not captur…

• In light of the material weaknesses, management performed additional analysis and other procedures to ensure that our consolidated financial statements were prepared in accordance with U.S. generally accepted accounting principles (GAAP). Accordingly, management believes that the consolidated financ…

• As previously described in Part II, Item 9A of our Annual Report on Form 10-K for the year ended December 31, 2024, with respect to the material weaknesses identified, management with the oversight of the Audit Committee of the Board of Directors, has taken steps to remediate such material weaknesse…

• Engaged PwC US Consulting, LLP to assist management with our entity-wide risk assessment, assessment of control design, and remediation process;

Text added vs the prior filing · source: 10-Q · 2026-05-06

• Effective May 5, 2026, the Company entered into a new Employment Agreement with each of Daniel Wall, President and Chief Executive Officer; Blake Bell, President, Global Business Development; Kelly Blacker, President, Global Geographies; Roberto Martinez, President, Global Products; and David Hacket…

• termination without cause, (ii) one year of base salary in the event of resignation, and (iii) two (2) times (or 2.99 times for Daniel Wall) total annual cash compensation in the event of a termination without cause or resignation for good reason in the event of a change of control, subject to a rel…

• On May 5, 2026, the Compensation Committee approved a new form of Performance Share Award Agreement to modify the treatment of Performance Share Units (PSUs) in the event of a change in control when replacement awards are not issued. In such instance, the participant shall be entitled to receive a p…

• The foregoing is a summary of the material terms of the Employment Agreements and of the change to the form of Performance Share Award Agreement and does not purport to be complete. The Employment Agreements and the form of Performance Share Award Agreement are attached as Exhibits 10.20, 10.21, 10.…

• During the quarterly period ended March 31, 2026, no director or officer adopted or terminated any Rule 10b5-1 trading arrangement or non-Rule 10b5-1 trading arrangement.

Text removed vs the prior filing · source: 10-Q · 2025-11-06

• Disclosure in lieu of reporting on a Current Report on Form 8-K

• Chief Financial Officer & Senior Vice President Employment Agreement

• As previously disclosed in a Current Report on the Form 8-K filed with the Securities and Exchange Commission on August 7, 2025, we appointed David Hackett as Senior Vice President and Chief Financial Officer of the Company, effective October 1, 2025.

• In connection with this appointment, we entered into an employment agreement with Mr. Hackett (the Employment Agreement) on August 22, 2025, with an effective date of October 1, 2025. Under the terms of the Employment Agreement, Mr. Hackett will receive an annual base salary of $100,000, subject to …

• The Employment Agreement also provides for severance benefits in the event of a termination without cause, subject to a release of claims or resignation. The Employment Agreement contains a mandatory six-month non-compete and 12-month non-solicitation provision.