What changed in this filing

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Item 1. Business

2025-02-28 compared with 2024-02-23 · 96 added, 114 removed, 301 unchanged (41% of the section changed)

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Founded in 1882, MatNav provides a vital lifeline of ocean freight transportation services to the domestic non-contiguous economies of Hawaii, Alaska and Guam, and to other island economies in Micronesia.

MatNav also operates premium, expedited services from China to Long Beach, California, provides services to Okinawa, Japan and various islands in the South Pacific, and operates an international export service from Dutch Harbor, Alaska to Asia.

In addition, subsidiaries of MatNav provide stevedoring, refrigerated cargo services, inland transportation and other terminal services for MatNav on the Hawaiian islands of Oahu, Hawaii, Maui and Kauai, and for MatNav and other ocean carriers in Alaska.

Matson has a 35 percent ownership interest in SSA Terminals, LLC, a joint venture between Matson Ventures, Inc., a wholly-owned subsidiary of MatNav, and SSA Ventures, Inc., a subsidiary of Carrix, Inc.

Matson has a 35 percent ownership interest in SSA Terminals, LLC (“SSAT”), a joint venture between Matson Ventures, Inc., a wholly-owned subsidiary of MatNav, and SSA Ventures, Inc., a subsidiary of Carrix, Inc.

SSAT currently provides terminal and stevedoring services to various carriers at eight terminal facilities on the U.S.

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(iii) warehousing, trans-loading, value-added packaging and distribution services (collectively, “Warehousing” services);

and (iv) supply chain management, non-vessel operating common carrier (“NVOCC”) freight forwarding and other services.

and (iv) purchase order management, booking services, and non-vessel operating common carrier (“NVOCC”) freight forwarding services (collectively, “Supply Chain Management” services).

Our Mission and Vision:

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China Service:

Matson’s expedited China-Long Beach Express (“CLX”) service is part of an integrated service that carries cargo from Long Beach, California to Honolulu, Hawaii, to Guam, and then to Okinawa, Japan.

The vessels continue to Ningbo and Shanghai, China, where they are loaded with cargo to be discharged primarily in Long Beach, California at a Matson-exclusive terminal operated by SSAT.

Matson’s expedited China-Long Beach Express (“CLX”) service is part of an integrated service that carries cargo from Long Beach, California to Honolulu, Hawaii, Guam, and Okinawa, Japan.

The vessels then continue on to Ningbo and Shanghai, China, where they are loaded with cargo to be discharged primarily in Long Beach, California at a Matson-exclusive terminal operated by SSAT.

These vessels also carry cargo destined for Hawaii which originated in Guam, Micronesia, Okinawa, China and other Asian countries.

Matson provides container transshipment services from many locations in Asia including Southern China, Hong Kong, Vietnam and Xiamen, China to the United States via Shanghai.

Matson operates a second expedited service to the U.S.

West Coast with the China-Long Beach Express Plus (“CLX+”) service.

The CLX+ service primarily uses chartered vessels and operates weekly from Ningbo and Shanghai, China where they are loaded with cargo to be discharged primarily at Long Beach, California, calling at an SSAT-operated terminal.

On February 18, 2024, the Company renamed the CLX+ service to Matson Asia Express (“MAX”).

Eastbound cargo from China to Long Beach, California consists mainly of garments, e-commerce related goods, consumer electronics, footwear and other merchandise.

West Coast with the Matson Asia Express (“MAX”) service.

The MAX service primarily uses chartered vessels and operates weekly from Ningbo and Shanghai, China where they are loaded with cargo to be discharged primarily at Long Beach, California, calling at an SSAT-operated terminal.

Both services also carry transshipment cargo originating in many locations throughout Asia, including Vietnam and Southern China to the U.S.

via Shanghai, China.

Eastbound cargo from China to Long Beach, California consists mainly of e-commerce related goods, garments, consumer electronics, footwear and other merchandise.

Guam Service:

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West Coast and Guam, as part of its CLX service.

Matson also provides weekly connecting service from Guam to the Commonwealth of the Northern Mariana Islands.

Matson also provides weekly U.S.

flag barge service connecting Guam to the Commonwealth of the Northern Mariana Islands.

Cargo destined to Guam mainly includes dry containers of mixed commodities, refrigerated containers of food, beverages, retail merchandise, building materials and household goods.

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West Coast and the port of Naha in Okinawa, Japan, as part of its CLX service.

This service mainly carries general sustenance cargo in both dry and refrigerated containers and household goods supporting the U.S.

This service mainly carries freight supporting the U.S.

government including general sustenance cargo in both dry and refrigerated containers and household goods.

Micronesia Service:

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Cargo destined for these locations is transshipped through Guam and consists mainly of general sustenance cargo, building materials, hardware and retail merchandise.

The service to Kwajalein is provided by a U.S.

flag vessel or barge.

Alaska Service:

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Southbound cargo from Alaska primarily consists of seafood, household goods and automobiles.

Matson’s Alaska-Asia Express (“AAX”) service provides carriage of seafood primarily from Kodiak and Dutch Harbor, Alaska to many locations in Asia via its transshipment ports of Ningbo and Shanghai, China, and Busan, South Korea.

The AAX service utilizes CLX+ vessels on their westbound return voyages to China.

Matson’s Alaska-Asia Express (“AAX”) service provides carriage of seafood primarily from Kodiak and Dutch Harbor, Alaska to many locations in Asia via Matson’s transshipment ports of Shanghai and Ningbo, China.

The AAX service utilizes MAX vessels on their westbound return voyages to China.

South Pacific Service:

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Additionally, Matson provides slot charter arrangements for the transportation of cargo from major ports on the east coast of Australia to ports in the South Pacific islands.

The NZX service also distributes and sells domestic bulk fuel to a variety of these islands.

The NZX service also delivers and sells domestic bulk fuel to a variety of these islands.

Terminal and Other Related Services:

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West Coast, including three facilities dedicated for MatNav’s use, in Long Beach and Oakland, California and in Tacoma, Washington.

Matson utilizes the services of other third-party terminal operators at all of the other ports where its vessels are served.

Vessel Management Services:

Matson contracts with the U.S.

Department of Transportation to provide vessel management services to manage and maintain three Ready Reserve Force vessels on behalf of the U.S.

Department of Transportation Maritime Administration (“MARAD”).

Matson utilizes the services of other third-party terminal operators at the other ports where its vessels are served.

Vessel Information:

Matson’s fleet includes both owned and chartered vessels.

Matson’s owned vessels represent an investment of approximately $2.3 billion.

The majority of Matson’s owned vessels are U.S.

flagged and Jones Act qualified vessels, and operate in Matson’s Hawaii, China, Guam, Japan, Micronesia and Alaska services.

Details of Matson’s active and reserve vessels as of December 31, 2023 are as follows:

Matson’s fleet includes both owned and chartered vessels and barges.

Matson’s owned fleet represents an investment of approximately $2.5 billion.

The majority of Matson’s owned fleet is made up of U.S.

flagged and Jones Act qualified vessels that operate in Matson’s Hawaii, China, Guam, Japan, Micronesia and Alaska services.

Details of Matson’s active and reserve fleet as of December 31, 2024 are as follows:

Usable Cargo Capacity

Name of Vessels

Containers (1)

Name of Vessel

Vessels-Owned:

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Vessels-Chartered:

MATSON MAGNOLIA (6)

December 2027

MATSON WAIKIKI (6)

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MATSON OAHU (6)

November 2027

MATSON KAUAI (6)

MATSON MOLOKAI (6)

Barges-Owned:

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December 2025

(1) Container numbers are based upon vessel construction specifications.

Twenty-foot Equivalent Units (“TEU”) is a standard measure of cargo volume correlated to a standard 20-foot dry cargo container.

(2) Actual operating speed of the vessel may vary from the Vessel Design Speed.

(3) Charter expiration date represents the approximate earliest month the vessel can be returned to its owner.

Actual loadable containers may vary from these amounts.

(2) Operating speed of the vessel may vary from the Vessel Design Speed.

(3) Charter expiration dates represent the approximate month the vessel can be returned to its owner.

Some vessel charter agreements include options for the Company to further extend the charter period.

flagged and Jones Act qualified vessel or barge.

flagged vessel.

flagged vessel or barge.

(6) Foreign-flagged vessel.

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Containership

Matson expects to deploy the three new vessels in the CLX service and redeploy three existing vessels into the Alaska service.

Matson expects to deploy the three new Aloha Class vessels in the CLX service and redeploy three existing vessels into the Alaska service.

The new vessels will have dual-fuel engines and be equipped with tanks, piping and cryogenic equipment designed to operate on LNG, conventional and alternative fuels.

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Each new vessel is expected to provide approximately 500 containers of additional capacity per voyage in the CLX service.

The contract cost of the new vessel program is approximately $1.0 billion in total, and milestone payments are expected to be financed with cash currently on deposit in the Company’s Capital Construction Fund, cash and cash equivalents on the Company’s Consolidated Balance Sheets and through cash flows generated from future operations, borrowings available under the Company’s unsecured revolving credit facility or additional debt financings .

The initial contract cost of the new vessel program is approximately $1.0 billion, with milestone payments expected to be financed with cash currently on deposit in the Company’s Capital Construction Fund, cash and cash equivalents on the Company’s Consolidated Balance Sheets and through cash flows generated from future operations, borrowings available under the Company’s unsecured revolving credit facility or additional debt financings .

Actual and future vessel construction progress milestone payments based on signed agreements and change orders, excluding vessel steel price adjustments, owners’ items and capitalized interest, are expected to be as follows:

Future Milestone Payments

Vessel Construction Obligations (in millions)

Vessel Construction Obligations

(in millions)

December 31, 2024

Three Aloha Class Containerships

Matson is also installing tanks, piping and cryogenic equipment on existing Aloha Class vessels so that they can operate on LNG, conventional and alternative fuels.

The LNG installation project on Daniel K.

Inouye was completed in the third quarter of 2023 at a total cost of approximately $47 million.

LNG installation work on Kaimana Hila is currently scheduled to begin during the second quarter of 2024, and the total cost is expected to be approximately $47 million.

Additionally, in the third quarter of 2023, the Company commenced the reengining of Manukai to operate on LNG, conventional and alternative fuels and the total cost is expected to be approximately $72 million.

The three new Aloha Class vessels and LNG installation projects are important steps towards achieving Matson’s medium-term greenhouse gas (“GHG”) emissions goal which is to reduce Scope 1 GHG emissions from its owned fleet by 40% by 2030, using 2016 as a baseline year.

The three new Aloha Class vessels represent an important step towards Matson’s medium-term greenhouse gas (“GHG”) emissions goal to reduce Scope 1 GHG emissions from its owned fleet by 40% by 2030, using 2016 as a baseline year.

Matson has also set a long-term goal to achieve net zero Scope 1 GHG emissions from its owned fleet by 2050.

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Matson further contributes positively to the environment by testing and deploying leading technologies as the fleet is modernized.

The International Maritime Organization (“IMO”), to which the U.S.

and over 100 other countries are signatories, is a specialized agency of the United Nations that sets international environmental standards applicable to vessels operating under the flag of any signatory country.

The International Maritime Organization (“IMO”), of which the U.S.

and over 150 other countries are members, is a specialized agency of the United Nations that sets international environmental standards applicable to vessels operating under the flag of any member state.

Effective January 1, 2020, the IMO imposed regulations that generally require all vessels to burn fuel oil with a maximum sulfur content of ≤0.5 percent.

With respect to North America, all waters,

with certain limited exceptions, within 200 nautical miles of U.S.

With respect to North America, all waters, with certain limited exceptions, within 200 nautical miles of U.S.

and Canadian coastlines have been designated emission control areas (“ECAs”).

Since January 1, 2015, U.S.

Environmental Protection Agency regulations have reduced the fuel oil maximum sulfur content in designated ECAs.

Environmental Protection Agency regulations have reduced the fuel oil maximum sulfur content in designated ECAs to ≤0.1 percent.

In addition, since August 1, 2012, the California Air Resources Board has reduced the fuel oil maximum sulfur content to ≤0.1 percent within 24 miles of the California coastline.

All of Matson’s vessels are designed to operate in compliance with current IMO and ECA regulations as applicable.

Matson also maintains vessels which may operate as dry-dock relief or for emergency activation purposes under an Environmental Protection Agency (“EPA”) approved ECA permit enabling the use of fuel oil with a maximum sulfur content of ≤0.5 percent within the North America ECA or at any time on IMO compliant fuels.

In June 2021, the IMO adopted regulations requiring that, beginning with a vessel’s first annual, intermediate or renewal survey for an International Air Pollution Prevention (“IAPP”) certificate on or after January 1, 2023, all containerships with more than 10,000 dead weight tons meet specified Energy Efficiency Existing Ship Index (“EEXI”) levels.

EEXI is a one-time certification measuring a ship’s theoretical carbon dioxide (“CO 2 ”) emissions per transport work based on its design parameters.

Beginning in 2023, containerships with over 5,000 gross tonnage (“GT”) are also required to meet annual Carbon Intensity Indicator (“CII”) levels that become increasingly stringent towards 2030.

CII measures how efficiently a ship transports goods, and uses actual CO 2 emissions to determine an annual rating.

For ships that are not in compliance, a corrective action plan needs to be developed as part of the vessels’ Ship Energy Efficiency Management Plan (“SEEMP”) and approved.

Matson’s vessels are designed to operate in compliance with current IMO and ECA regulations as applicable.

Beginning in 2023, IMO regulations require containerships operating internationally with over 5,000 gross tonnage to comply with annual Carbon Intensity Indicator (“CII”) requirements that become increasingly stringent towards 2030.

CII measures how efficiently a ship transports goods, and uses calculated carbon dioxide (“CO 2 ”) emissions to determine an annual rating.

For ships that are not in compliance, a corrective action plan needs to be developed as part of the vessels’ Ship Energy Efficiency Management Plan (“SEEMP”) and approved by port state authorities.

The Company believes that its vessels are currently in compliance with these regulations.

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In addition, Matson completed the installation, energization and transition to a new redundant main switchgear.

Additional projects for the second phase relate to improvements to its existing backup power generators, installation of new above ground fuel storage tanks and other upgrades at the terminal, and are expected to be completed within the next three years.

The third phase represents a broader and long-term terminal expansion program at the Sand Island terminal facility.

Matson expects to expand into Pier 51A and portions of Pier 51B after Pasha Hawaii (“Pasha”) relocates to the newly constructed Kapalama container terminal (“KCT”) facility in 2025.

From 2024 to 2025, Matson expects to perform surveying, planning and design work in preparation for this expansion.

Additional projects for the second phase relate to improvements to its existing backup power generators and other terminal upgrades, which are expected to be completed within the next two years.

The third phase represents a broader and long-term expansion program at the Sand Island terminal facility.

Matson expects to expand into Pier 51A and portions of Pier 51B after Pasha Hawaii (“Pasha”) relocates to, and is operational at, the Kapalama Container Terminal (“KCT”) facility in late 2025 or early 2026.

Matson is currently performing surveying, planning and design work in preparation for this expansion.

Ocean Transportation Equipment:

As a complement to its fleet of vessels, Matson owns a variety of equipment including cranes, terminal equipment, containers and chassis, which represents an investment of approximately $0.8 billion as of December 31, 2023.

As a complement to its fleet of vessels and barges, Matson owns a variety of equipment including terminal cranes and equipment, containers, chassis and other property which represents an investment of approximately $0.9 billion as of December 31, 2024.

Matson also leases containers, chassis and other equipment under various operating lease agreements.

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Major components of Matson’s Ocean Transportation operating costs are as follows:

Direct Cargo Expense includes terminal handling costs including labor, purchased outside transportation and other related costs.

Direct Cargo Expense includes terminal handling costs including labor and wharfage, outside purchased transportation and other related costs.

Vessel Operating Expense includes crew wages and related costs;

fuel, pilots, tugs and line related costs;

pilots, tugs, lines and related costs;

vessel charter expenses;

and other vessel operating related expenses.

Matson purchases fuel oil, lubricants and gasoline for its operations and pays fuel-related surcharges to other third-party transportation providers.

Operating Overhead includes equipment repair costs, equipment lease and repositioning expenses, vessel repair and maintenance costs, depreciation and dry-docking amortization, insurance, port engineers and other maintenance costs, and other vessel and shoreside related overhead.

Operating Overhead Expense includes vessel repair and maintenance costs, inactive vessel costs, dry-docking amortization, equipment lease costs, equipment repair costs, insurance, port engineers and other maintenance costs, and other vessel and shoreside related overhead and other indirect costs.

The following is a summary of major competitors in Matson’s Ocean Transportation segment:

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flagged Jones Act competitor, Pasha, which operates container and roll-on/roll-off services between the ports of Long Beach, Oakland and San Diego, California to Hawaii.

flagged Jones Act barge operator, Aloha Marine Lines, also offers barge service between Seattle, Washington and Hawaii.

flagged Jones Act barge operator, Aloha Marine Lines, offers barge service between Seattle, Washington and Hawaii.

Foreign-flagged vessels carrying cargo to Hawaii from non-U.S.

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the most efficient terminal network on the U.S.

West Coast with three exclusive use terminals provided by SSAT;

West Coast with three exclusive use terminals provided by SSAT that allow for quicker and more reliable port calls;

a dedicated inter-island barge network which is integrated with Matson’s line haul schedule;

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The barge operators have historically shipped lower value commodities that can accommodate a longer transit time, as well as construction materials and other cargo that are not conducive to movement in containers.

Foreign-flagged vessels provide alternatives for companies shipping cargo (mainly seafood) from the Alaska ports of Kodiak and Dutch Harbor to international destinations.

Other competitors include air freight carriers and over-the-road trucking services.

Matson’s AAX service has two primary competitors, CMA CGM and Maersk Lines, which provide services between Dutch Harbor, Alaska and Asia.

Foreign-flagged vessels provide alternatives for companies shipping cargo (mainly seafood) from the Alaska ports of Kodiak and Dutch Harbor to international destinations.

The primary competitor of Matson’s AAX service is CMA CGM, which provides services between Dutch Harbor, Alaska and Asia.

Matson offers customers twice weekly scheduled service from Tacoma, Washington to Anchorage and Kodiak, Alaska, and a weekly service to Dutch Harbor, Alaska.

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China Service:

Major competitors to Matson’s China service include large international transpacific carriers such as CMA CGM, OOCL, ZIM, Evergreen and Cosco.

Major competitors to Matson’s China service include international transpacific carriers such as CMA CGM, Zim, Hede and Cosco.

Other competitors include air freight carriers.

Matson’s China service (CLX and CLX+) competes by offering fast and reliable service from the ports of Ningbo and Shanghai in China, and feeder services from other Asian ports of origin, to Long Beach, California.

Matson’s China service (CLX and MAX) competes by offering fast and reliable service from the ports of Ningbo and Shanghai in China, and feeder services from other Asian ports of origin connecting in Shanghai, China, to Long Beach, California.

Matson provides fixed day-of-the-week arrivals and industry leading cargo availability.

Matson’s service is further differentiated by best-in-class stevedoring services provided by SSAT, Matson dedicated terminal space, access to Shippers Transport Express off-dock container yards for faster truck turn times, Matson-dedicated equipment including chassis to speed cargo availability, one-stop intermodal connections, and world-class customer service.

Matson also provides intermodal

services in coordination with Matson Logistics.

Matson has offices located in Shanghai, Shenzhen, Xiamen, Ningbo and Hong Kong, and has contracted with terminal operators in Ningbo and Shanghai.

Matson also provides intermodal services in coordination with Matson Logistics.

Matson has offices located in Shanghai, Ningbo, Shenzhen, Xiamen and Hong Kong, and has contracted with terminal operators in Ningbo and Shanghai.

Guam Service:

Matson’s Guam service has one major competitor, APL, a U.S.

flagged subsidiary of CMA CGM, which operates a U.S.

Matson’s Guam service has one major competitor, APL, a subsidiary of CMA CGM, which operates a U.S.

flagged container service connecting the U.S.

West Coast to Guam and Saipan, via transshipments to U.S.

flagged feeder vessels in Yokohama, Japan and Busan, South Korea via a two-ship feeder service.

There are also other several foreign carriers that call at Guam from foreign origin ports, and air freight carriers.

Matson offers customers a weekly service to Guam as part of the CLX service from three ports on the U.S.

Matson’s ocean transit time, frequent sailing and reliable on-time performance provides an industry-leading service to its customers.

flagged feeder vessels in Yokohama, Japan and Busan, South Korea via a two-ship feeder service, and a third-party U.S.

flagged service with transshipments from Guam to Saipan.

There are also multiple foreign carriers that call at Guam from foreign origin ports, and air freight carriers.

Matson offers customers a weekly sailing to Guam as part of the CLX service from three ports on the U.S.

Matson’s ocean transit times, best-in-class services from all three U.S.

West Coast terminals and reliable on-time performance provides an industry-leading service to its customers.

Japan Service:

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For additional information on Ocean Transportation revenues for the years ended December 31, 2024, 2023 and 2022, see Note 2 to the Consolidated Financial Statements in Item 8 of Part II below.

Historically, Matson’s Ocean Transportation services have typically experienced seasonality in volume, generally following a pattern of increasing volume starting in the second quarter of each year, culminating in a peak season throughout the third quarter, with subsequent decline in demand during the fourth and first quarters.

Historically, Matson’s Ocean Transportation services have typically experienced seasonality in volume, generally following a pattern of increasing volume starting in the second quarter of each year culminating in the early part of the fourth quarter.

This seasonality is amplified in the Alaska service primarily due to winter weather and the timing of southbound seafood trade.

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Freight rates can be impacted by these seasonality trends as well as macro supply and demand variables.

Relatively high inflation and the impact of high interest rates on household discretionary income may affect the demand for consumer goods in our markets, which could impact seasonal variability and demand for the Company’s Ocean Transportation services in 2024.

Maritime Laws and the Jones Act :

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AMP seeks to inform elected officials and the public about the economic, national security, commercial, safety and environmental benefits of the Jones Act and similar cabotage laws.

Repeal of the Jones Act would allow foreign-flagged vessel operators that do not have to abide by all U.S.

laws and regulations to sail between U.S.

ports in direct competition with Matson and other U.S.

domestic operators that must comply with all such laws and regulations.

maritime laws require vessels operating between Guam, a U.S.

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Matson Logistics provides intermodal rail, highway, and other third-party logistics services for North American customers and international ocean carrier customers, including MatNav.

Matson Logistics creates significant benefits and value for its customers through volume purchases of rail, motor carrier and ocean transportation services, augmented by services such as shipment tracking and tracing, accessibility to its private fleet of 53-foot intermodal containers and single-vendor invoicing.

Matson Logistics creates significant benefits and value for its customers through volume purchases of rail, motor carrier and ocean transportation services, augmented by services such as shipment tracking and tracing, accessibility to its owned fleet of 53-foot intermodal containers and single-vendor invoicing.

Matson Logistics operates customer service centers and has sales offices throughout North America.

Freight Forwarding Services:

Matson Logistics provides LCL consolidation and freight forwarding services primarily to the Alaska market through its wholly-owned subsidiary, Span Intermediate, LLC (“Span Alaska”).

Matson Logistics provides Freight Forwarding services primarily to the Alaska market through its wholly-owned subsidiary, Span Intermediate, LLC (“Span Alaska”).

Span Alaska’s business aggregates LCL freight at its cross-dock facility in Auburn, Washington for consolidation and shipment to its service center in Anchorage and a network of other facilities in Alaska.

Span Alaska also provides trucking services to its Auburn cross-dock facility and from its Alaska based cross-dock facilities to final customer destinations in Alaska.

Warehousing and Distribution Services:

Warehousing Services:

Matson Logistics operates two warehouses in Georgia and two warehouses in Northern California providing warehousing, trans-loading, value-added packaging and distribution services.

Supply Chain Management and Other Services:

Matson Logistics provides customers with a variety of logistics services including purchase order management, booking services, customs brokerage, LCL and full container load NVOCC freight forwarding services.

Matson Logistics has supply chain operations in North America, China and other locations.

Matson Logistics provides customers with a variety of logistics services including purchase order management, booking services, customs brokerage, LCL and full container load NVOCC

freight forwarding services.

Matson Logistics has supply chain operations in North America, China, Southeast Asia and other locations.

Operating Costs:

Matson Logistics’ operating costs primarily consist of the costs of purchased transportation, leases of warehouses, cross-dock and other facility operating costs, salaries and benefits, and other operating overhead.

Matson Logistics’ operating costs include transportation costs, transportation brokerage expenses, agency commissions, leases of warehouses, cross-dock and other facility operating costs, wages and other related costs, and other operating overhead.

Matson Logistics competes with hundreds of local, regional, national and international companies that provide transportation and third-party logistics services.

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Additionally, while Matson Logistics primarily provides surface transportation brokerage, it also competes to a lesser degree with other forms of transportation for the movement of cargo such as air freight.

Matson Logistics’ freight forwarding services compete most directly with a variety of freight forwarding companies that operate within Alaska including Carlile, Lynden and American Fast Freight.

Matson Logistics’ Freight Forwarding services compete most directly with a variety of freight forwarding companies that operate within Alaska including Carlile, Lynden and Odyssey.

Customer Concentration:

Matson Logistics serves customers in numerous industries and geographical locations.

Matson Logistics serves customers in numerous industries.

The Company’s 10 largest logistics customers account for approximately 17 percent of the Company’s Logistics revenue.

For additional information on Logistics revenues for the years ended December 31, 2024, 2023 and 2022, see Note 2 to the Consolidated Financial Statements in Item 8 of Part II below.

In general, Matson Logistics’ services are not significantly impacted by seasonality factors, with the exception of its freight forwarding service to Alaska which may be affected by winter weather and the seasonal nature of the tourism industry.

Matson Logistics’ businesses experience seasonality in demand for their services as follows:

(i) Transportation Brokerage Services generally sees elevated truckload and intermodal shipment activity starting in the second quarter of each year, culminating in a peak season throughout the third quarter;

(ii) Freight Forwarding Services experiences seasonal trends similar to Matson’s Ocean Transportation Alaska service;

and (iii) Supply Chain Management and Other Services demand is generally stronger in the second and third quarters similar to Matson’s Ocean Transportation China service.

EMPLOYEES AND LABOR RELATIONS

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The Company’s success depends in part on employing a diverse, talented and engaged workforce that reflects its local communities, supports an environment of high standards and performance, and thrives in the Company’s collaborative and respectful culture.

During 2023, Matson had 4,315 employees worldwide, of which 158 employees were based in international locations and 3,012 employees were covered by collective bargaining agreements with unions.

As of December 31, 2024, Matson had 4,356 employees worldwide, of which 161 employees were based in international locations and 3,017 employees were covered by collective bargaining agreements with unions.

These numbers include seagoing personnel who rotate through billets (as described below) and temporary employees, but do not include employees of SSAT or other non-employee affiliates such as agents and contractors.

The composition of Matson’s workforce by geography is as follows:

Matson’s fleet of active vessels requires 326 billets to operate.

As of December 31, 2024, Matson’s fleet of active vessels requires 370 billets to operate.

Each billet corresponds to a position on a vessel that typically is filled by two or more employees because seagoing personnel rotate between active sea-duty and time ashore.

These amounts exclude billets related to Matson’s foreign-flagged chartered vessels where the vessel owner is responsible for its seagoing personnel.

Matson’s vessel management services also employed personnel in 32 billets to manage three U.S.

government vessels.

Diversity, Equity and Inclusion (“DE&I”):

For many years, Matson has been committed to improving diversity, providing equal pay for equal work and creating an inclusive culture.

While Matson’s workforce is representative of many of the communities where it operates, the Company has taken steps intended to help improve diversity within the Company and industry and to promote inclusivity for all.

In 2023, the Company continued to advance many of its diversity, equity and inclusion efforts.

This included continuing its efforts to analyze pay among various employee groups to confirm pay equity across the Company.

As part of its overall DE&I strategy, Matson continues to focus on developing and promoting equal employment opportunities, particularly for leadership positions.

The Company utilizes both internal and external learning and development programs to encourage and promote career opportunities and inclusivity for all within our diverse employee groups.

In 2023, over half of Matson promotions in management roles were women and/or diverse individuals.

Matson is also focused on supporting a more inclusive talent pool over the long-term by encouraging historically underrepresented groups such as women and diverse individuals to pursue careers in the maritime and logistics sectors.

To this end, in 2023 the Company awarded seventeen scholarships to diverse, high-achieving students at higher education institutions and maritime academies.

In support of the rollout of a new performance management program, Matson’s DE&I training efforts in 2023 emphasized recognizing and minimizing bias when reviewing employee performance, with over 260 managers participating in the program.

Specifically, the training focused on building awareness of types of bias, using objective criteria when assessing performance and increasing the number of performance feedback opportunities.

The composition of Matson’s domestic shoreside workforce by gender and diversity status in 2023 is as follows (data for seagoing personnel is not available to the Company):

The composition of management positions within Matson’s domestic shoreside workforce by gender and diversity status in 2023 is as follows (data for seagoing personnel is not available to the Company):

“Diverse” in these graphs refers to any employee who self-identifies as a minority under the categories established by the Equal Employment Opportunity Commission.

As part of its overall human capital strategy, Matson continues to focus on developing and promoting equal employment opportunities, particularly for leadership positions.

The Company utilizes both internal and external learning and development programs to encourage and promote career opportunities for all employees.

Matson is also focused on supporting a more diverse talent pool over the long-term by encouraging historically underrepresented groups to pursue careers in the maritime and logistics sectors.

Matson makes all employment decisions based on merit without regard to an individual’s race, gender, or other protected characteristics.

Total Rewards Programs:

Matson provides a highly competitive and balanced total rewards program designed to attract, retain and motivate its employees .

While factors such as job, location and business unit ultimately determine which plans an employee may be eligible for, the Company’s total rewards offering includes market competitive base salaries, cash and equity incentives, recognition awards, health and welfare benefits, and employee and employer funded retirement plans.

While factors such as job, location and business unit ultimately determine plans for which an employee may be eligible, the Company’s total rewards offering includes market competitive base salaries, cash and equity incentives, recognition awards, health and welfare benefits, and employee and employer funded retirement plans.

The Company believes that management level positions should have a portion of pay aligned with its short- and long-term business objectives.

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The Company focuses on providing the next generation of promising talent with the tools they need to build their own careers at Matson.

In 2023, 41 percent of open positions were filled through internal promotions.

The Company also provided approximately 2,200 hours of employee training and professional development opportunities, and tuition reimbursement programs, while giving annual performance reviews to its non-union workforce.

For more information on Matson’s human capital programs, see our Sustainability Report which is available at www.matson.com/sustainability .

In 2024, 49 percent of open positions were filled with internal candidates.

The Company also provided nearly 3,000 hours of employee training and professional development training, and tuition reimbursement programs, while giving annual performance reviews to its non-union workforce.

For more information on Matson’s human capital programs, see Matson’s Sustainability Report which is available at https:// www.matson.com/sustainability .

Bargaining Agreements:

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What changed 10-K

Item 1. Business