What changed in this filing

/stocks — the workspaceLOADING

Item 1. Financial Statements

2024-07-31 compared with 2024-05-03 · 175 added, 106 removed, 272 unchanged (51% of the section changed)

3 unchanged sentences

of Regulation S-X

and do not include all the information and footnotes required by generally accepted accounting principles for complete financial statements.

Operating results for the thirteen weeks ended March 30, 2024 are not necessarily indicative of the results that may be expected for the entire fiscal year ending December 28, 2024.

ot include all the information and footnotes required by generally accepted accounting principles for complete financial statements.

Operating results for the twenty-six

weeks ended June 29, 2024 are not necessarily indicative of the results that may be expected for the entire fiscal year ending December 28, 2024.

These interim consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in the Company’s 2023 Annual Report on Form 10-K.

6 unchanged sentences

Short-term investments

Trade accounts receivable, less allowance of $ 11,764

Other receivables, including advances to independent contractors, less allowance of $ 14,310

Trade accounts receivable, less allowance of $ 11,697 and $ 11,738

Other receivables, including advances to independent contractors, less a

llowance of $ 15,974 and $ 14,010

Other current assets

Total current assets

Operating property, less accumulated depreciation and amortization of $ 442,898

and $ 436,682

Operating property, less accumulated depreciation and amortization of $ 449,364 and $ 436,682

LIABILITIES AND SHAREHOLDERS’ EQUITY

11 unchanged sentences

Shareholders’ Equity

Common stock, $ 0.01 par value, authorized 160,000,000 shares, issued 68,547,553

and 68,497,324

Additional paid-in capital

Common stock, $ 0.01 par value, authorized 160,000,000 shares, issued 68,553,927 and 68,497,324 shares

Additional paid-in

Retained earnings

Cost of 32,785,515

and 32,780,651

shares of common stock in treasury

Cost of 33,102,276 and 32,780,651 shares of common stock in treasury

Accumulated other comprehensive loss

5 unchanged sentences

CONSOLIDATED STATEMENTS OF INCOME

(Dollars in thousands, except per share amounts)

(Dollars in thousands, exc e

pt per share amounts)

Thirteen Weeks Ended

18 unchanged sentences

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(Dollars in thousands)

(Dollars in thou s

Twenty-Six Weeks Ended

Thirteen Weeks Ended

Other comprehensive income (loss):

Unrealized holding gains on available-for-sale investments, net of tax expense of $ 92

Other comprehensive (loss) income:

Unrealized holding gains (losses) on available-for-sale

investments, net of tax expense (benefit) of $ 204 , $ 214 , $ 112 and ($ 92 )

Foreign currency translation (losses) gains

Other comprehensive income

Other comprehensive (loss) income

Comprehensive income

4 unchanged sentences

(Dollars in thousands)

Thirteen Weeks Ended

OPERATING ACTIVITIES

1 unchanged sentence

Depreciation and amortization

Non-cash interest charges

Provisions for losses on trade and other accounts receivable

interest charges

Provisions for losses on trade and other accounts receiv a

Gains on sales/disposals of operating property

3 unchanged sentences

Decrease in trade and other accounts receivable

Decrease in other assets

Decrease in accounts payable

Increase in other liabilities

Decrease in insurance claims

Increase in other assets

Increase (decrease) in accounts payable

Decrease in other liabilities

Increase (decrease) in insurance claims

NET CASH PROVIDED BY OPERATING ACTIVITIES

20 unchanged sentences

AND SUBSIDIARY

CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY

Thirteen Weeks Ended March 30, 2024 and April 1, 2023

CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOL D

and Thirteen Weeks Ended June 29, 2024 and July 1, 2023

(Dollars in thousands)

3 unchanged sentences

Balance December 30, 2023

Dividends ($ 0.33

Dividends ($ 0.33 per share)

Issuance of stock related to stock-based compensation plans

2 unchanged sentences

Balance March 30, 2024

Dividends ($ 0.33 per share)

Purchases of common stock

Issuance of stock related to stock-based compensation plans

Stock-based compensation

Other comprehensive loss

Balance June 29, 2024

Treasury Stock at Cost

8 unchanged sentences

Balance April 1, 2023

Dividends ($ 0.30 per share)

Issuance of stock related to stock-based compensation plans

Stock-based compensation

Other comprehensive income

Balance July 1, 2023

See accompanying notes to consolidated financial statements.

10 unchanged sentences

Revenue from Contracts with Customers – Disaggregation of Revenue

The following table summarizes (i) the percentage of consolidated revenue generated by mode of transportation and (ii) the total amount of truck transportation revenue hauled by BCO Independent Contractors and Truck Brokerage Carriers generated by equipment type during the thirteen-week periods ended March 30, 2024 and April 1, 2023 (dollars in thousands):

The following table summarizes (i) the percentage of consolidated revenue generated by mode of transportation and (ii) the total amount of truck transportation revenue hauled by BCO Independent C o

ntractors and Truck Brokerage Carriers generated by equipmen t t

ype during the twenty-six-week

and thirteen-week periods ended June 29, 2024 and July 1, 2023 (dollars in thousands):

Twenty-Six Weeks Ended

Thirteen Weeks Ended

11 unchanged sentences

(2) Share-based Payment Arrangements

As of March 30, 2024, the Company has an employee equity incentive plan, the 2011 equity incentive plan (the “2011 EIP”).

of June 29, 2024, the Company has an employee equity incentive plan, the 2011 equity incentive plan (the “2011 EIP”).

The Company also has a stock compensation plan for members of its Board of Directors, the 2022 Directors Stock Compensation Plan (the “2022 DSCP”).

1 unchanged sentence

The 2011 EIP and 2022 DSCP are each referred to herein as a “Plan,” and, collectively, as the “Plans.” Amounts recognized in the financial statements with respect to these Plans are as follows (in thousands):

Twenty-Six Weeks Ended

Thirteen Weeks Ended

2 unchanged sentences

Net cost of the Plans during the period

Included in income tax benefits recognized in the thirteen-week periods ended March 30, 2024 and April 1, 2023 were excess tax benefits from stock-based awards of $ 729,000 and $ 2,296,000 , respectively.

As of March 30, 2024, there were 187,260 shares of the Company’s common stock reserved for issuance under the 2022 DSCP and 2,750,207 shares of the Company’s common stock reserved for issuance under the 2011 EIP.

in income tax benefits recognized in the twenty-six-week

periods ended June 29, 2024 and July 1, 2023 were excess tax benefits from stock-based awards of $ 799,000 and $ 2,825,000 , respectively.

As of June 29, 2024, there were 181,450 shares of the Company’s common stock reserved for issuance under the 2022 DSCP and 2,753,140 shares of the Company’s common stock reserved for issuance under the 2011 EIP.

Restricted Stock Units

3 unchanged sentences

Vested shares

Outstanding at March 30, 2024

During the thirteen-week period ended March 30, 2024, the Company granted RSUs with a performance condition and RSUs with a market condition, as further described below.

Outstanding RSUs at both December 30, 2023 and March 30, 2024 include RSUs with a performance condition and RSUs with a market condition, as further described below and in the Company’s 2023 Annual Report on Form 10-K.

RSUs with a performance condition granted on February 2, 2024 may vest on January 31 of 2027, 2028 and 2029 based on growth in operating income and pre-tax income per diluted share from continuing operations as compared to the results from the 2023 fiscal year.

On February 2, 2024, the Company granted 58,268 RSUs that vest based on a market condition.

Outstanding at June 29, 2024

During the twenty-six-week

period ended June 29, 2024, the Company granted RSUs with a performance condition and RSUs with a market condition, as further described below.

Outstanding RSUs at both December 30, 2023 and June 29, 2024 include RSUs with a performance condition and RSUs with a market condition, as further described below and in the Company’s 2023 Annual Report on Form 10-K.

RSUs with a performance condition granted on February 2, 2024 may vest on January 31 of 2027, 2028 and 2029 based on growth in operating income and pre-tax

income per diluted share from continuing operations as compared to the results from the 2023 fiscal year.

February 2, 2024, the Company granted 58,268 RSUs that vest based on a market condition.

These RSUs may vest based on the achievement of the target Company’s total shareholder return (“TSR”) compound annual growth rate, adjusted to reflect dividends (if any) paid during such periods and capital adjustments as may be necessary, and are eligible to vest annually starting after the sixth anniversary of the grant date and concluding after the tenth anniversary of the grant date.

2 unchanged sentences

Previously recognized compensation cost would be reversed only if the employee did not complete the requisite service period due to termination of employment.

The Company recognized approximately $ 632,000 and $ 958,000 of share-based compensation expense related to RSU awards in the thirteen-week periods ended March 30, 2024 and April 1, 2023, respectively.

As of March 30, 2024, there was a maximum of $ 49.3 million of total unrecognized compensation cost related to RSU awards granted under the Plans with an expected average remaining life of approximately 4.5 years.

Company recognized approximately $ 1,315,000 and $ 1,294,000 of share-based compensation expense related to RSU awards in the twenty-six-week

periods ended June 29, 2024 and July 1, 2023, respectively.

As of June 29, 2024, there was a maximum of $ 47.8 million of total unrecognized compensation cost related to RSU awards granted under the Plans with an expected average remaining life of approximately 3.8 years.

With respect to RSU awards with a performance condition, the amount of future compensation expense to be recognized will be determined based on future operating results.

Non-vested Restricted Stock and Deferred Stock Units

The following table summarizes information regarding the Company’s outstanding shares of non-vested restricted stock and Deferred Stock Units (defined below) under the Plans:

Restricted Stock and Deferred Stock Units

The following table summarizes information regarding the Company’s outstanding shares of non-vested

restricted stock and Deferred Stock Units (defined below) under the Plans:

Number of Shares

1 unchanged sentence

Weighted Average

Non-vested at December 30, 2023

Non-vested at March 30, 2024

The fair value of each share of non-vested restricted stock issued and Deferred Stock Unit granted under the Plans is based on the fair value of a share of the Company’s common stock on the date of grant.

Shares of non-vested restricted stock are generally subject to vesting in three equal annual installments either on the first, second and third anniversary of the date of the grant or the third, fourth and fifth anniversary of the date of the grant, in two equal annual installments on the first and second anniversary of the date of the grant or 100 % on the first, third or fifth anniversary of the date of the grant.

at December 30, 2023

at June 29, 2024

The fair value of each share of non-vested

restricted stock issued and Deferred Stock Unit granted under the Plans is based on the fair value of a share of the Company’s common stock on the date of grant.

Shares of non-vested

restricted stock are generally subject to vesting in three equal annual installments either on the first, second and third anniversary of the date of the grant or the third, fourth and fifth anniversary of the date of the grant, in two equal annual installments on the first and second anniversary of the date of the grant or 100 % on the first, third or fifth anniversary of the date of the grant.

For restricted stock awards granted under the 2022 DSCP, each recipient may elect to defer receipt of shares and instead receive restricted stock units (“Deferred Stock Units”), which represent contingent rights to receive shares of the Company’s common stock on the date of the recipient’s separation from service from the Board of Directors, or, if earlier, upon a change in control event of the Company.

2 unchanged sentences

However, Deferred Stock Units do contain the right to receive dividend equivalent payments prior to settlement into shares.

As of March 30, 2024, there was $ 7,427,000 of total unrecognized compensation cost related to non-vested shares of restricted stock and Deferred Stock Units granted under the Plans.

The unrecognized compensation cost related to these non-vested shares of restricted stock and Deferred Stock Units is expected to be recognized over a weighted average period of 2.2 years.

As of June 29, 2024, there was $ 7,368,000 of total unrecognized compensation cost related to non-vested

shares of restricted stock and Deferred Stock Units granted under the Plans.

The unrecognized compensation cost related to these non-vested

shares of restricted stock and Deferred Stock Units is expected to be recognized over a weighted average period of 1.9 years.

Stock Options

The Company had no remaining issued and outstanding vested or unvested stock options or unrecognized compensation costs related to non-vested stock options granted under the Plans as of December 30, 2023 and March 30, 2024.

The total intrinsic value of stock options exercised during the thirteen-week period ended April 1, 2023 was $ 218,000 .

The Company had no issued and outstanding vested or unvested stock options or unrecognized compensation costs related to non-vested

stock options granted under the Plans as of December 30, 2023

June 29, 2024.

The total intrinsic value of stock options exercised during the twenty-six-week

period ended July 1, 2023 was $ 218,000 .

(3) Income Taxes

The provisions for income taxes for the 2024 and 2023 thirteen-week periods were based on estimated annual effective income tax rates of 24.5 % and 24.4 %, respectively, adjusted for discrete events, such as benefits resulting from stock-based awards.

The effective income tax rate for the 2024 thirteen-week period was 23.5 %.

The provisions for income taxes for the 2024 and 2023 twenty-six-week

periods were based on estimated annual effective income tax rates of 24.5 % and 24.4 %, respectively, adjusted for discrete events, such as benefits resulting from stock-based awards.

The effective income tax rate for the 2024 twenty-six-week

period was 24.1 %.

The effective income tax rate was higher than the statutory federal income tax rate of 21 % in the 2024 period primarily attributable to state taxes.

The effective income tax rate for the 2023 thirteen-week period was 23.3 %.

The effective income tax rate for the 2023 twenty-six-week

period was 23.9 %.

The effective income tax rate was higher than the statutory federal income tax rate of 21 % in the 2023 period primarily attributable to state taxes.

3 unchanged sentences

Diluted earnings per share are based on the weighted average number of common shares outstanding plus the incremental shares that would have been outstanding upon the assumed exercise of all dilutive stock options.

For each of the thirteen-week periods ended March 30, 2024 and April 1, 2023, the weighted-average number of common shares outstanding is the same for purposes of the calculations of both basic and diluted earnings per share.

During and as of the thirteen-week

period ended March 30, 2024, there were no outstanding stock options issued by the Company.

For the thirteen-week period ended April 1, 2023, the impact on earnings per share of future compensation expense related to outstanding, unvested time-based awards was greater than the incremental impact of outstanding dilutive stock options, and would therefore have an anti-dilutive effect on earnings per share if included in the calculation of earnings per share.

Accordingly, the Company had no reconciling items between the average number of common shares outstanding used to calculate basic earnings per common share and the average number of common shares and common share equivalents outstanding used to calculate diluted earnings per share during each of the 2024 and 2023 thirteen-week periods.

For each of the twenty-six-week

and thirteen-week periods ended June 29, 2024 and July 1, 2023, the weighted-average number of common shares outstanding is the same for purposes of the calculations of both basic and diluted earnings per share.

During and as of

the twenty-six-week

period ended June 29, 2024, there were no

outstanding stock options issued by the Company.

For the twenty-six-week

period ended July 1, 2023, the impact on earnings per share of future compensation expense related to outstanding, unvested time-based awards was greater than the incremental impact of outstanding dilutive stock options, and would therefore have an anti-dilutive effect on earnings per share if included in the calculation of earnings per share.

and thirteen-week periods.

Outstanding RSUs were excluded from the calculation of diluted earnings per share for all periods because the performance metric requirements or market condition for vesting had not been satisfied.

(5) Additional Cash Flow Information

During the 2024 thirteen-week period, Landstar received income tax refunds, net of income tax payments, of $ 495,000 and paid interest of $ 825,000 .

During the 2023 thirteen-week period, Landstar paid income taxes and interest of $ 895,000 and $ 1,030,000 , respectively.

Landstar acquired operating property by entering into finance leases in the amount of $ 1,325,000 in the 2024 thirteen-week period.

Landstar did not acquire any operating property by entering into finance leases in the 2023 thirteen-week period.

the 2024 twenty-six-week

period, Landstar paid income taxes and interest of $ 28,096,000 and $ 1,628,000 , respectively.

During the 2023 twenty-six-week

period, Landstar paid income taxes and interest of $ 47,818,000 and $ 1,957,000 , respectively.

Landstar acquired operating property by entering into finance leases in the amount of $ 17,144,000 in the 2024 twenty-six-week

Landstar did not acquire any operating property by entering into finance leases in the 2023 twenty-six-week

During the 2024 twenty-six-week

period, the Company purchased its common stock at a total cost of $ 56,995 ,000, including $ 56,515 ,000 in cash purchases and accrued excise tax of $ 480,000 , which is included in other current liabilities in the consolidated balance sheet at June 29, 2024.

(6) Segment Information

The following table summarizes information about the Company’s reportable business segments as of and for the thirteen-week periods ended March 30, 2024 and April 1, 2023 (in thousands):

The following table summarizes information about the Company’s reportable business segments as of and for the twenty-six-week

and thirteen-week periods ended June 29, 2024 and July 1, 2023 (in thousands):

June 29, 2024

Transportation

External revenue

Internal revenue

Investment income

Operating income

Expenditures on long-lived assets

Thirteen Weeks Ended

March 30, 2024

April 1, 2023

June 29, 2024

Transportation

5 unchanged sentences

Expenditures on long-lived assets

In the thirteen-week periods ended March 30, 2024 and April 1, 2023, no single customer accounted for more than 10 % of the Company’s consolidated revenue.

In the twenty-six-week

periods ended June 29, 2024 and July 1, 2023, no single customer accounted for more than 10 % of the Company’s consolidated revenue.

(7) Other Comprehensive Income

The following table presents the components of and changes in accumulated other comprehensive (loss) income, net of related income taxes, as of and for the thirteen-week period ended March 30, 2024 (in thousands):

The following table presents the components of and changes in accumulated other comprehensive (loss) income, net of related income taxes, as of and for the twenty-six-week

period ended June 29, 2024 (in thousands):

Holding (Losses)

3 unchanged sentences

Other comprehensive income (loss)

Balance as of March 30, 2024

Amounts reclassified from accumulated other comprehensive income to investment income due to the realization of previously unrealized gains and losses in the accompanying consolidated statements of income were not significant for the thirteen-week period ended March 30, 2024.

Balance as of June 29, 2024

period ended June 29, 2024.

(8) Investments

Investments include primarily investment-grade corporate bonds, asset-backed securities and U.S.

Investments include primarily investment-grade corporate bonds, asset-backed securities, commercial paper and U.S.

treasury obligations having maturities of up to five years (the “bond portfolio”) and money market investments.

12 unchanged sentences

Fair value of the bond portfolio was determined using Level 1 inputs related to U.S.

Treasury obligations and money market investments and Level 2 inputs related to investment-grade corporate bonds, asset-backed securities and direct obligations of government agencies.

Unrealized losses, net of unrealized gains, on the investments in the bond portfolio

were $ 5,954,000 and $ 6,382,000 at March 30, 2024 and December 30, 2023, respectively.

The amortized cost and fair values of available-for-sale investments are as follows at March 30, 2024 and December 30, 2023 (in thousands):

March 30, 2024

Treasury obligations and money market investments and Level 2 inputs related to investment-grade corporate bonds, asset-backed securities, commercial paper and direct obligations of government agencies.

Unrealized losses, net of unrealized gains, on the investments in the bond portfolio were $ 5,432,000 and $ 6,382,000 at June 29, 2024 and December 30, 2023, respectively.

The amortized cost and fair values of available-for-sale

investments are as follows at June 29, 2024 and December 30, 2023 (in thousands):

June 29, 2024

Money market investments

Asset-backed securities

Corporate bonds and direct obligations of government agencies

Corporate bonds, commercial paper and direct obligations of government agencies

Treasury obligations

2 unchanged sentences

Asset-backed securities

Corporate bonds and direct obligations of government agencies

Corporate bonds, commercial paper and direct obligations of government agencies

Treasury obligations

For those available-for-sale

investments with unrealized losses at March 30, 2024 and December 30, 2023, the following table summarizes the duration of the unrealized loss (in thousands):

investments with unrealized losses at June 29, 2024 and December 30, 2023, the following table summarizes the duration of the unrealized loss (in thousands):

Less than 12 months

12 months or longer

March 30, 2024

June 29, 2024

Asset-backed securities

Corporate bonds and direct obligations of government agencies

Corporate bonds, commercial paper, and direct obligations of government agencies

Treasury obligations

1 unchanged sentence

Asset-backed securities

Corporate bonds and direct obligations of government agencies

Corporate bonds, commercial paper, and direct obligations of government agencies

Treasury obligations

2 unchanged sentences

For these reasons, no losses have been recognized in the Company’s consolidated statements of income.

Landstar’s noncancelable leases are primarily comprised of finance leases for the acquisition of new trailing equipment.

noncancelable leases are primarily comprised of finance leases for the acquisition of new trailing equipment.

Each finance lease for the acquisition of trailing equipment is a five year lease with a $ 1 purchase option for the applicable equipment at lease expiration.

Substantially all of Landstar’s operating lease right-of-use assets and operating lease liabilities represent leases for facilities maintained in support of the Company’s network of BCO Independent Contractors and office space used to conduct Landstar’s business.

These leases do not have significant rent escalation holidays, concessions, leasehold improvement incentives or other build-out clauses.

Substantially all of Landstar’s operating lease right-of-use

assets and operating lease liabilities represent leases for facilities maintained in support of the Company’s network of BCO Independent Contractors and office space used to conduct Landstar’s business.

These leases do not have significant rent escalation holidays, concessions, leasehold improvement incentives or other build-out

Further, the leases do not contain contingent rent provisions.

Landstar also rents certain trailing equipment to supplement the Company-owned trailer fleet under “month-to-month” lease terms, which are not required to be recorded on the balance sheet due to the less than twelve month lease term exemption.

Landstar also rents certain trailing equipment to supplement the Company-owned trailer fleet under “month-to-month”

lease terms, which are not required to be recorded on the balance sheet due to the less than twelve month lease term exemption.

Sublease income is primarily comprised of weekly trailing equipment rentals to BCO Independent Contractors.

Most of Landstar’s operating leases include one or more options to renew.

The exercise of lease renewal options is typically at Landstar’s sole discretion, and, as such, the majority of renewals to extend the lease terms are not included in the right-of-use assets and lease liabilities as they are not reasonably certain of exercise.

The exercise of lease renewal options is typically at Landstar’s sole discretion, and, as such, the majority of renewals to extend the lease terms are not included in the right-of-use

assets and lease liabilities as they are not reasonably certain of exercise.

Landstar regularly evaluates the renewal options, and when they are reasonably certain of exercise, Landstar includes the renewal period in the lease term.

2 unchanged sentences

therefore, based on the applicable lease terms and the current economic environment, the Company applies a portfolio approach for determining the incremental borrowing rate.

The components of lease cost for finance leases and operating leases for the thirteen weeks ended March 30, 2024 were (in thousands):

The components of lease cost for finance leases and operating leases for the twenty-six

weeks ended June 29, 2024 were (in thousands):

Finance leases:

Amortization of right-of-use assets

Amortization of right-of-use

Interest on lease liability

5 unchanged sentences

Total net lease cost

A summary of the lease classification on the Company’s consolidated balance sheet as of March 30, 2024 is as follows (in thousands):

A summary of the lease classification on the Company’s consolidated balance sheet as of June 29, 2024 is as follows (in thousands):

Operating lease right-of-use

Finance lease assets

Operating property, less accumulated depreciation and amortization

Operating property, less accumulated

depreciation and amortization

Total lease assets

The following table reconciles the undiscounted cash flows for the finance and operating leases to the finance and operating lease liabilities recorded on the balance sheet at March 30, 2024 (in thousands):

The following table reconciles the undiscounted cash flows for the finance and operating leases to the finance and operating lease liabilities recorded on the balance sheet at June 29, 2024 (in thousands):

2024 Remainder

6 unchanged sentences

Deferred income taxes and other noncurrent liabilities

The weighted average remaining lease term and the weighted average discount rate for finance and operating leases as of March 30, 2024 were:

The weighted average remaining lease term and the weighted average discount rate for finance and operating leases as of June 29, 2024 were:

Finance Leases

2 unchanged sentences

Weighted average discount rate

than the finance lease obligations as presented on the consolidated balance sheets, the Company had no outstanding debt as of March 30, 2024 and December 30, 2023.

On July 1, 2022 , Landstar entered into a second amended and restated credit agreement with a bank syndicate led by JPMorgan Chase Bank, N.A., as administrative agent (the “Credit Agreement”).

The Credit Agreement, which matures July 1, 2027, provides for borrowing capacity in the form of a revolving credit facility of $ 300,000,000 , $ 45,000,000 of which may be utilized in the form of letters of credit.

than the finance lease obligations as presented on the consolidated balance sheets, the Company had no outstanding debt as of June 29, 2024 and December 30, 2023.

July 1, 2022 , Landstar entered into a second amended and restated credit agreement with a bank syndicate led by JPMorgan Chase Bank, N.A., as administrative agent (

as further amended as of June 21, 2024,

the “Credit Agreement”).

The Credit Agreement, which matures July 1, 2027, provides for borrowing capacity in the form of a revolving credit facility of $

300,000,000 , $

45,000,000 of which may be utilized in the form of letters of credit.

The Credit Agreement also includes an “accordion” feature providing for a possible increase of up to an aggregate amount of borrowing capacity of $

As of March 30, 2024, the Company had no borrowings outstanding under the Credit Agreement.

600,000,000 .

As of June 29, 2024, the Company had

no borrowings outstanding under the Credit Agreement.

The revolving credit loans under the Credit Agreement, at the option of Landstar, bear interest at (i) a forward-looking term rate based on the secured overnight financing rate plus 0.10 % and an applicable margin ranging from 1.25 % to 2.00 %, or (ii) an alternate base rate plus an applicable margin ranging from 0.25 % to 1.00 %, in each case with the applicable margin determined based upon the Company’s Leverage Ratio, as defined in the Credit Agreement, at the end of the most recent applicable fiscal quarter for which financial statements have been delivered.

11 unchanged sentences

(11) Commitments and Contingencies

Short-term investments include $ 62,781,000 in current maturities of investments held by the Company’s insurance segment at March 30, 2024.

The non-current portion of the bond portfolio of $ 85,298,000 is included in other assets.

The short-term investments, together with $ 22,834,000 of non-current investments, provide collateral for the $ 77,054,000 of letters of credit issued to guarantee payment of insurance claims.

As of March 30, 2024, Landstar also had $ 33,492,000 of additional letters of credit outstanding under the Company’s Credit Agreement.

Short-term investments include $ 65,959,000 in current maturities of investments held by the Company’s insurance segment at June 29, 2024.

The non-current

portion of the bond portfolio of $ 83,856,000 is included in other assets.

The short-term investments, together with $ 20,295,000 of non-current

investments, provide collateral for the $ 77,629,000 of letters of credit issued to guarantee payment of insurance claims.

As of June 29, 2024, Landstar also had $ 35,025,000 of additional letters of credit outstanding under the Company’s Credit Agreement.

The Company is involved in certain claims and pending litigation arising from the normal conduct of business.

3 unchanged sentences

Accounting Standards Issued But Not Yet Adopted

In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280):

In November 2023, the FASB issued ASU 2023-07,

Segment Reporting (Topic 280):

Improvements to Reportable Segment Disclosures

(“ASU 2023-07”), which expands disclosures about a public entity’s reportable segments and requires more enhanced information about a reportable segment’s expenses, interim segment profit or loss, and how a public entity’s chief operating decision maker uses reported segment profit or loss information in assessing segment performance and allocating resources.

ASU 2023-07 is effective for annual periods beginning after December 15, 2023.

The Company is currently evaluating the impact of ASU 2023-07 on its consolidated financial statements and related disclosures.

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740):

(“ASU 2023-07”),

which expands disclosures about a public entity’s reportable segments and requires more enhanced information about a reportable segment’s expenses, interim segment profit or loss, and how a public entity’s chief operating decision maker uses reported segment profit or loss information in assessing segment performance and allocating resources.

is effective for annual periods beginning after December 15, 2023.

The Company expects ASU 2023-07

to impact only its disclosures with no impacts to its financial condition, results of operations or cash flows.

In December 2023, the FASB issued ASU 2023-09,

Income Taxes (Topic 740):

Improvements to Income Tax Disclosures

(“ASU 2023-09”), which expands disclosures in an entity’s income tax rate reconciliation table and regarding cash taxes paid both in the U.S.

(“ASU 2023-09”),

which expands disclosures in an entity’s income tax rate reconciliation table and regarding cash taxes paid both in the U.S.

and foreign jurisdictions.

ASU 2023-09 is effective for annual periods beginning after December 15, 2024.

ASU 2023-09 is not expected to have a material impact on the Company’s consolidated financial statements and related disclosures.

is effective for annual periods beginning after December 15, 2024.

is not expected to have a material impact on the Company’s consolidated financial statements and related disclosures.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements