Every material Form 8-K Schneider National has filed with the SEC since August 01, 2024, read and summarized by AI: what happened, the key figures, whether it reads positive or negative for shareholders, and how big a deal it is (impact 1-5). Newest first; each brief links to its own page and to the filing on SEC.gov.
Schneider National reported third-quarter 2026 operating revenues of $1.6 billion, up 9% from $1.5 billion a year earlier, and income from operations of $62.1 million, up 76%. Diluted earnings per share were $0.28 versus $0.11, and the company raised its full-year 2026 adjusted diluted EPS guidance to $1.00 to $1.10. Revenue and profit both improved, which is favorable for shareholders.
Income from operations rose to $62.1 million from $35.3 million; diluted EPS was $0.28 versus $0.11 in Q3 2025.
Full-year 2026 adjusted diluted EPS guidance raised to $1.00 to $1.10; net capital expenditures guidance set at $325 million to $350 million.
Truckload income from operations was $43.7 million, up 121%; Logistics income from operations was zero, down $6.4 million.
Board declared a $0.10 dividend on October 26, 2026, payable January 12, 2027.
Schneider National's Board approved a $0.10 per share quarterly cash dividend for the fourth quarter of 2026 on October 26, 2026, payable to Class A and Class B shareholders of record at the close of business on December 11, 2026. The dividend is expected to be paid on January 12, 2027, and the filing contains no financial results or other changes.
Dividend amount: $0.10 per share on Class A and Class B common stock
Board approval date: October 26, 2026
Record date: December 11, 2026; expected payment date: January 12, 2027
Schneider Receivables Corporation, a wholly-owned subsidiary of Schneider National, signed Amendment No. 7 to its secured accounts receivable facility on September 30, 2026. The amendment raises available commitments from $200 million to $400 million and extends the scheduled termination date to September 28, 2029, giving the company more borrowing capacity against trade receivables for a longer period.
Available commitments increase from $200 million to $400 million
Letter of credit sublimit increases from $150 million to $250 million
Scheduled termination date extended to September 28, 2029
Wells Fargo Bank, N.A. serves as administrative agent and letter of credit issuer
Schneider National Leasing, a wholly-owned subsidiary, entered a $350 million credit agreement on September 10, 2026, and terminated its existing $250 million credit agreement from November 2022, which had no outstanding borrowings. The company also amended its unsecured term loan agreement to conform its covenants to the new facility.
New $350 million credit facility matures September 10, 2031, with a Nov. 22, 2029 maturity if the term loan is not extended or refinanced in time
Borrower can request a commitment increase of up to $350 million, for a total potential commitment of $700 million
Existing $250 million credit agreement terminated effective September 10, 2026, with no outstanding borrowings
Term loan agreement, maturing November 22, 2029, amended to align covenants with the new facility
Schneider National reported second-quarter 2026 operating revenues of $1.6 billion, up 10% from $1.4 billion a year earlier, and income from operations of $71.4 million, up 30%. The company raised its full-year 2026 adjusted diluted earnings per share guidance to $0.90-$1.10 from $0.70-$1.00, a signal of expected earnings growth for shareholders.
Operating revenues rose 10% to $1,568.7 million in the quarter, compared with $1,420.5 million in the second quarter of 2025.
Diluted EPS was $0.28 versus $0.20 a year earlier; adjusted diluted EPS was $0.29 versus $0.21.
Full-year 2026 adjusted diluted EPS guidance was raised to $0.90-$1.10 from $0.70-$1.00.
Full-year 2026 net capital expenditures guidance was lowered to $350-$400 million from $400-$450 million; second-quarter free cash flow was $87.9 million versus $123.0 million a year earlier.
Schneider National's board increased its size from ten to eleven directors and appointed President and CEO James S. Filter as a director, effective immediately, on July 27, 2026. The same board approved a $0.10 per share quarterly cash dividend for the third quarter of 2026, payable October 9, 2026 to holders of record on September 11, 2026.
James S. Filter, President and CEO, appointed to the board effective immediately; board size rose from ten to eleven
Mr. Filter will not serve on any board committee and will receive no additional compensation for board service
Quarterly cash dividend of $0.10 per share on Class A and Class B common stock
Record date September 11, 2026; expected payment date October 9, 2026
At its April 30, 2026 annual meeting, Schneider National shareholders approved an amended and restated 2017 Omnibus Incentive Plan that increases authorized Class B shares by 19,900,000, re-elected ten directors, and ratified Deloitte & Touche LLP as auditor for 2026. The board also amended the bylaws so the lead independent director can call special board meetings and chair meetings when the Chair is absent or the office is vacant.
Plan amendment approved with 861,978,390 votes for and 22,841,657 against, adding 19,900,000 Class B shares for issuance
Ten directors elected, including Jyoti Chopra, Austin M. Ramirez and Paul J. Schneider, each to serve until the next annual meeting
Deloitte & Touche LLP ratified for fiscal year ending December 31, 2026, with 896,610,977 votes for
Amended and Restated Bylaws approved by the Board on April 30, 2026 expand the lead independent director's role
Schneider National reported first quarter 2026 operating revenues of $1.4 billion, essentially flat from a year earlier, while income from operations fell 21% to $33.4 million. Diluted earnings per share were $0.12, down from $0.15 in the first quarter of 2025. The company left its full-year 2026 adjusted diluted earnings per share guidance of $0.70 to $1.00 unchanged, so shareholders face weaker first-quarter profit with no change to the outlook.
Operating revenues were $1,398.5 million, compared with $1,401.8 million in the first quarter of 2025.
Income from operations was $33.4 million, down 21% from $42.1 million; net income was $20.4 million, down 22% from $26.1 million.
Diluted EPS was $0.12 versus $0.15; adjusted diluted EPS was $0.12 versus $0.16.
Full-year 2026 adjusted diluted EPS guidance of $0.70 to $1.00 is unchanged; net capital expenditures guidance of $400 million to $450 million is also unchanged.
Schneider National reported fourth quarter 2025 operating revenues of $1.4 billion, up 5% from a year earlier, but income from operations fell 14% to $36.5 million and diluted earnings per share fell to $0.13 from $0.18. CEO Mark Rourke said results fell short of the company's guidance because of softer demand beginning in November, higher third-party carrier costs, and unplanned auto production shutdowns. The company guided 2026 adjusted diluted earnings per share to $0.70 to $1.00.
Q4 2025 operating revenues were $1.4 billion, up from $1.3 billion in Q4 2024; income from operations was $36.5 million versus $42.4 million.
Diluted EPS was $0.13 versus $0.18; adjusted diluted EPS was $0.13 versus $0.20.
Full-year 2026 adjusted diluted EPS guidance is $0.70 to $1.00, with net capital expenditures of $400 million to $450 million.
The board authorized a new $150.0 million stock repurchase program in January 2026, replacing the expiring program.
Schneider National said Mark Rourke will step down as President and CEO and become Executive Chair effective July 1, 2026, with James Filter taking over as President and CEO on the same date. The Board also created a Lead Independent Director role, which James Welch will fill, as part of what the company calls a planned succession process.
James Filter, 54, currently Executive Vice President and Group President of Transportation and Logistics, becomes President and CEO effective July 1, 2026
Filter's annual base salary is $775,000, with a fiscal 2026 cash incentive target of $969,000 (125% of base) and a long-term equity award with a $3.3 million grant date target value
Rourke's annual base salary will be reduced to $750,000 after the transition; James Welch becomes Lead Independent Director
Schneider National reported third-quarter 2025 operating revenues of $1.5 billion, up 10% from a year earlier, but income from operations fell 18% to $35.3 million and diluted EPS dropped to $0.11 from $0.17. The company cut its full-year 2025 adjusted diluted EPS guidance to approximately $0.70 from $0.75 to $0.95, citing claims costs that were $16.0 million, or $0.07 per share, above prior guidance, which lowers expected earnings for shareholders.
Operating revenues were $1,452.4 million in Q3 2025 versus $1,315.7 million in Q3 2024, up 10%
Income from operations was $35.3 million versus $43.1 million, down 18%; diluted EPS was $0.11 versus $0.17
2025 adjusted diluted EPS guidance was lowered to approximately $0.70 from $0.75 to $0.95; net capital expenditures guidance was lowered to approximately $300 million from $325 to $375 million
Board declared a $0.095 dividend on October 27, 2025, payable January 12, 2026
Schneider National reported second-quarter 2025 operating revenues of $1.4 billion, up 8% from a year earlier, and income from operations of $55.0 million, up 8%. Diluted earnings per share were flat at $0.20, and the company lowered the top end of its full-year 2025 adjusted diluted EPS guidance to $0.95 from $1.00, so shareholders see higher sales and operating profit alongside a narrower earnings outlook.
Operating revenues were $1,420.5 million for the three months ended June 30, 2025, compared with $1,316.7 million in 2024.
Income from operations was $55.0 million, compared with $51.0 million in the second quarter of 2024.
Diluted EPS was $0.20 in both periods; adjusted diluted EPS was $0.21 in both periods.
Full-year 2025 adjusted diluted EPS guidance is $0.75 to $0.95, down from the prior $0.75 to $1.00 range; net capital expenditure guidance of $325 to $375 million was unchanged.
Schneider National reported first-quarter 2025 income from operations of $42.1 million, up 47% from $28.7 million a year earlier, and diluted earnings per share of $0.15 versus $0.10. The company also cut its full-year 2025 adjusted diluted EPS guidance to $0.75 to $1.00 from $0.90 to $1.20, citing increasing economic uncertainty, so shareholders face a weaker outlook even as quarterly results improved.
Operating revenues rose 6% to $1.4 billion; income from operations rose 47% to $42.1 million.
Diluted EPS was $0.15 versus $0.10 a year earlier; adjusted diluted EPS was $0.16 versus $0.11.
Full-year 2025 adjusted diluted EPS guidance was lowered to $0.75 to $1.00 from $0.90 to $1.20.
Net capital expenditure guidance was reduced to $325 million to $375 million from $400 million to $450 million.
Schneider National reported fourth-quarter 2024 operating revenues of $1.3 billion, down 2% from a year earlier, while income from operations rose 35% to $42.4 million and diluted EPS rose to $0.18 from $0.15. The company guided to 2025 adjusted diluted EPS of $0.90 to $1.20, but full-year 2024 net income fell to $117.0 million from $238.5 million.
Q4 2024 operating revenues were $1.3 billion versus $1.4 billion in Q4 2023; income from operations was $42.4 million versus $31.3 million.
Diluted EPS was $0.18 versus $0.15; adjusted diluted EPS was $0.20 versus $0.16.
Full-year 2024 net income was $117.0 million versus $238.5 million, and diluted EPS was $0.66 versus $1.34.
2025 guidance calls for adjusted diluted EPS of $0.90 to $1.20 and net capital expenditures of $400 million to $450 million; the quarter included about $7.0 million of claims reserve expense.
Schneider National said on November 25, 2024 that its subsidiaries signed an agreement to acquire Cowan Systems, a privately owned Baltimore-based dedicated contract carrier, for about $390 million in cash, plus about $31 million for related real estate. The deal will be funded with existing cash and borrowings under a new term loan of up to $400 million, and the company expects it to close in the fourth quarter of 2024. Schneider says the acquisition is expected to be accretive to earnings per share within the first year, before synergies, which matters to shareholders because it adds debt and integration risk alongside the expected earnings benefit.
Purchase price of about $390 million in cash, net of cash acquired and certain adjustments, plus about $31 million for related real estate assets
Financed with existing cash on hand and borrowings under a 2024 Term Loan of up to $400 million, dated November 22, 2024 and maturing November 22, 2029
Cowan operates about 1,800 trucks and 7,500 trailers across more than 40 locations in the Eastern and Mid-Atlantic United States
Transaction expected to close in the fourth quarter of 2024; Schneider expects it to be accretive to earnings per share within the first year, before synergies
Schneider National reported third-quarter 2024 operating revenues of $1,315.7 million, down from $1,352.0 million a year earlier, and diluted earnings per share of $0.17 versus $0.20. The company lowered its full-year 2024 adjusted diluted earnings per share guidance to $0.66-$0.72 from $0.80-$0.90, citing shifted expectations for the timing of a freight market recovery. For shareholders, the filing shows lower earnings and a reduced profit outlook for the year.
Q3 2024 operating revenues were $1,315.7 million, compared with $1,352.0 million in Q3 2023.
Q3 2024 income from operations was $43.1 million, down 8% from $46.7 million; diluted EPS was $0.17 versus $0.20.
Full-year 2024 adjusted diluted EPS guidance was cut to $0.66-$0.72 from $0.80-$0.90.
Net capital expenditures guidance was updated to approximately $330.0 million, within the prior range of $300.0-$350.0 million.
Schneider National reported second quarter 2024 operating revenues of $1,316.7 million, down 2% from $1,346.5 million a year earlier, while income from operations fell 51% to $51.0 million and diluted EPS dropped to $0.20 from $0.43. The company also lowered its full-year 2024 adjusted diluted EPS guidance to $0.80-$0.90 from $0.85-$1.00, citing slower-than-expected pricing gains, which signals weaker profit expectations for shareholders.
Q2 2024 income from operations was $51.0 million versus $103.8 million in Q2 2023; diluted EPS was $0.20 versus $0.43.
Full-year 2024 adjusted diluted EPS guidance was cut to $0.80-$0.90 from $0.85-$1.00.
Net capital expenditures guidance was lowered to $300.0-$350.0 million from $350.0-$400.0 million.
Q2 2024 free cash flow was $112.9 million, compared with negative $57.1 million in Q2 2023.
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