Form 8-K
8-K — LANDSTAR SYSTEM INC
Accession: 0001193125-26-434270
Filed: 2026-10-27
Period: 2026-10-27
CIK: 0000853816
SIC: 4213 (TRUCKING (NO LOCAL))
Item: Results of Operations and Financial Condition
Item: Regulation FD Disclosure
Item: Financial Statements and Exhibits
Documents
8-K — d176512d8k.htm (Primary)
EX-99.1 (d176512dex991.htm)
EX-99.2 (d176512dex992.htm)
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8-K
8-K (Primary)
Filename: d176512d8k.htm · Sequence: 1
8-K
LANDSTAR SYSTEM INC 021-238 false 0000853816 0000853816 2026-10-27 2026-10-27
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
Current Report
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) October 27, 2026
LANDSTAR SYSTEM, INC.
(Exact name of registrant as specified in its charter)
Delaware
021238
06-1313069
(State or other jurisdiction
(Commission
(I.R.S. Employer
of incorporation)
File Number)
Identification No.)
13410 Sutton Park Drive South, Jacksonville, Florida
32224
(Address of principal executive offices)
(Zip Code)
(904) 398-9400
(Registrant’s telephone number, including area code)
N/A
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading
Symbol(s)
Name of each exchange
on which registered
Common Stock
LSTR
NASDAQ
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02
Results of Operations and Financial Condition
On October 27, 2026, Landstar System, Inc. (“Landstar” or the “Company”) issued a press release announcing results for the thirteen-week period ended September 26, 2026 (the third quarter of fiscal 2026). A copy of the press release is attached hereto as Exhibit 99.1.
The information contained in Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.2 hereto, concerning the presentation to Landstar investors is hereby incorporated into this Item 2.02 by reference.
The information furnished under Item 2.02 of this Current Report on Form 8-K, including Exhibit 99.1 hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933.
Item 7.01
Regulation FD Disclosure
A slide presentation, dated October 27, 2026, is attached hereto as Exhibit 99.2 and is incorporated herein by reference. The slide presentation provides information that may be referred to by the Company on its conference call with investors scheduled to occur on October 27, 2026 in connection with the Company’s release of results for the third quarter of fiscal 2026.
The information furnished under Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.2 hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933.
Item 9.01
Financial Statements and Exhibits
Exhibits
99.1
Press Release, dated October 27, 2026, of Landstar System, Inc.
99.2
Slide Presentation, dated October 27, 2026, of Landstar System, Inc.
104
Inline XBRL for the cover page of this Current Report on Form 8-K
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
LANDSTAR SYSTEM, INC.
Date: October 27, 2026
By:
/s/ James P. Todd
Name:
James P. Todd
Title:
Vice President, Chief Financial Officer and Assistant Secretary
EX-99.1
EX-99.1
Filename: d176512dex991.htm · Sequence: 2
EX-99.1
Exhibit 99.1
For Immediate Release
October 27, 2026
LANDSTAR SYSTEM REPORTS THIRD QUARTER
REVENUE OF $1.512B AND EARNINGS PER SHARE OF $1.42
Jacksonville, FL - Landstar System, Inc. (NASDAQ: LSTR) (“Landstar” or the “Company”) today reported its financial results for the
2026 third quarter. The Company reported total revenue of $1.512 billion in the 2026 third quarter, an increase of 25% as compared to revenue of $1.205 billion in the 2025 third quarter, and basic and diluted earnings per share
(“EPS”) of $1.42 in the 2026 third quarter, an increase of 154% as compared to EPS of $0.56 in the 2025 third quarter. It should be noted that EPS in the 2025 third quarter was negatively impacted by
non-cash impairment charges of $30.1 million, or $0.66 per share, related to the previously disclosed strategic review of operations conducted during the 2025 third quarter, and, as further described
below, the 2026 third quarter EPS was negatively impacted by highly elevated insurance and claim costs. The Company also reported a 14% increase in gross profit and a 25% increase in variable contribution (defined as revenue less the cost of
purchased transportation and commissions to agents) in the 2026 third quarter, as compared in each case to the 2025 third quarter.
“The Landstar
team of independent business owners and employees excelled in a freight transportation backdrop that continues to improve. Our network generated truck revenue of $1.407 billion, an increase of 29% compared to the 2025 third quarter, with
revenue generated via van and unsided/platform equipment each increasing over 30% compared to the 2025 third quarter,” said Landstar President and Chief Executive Officer Frank Lonegro. “In addition, I was highly encouraged to see our
net 165 Business Capacity Owner (BCO) truck additions during the third quarter, the strongest quarterly improvement since the third quarter of 2021. We are continuing to deliver safety, security and service for our customers, and our BCOs achieved a
5% year-over-year improvement in DOT accident frequency. Even so, we are not immune to the challenges of the insurance and claims inflation prevalent in our industry.”
LANDSTAR SYSTEM/2
3Q 2026
3Q 2025
Change ($)
Change (%)
Revenue
$
1,511,787
$
1,205,406
$
306,381
25.4
%
Gross profit
$
126,547
$
111,060
$
15,487
13.9
%
Variable contribution
$
212,066
$
170,241
$
41,825
24.6
%
Operating income
$
65,540
$
26,326
$
39,214
149.0
%
Basic and diluted earnings per share (“EPS”)
$
1.42
$
0.56
$
0.86
153.6
%
(1)
Dollars above in thousands, except per share amounts.
(2)
Please refer to the Consolidated Statements of Income and the Reconciliation of Gross Profit to Variable
Contribution included below.
(3)
Operating income and EPS during the 2025 third quarter were negatively impacted by $30.1 million and
$0.66, respectively, as a result of non-cash impairment charges.
Third quarter 2026 EPS
reflected highly elevated insurance and claim costs of $55.3 million, an increase from $33.0 million of insurance and claim costs reported during the 2025 third quarter. The following items are reflected in insurance and claims for the
2026 third quarter:
•
Approximately $13.0 million, or $0.29 per share, of adverse actuarial adjustments to insurance and claim
reserves.
•
$8.0 million, or $0.18 per share, of prior year development attributable to settlements of a 2024 brokered
truck accident claim and a 2025 BCO accident.
During the 2026 third quarter, truck revenue was $1,407 million, an increase of 29%,
as compared to the 2025 third quarter truck revenue of $1,090 million. Truck revenue per load increased approximately 25% in the 2026 third quarter compared to the 2025 third quarter, and the number of loads hauled via truck increased
approximately 3% compared to the 2025 third quarter.
Truck transportation revenue hauled by independent business capacity owners (“BCOs”) and
truck brokerage carriers in the 2026 third quarter was 93% of revenue, compared to 90% of revenue in the 2025 third quarter. Truckload transportation revenue hauled via van equipment in the 2026 third quarter was $760 million, compared to
$583 million in the 2025 third quarter. Truckload transportation revenue hauled via unsided/platform equipment in the 2026 third quarter was $519 million, compared to $386 million in the 2025 third quarter. Revenue from other truck
transportation, which is largely related to power-only services, in the 2026 third quarter was $104 million, compared to $96 million in the 2025 third quarter. Revenue hauled by rail, air and ocean cargo carriers was $83 million,
or 5% of revenue, in the 2026 third quarter, compared to $96 million, or 8% of revenue, in the 2025 third quarter.
LANDSTAR SYSTEM/3
Gross profit in the 2026 third quarter was $127 million, as compared to $111 million in the 2025
third quarter. Variable contribution in the 2026 third quarter was $212 million, compared to $170 million in the 2025 third quarter. Reconciliations of gross profit to variable contribution and gross profit margin to variable contribution
margin for the 2026 and 2025 third quarters and year-to-date periods are provided in the Company’s accompanying financial disclosures.
Landstar continues to return capital to stockholders through the Company’s share purchase program and dividends. During the 2026 third quarter,
Landstar purchased 232,645 shares of its common stock at an aggregate cost of $41.4 million, bringing the total number of common shares purchased during the year-to-date period ended September 26, 2026 to 383,568 shares at an aggregate
cost of approximately $64.0 million. The Company is currently authorized to purchase up to an additional 882,550 shares of the Company’s common stock under its longstanding share purchase program. Landstar also announced today that its
Board of Directors declared a quarterly dividend of $0.44 per share payable on December 8, 2026, to stockholders of record as of the close of business on November 17, 2026. It is currently the intention of the Board to continue to pay
dividends on a quarterly basis going forward.
The Company’s balance sheet continues to be very strong, with cash and short-term investments of
approximately $351 million as of September 26, 2026. Trailing twelve-month return on average shareholders’ equity was 19%. Return on invested capital, representing net income divided by the sum of average equity plus
average debt, was 18%.
Landstar will provide a live webcast of its quarterly earnings conference call this afternoon at 4:30 p.m. ET. To access the
webcast, visit https://www.investor.landstar.com; click on “Webcasts,” then click on “Landstar’s Third Quarter 2026 Earnings Release Conference Call.” A slide presentation to accompany the webcast presentation is also
available on Landstar’s investor relations website at https://investor.landstar.com/.
LANDSTAR SYSTEM/4
Contact:
Jim
Todd
Chief Financial Officer
904-398-9400
About Landstar:
Landstar System, Inc., is a
technology-enabled, asset-light provider of freight transportation and logistics solutions focused on safety, security and service to a broad range of customers utilizing a network of agents, third-party capacity providers and employees. Landstar
transportation services companies are certified to ISO 9001:2015 quality management system standards and RC14001:2015 environmental, health, safety and security management system standards. Landstar System, Inc. is headquartered in Jacksonville,
Florida. Its common stock trades on The NASDAQ Stock Market® under the symbol LSTR.
Non-GAAP Financial Measures:
In this earnings release and accompanying financial disclosures, the Company provides the following information that may be deemed non-GAAP financial measures: variable contribution and variable contribution margin. The Company believes variable contribution and variable contribution margin are useful measures of the variable costs that we
incur at a shipment-by-shipment level attributable to our transportation network of third-party capacity providers and independent agents in order to provide services to
our customers. The Company also believes that it is appropriate to present each of the financial measures that may be deemed a non-GAAP financial measure, as referred to above, for the following reasons:
(1) disclosure of these matters will allow investors to better understand the underlying trends in the Company’s financial condition and results of operations; (2) this information will facilitate comparisons by investors of the
Company’s results as compared to the results of peer companies; and (3) management considers this financial information in its decision making.
LANDSTAR SYSTEM/5
Forward Looking Statements Disclaimer:
The following is a “safe harbor” statement under the Private Securities Litigation Reform Act of 1995. Statements contained in this press release
that are not based on historical facts are “forward-looking statements.” This press release contains forward-looking statements, such as statements which relate to Landstar’s business objectives, plans, strategies and expectations.
Terms such as “anticipates,” “believes,” “estimates,” “intention,” “expects,” “plans,” “predicts,” “may,” “should,” “could,”
“would,” “will,” the negative thereof and similar expressions are intended to identify forward-looking statements. Such statements are by nature subject to uncertainties and risks, including but not limited to: decreased
demand for transportation services; U.S. trade relationships and potential or imposed tariffs; an increase in the frequency or severity of accidents or other claims; unfavorable development of existing accident claims; substantial verdicts or
settlements rendered in connection with accidents or other claims; dependence on third party insurance companies; dependence on independent commission sales agents; dependence on third party capacity providers; the impact of the Russian conflict
with Ukraine on the operations of certain independent commission sales agents, including the Company’s second largest such agent by revenue in the 2025 fiscal year; substantial industry competition; disruptions or failures in the
Company’s computer systems; cyber and other information security incidents; dependence on key vendors; potential changes in taxes; status of independent contractors; regulatory and legislative changes; regulations focused on diesel emissions
and other air quality matters; regulations requiring the purchase and use of zero-emission vehicles; intellectual property; acquisitions and investments; increased exposure to broker liability claims; and
other operational, financial or legal risks or uncertainties detailed in Landstar’s Form 10-K for the 2025 fiscal year; described in Part I, Item 1A Risk Factors; Landstar’s Form 10-Q for the 2026 second quarter, described in Item 1A Risk Factors; and in other SEC filings from time to time. These risks and uncertainties could cause actual results or events to differ materially from
historical results or those anticipated. Investors should not place undue reliance on such forward-looking statements, and the Company undertakes no obligation to publicly update or revise any forward-looking statements.
LANDSTAR SYSTEM/6
Landstar System, Inc. and Subsidiary
Consolidated Statements of Income
(Dollars in thousands, except per share amounts)
(Unaudited)
Thirty-Nine Weeks Ended
Thirteen Weeks Ended
September 26,
2026
September 27,
2025
September 26,
2026
September 27,
2025
Revenue
$
4,115,342
$
3,569,291
$
1,511,787
$
1,205,406
Investment income
7,943
10,620
2,264
3,293
Costs and expenses:
Purchased transportation
3,212,442
2,775,761
1,182,045
936,472
Commissions to agents
319,254
291,529
117,676
98,693
Other operating costs, net of gains on asset sales/dispositions
53,971
46,996
21,226
15,572
Insurance and claims
130,193
103,309
55,270
33,008
Selling, general and administrative
191,534
174,303
62,376
57,015
Depreciation and amortization
30,887
35,884
9,918
11,509
Impairment of intangible and other assets
—
30,104
—
30,104
Total costs and expenses
3,938,281
3,457,886
1,448,511
1,182,373
Operating income
185,004
122,025
65,540
26,326
Interest and debt expense
1,692
756
362
217
Income before income taxes
183,312
121,269
65,178
26,109
Income taxes
46,878
30,206
17,135
6,745
Net income
$
136,434
$
91,063
$
48,043
$
19,364
Basic and diluted earnings per share
$
4.02
$
2.61
$
1.42
$
0.56
Average basic and diluted shares outstanding
33,943,000
34,885,000
33,871,000
34,581,000
Dividends per common share
$
1.24
$
1.16
$
0.44
$
0.40
LANDSTAR SYSTEM/7
Landstar System, Inc. and Subsidiary
Consolidated Balance Sheets
(Dollars in thousands, except per share amounts)
(Unaudited)
September 26,
2026
December 27,
2025
ASSETS
Current assets:
Cash and cash equivalents
$
297,321
$
396,694
Short-term investments
53,683
55,531
Trade accounts receivable, less allowance of $8,090 and $12,490
892,404
670,137
Other receivables, including advances to independent contractors, less allowance of $15,314 and
$18,759
77,898
52,784
Assets held for sale
—
12,231
Other current assets
50,217
28,949
Total current assets
1,371,523
1,216,326
Operating property, less accumulated depreciation and amortization of $494,295 and
$473,642
268,570
261,322
Goodwill
34,005
34,005
Other assets
133,617
124,282
Total assets
$
1,807,715
$
1,635,935
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities:
Cash overdraft
$
68,713
$
56,654
Accounts payable
482,041
369,567
Current maturities of long-term debt
25,772
28,342
Insurance claims
87,393
87,343
Dividends payable
—
68,117
Liabilities held for sale
—
6,961
Other current liabilities
101,837
78,856
Total current liabilities
765,756
695,840
Long-term debt, excluding current maturities
56,899
48,480
Insurance claims
103,299
62,706
Deferred income taxes and other non-current
liabilities
51,765
33,244
Shareholders’ equity:
Common stock, $0.01 par value, authorized 160,000,000 shares, issued 68,636,098 and
68,590,708
686
686
Additional paid-in capital
269,696
261,256
Retained earnings
2,947,019
2,852,680
Cost of 34,927,155 and 34,531,982 shares of common stock in treasury
(2,378,302
)
(2,313,245
)
Accumulated other comprehensive loss
(9,103
)
(5,712
)
Total shareholders’ equity
829,996
795,665
Total liabilities and shareholders’ equity
$
1,807,715
$
1,635,935
LANDSTAR SYSTEM/8
Landstar System, Inc. and Subsidiary
Supplemental Information
(Unaudited)
Thirty-Nine Weeks Ended
Thirteen Weeks Ended
September 26,
2026
September 27,
2025
September 26,
2026
September 27,
2025
Revenue generated through (in thousands):
Truck transportation
Truckload:
Van equipment
$
2,080,868
$
1,769,440
$
759,949
$
583,369
Unsided/platform equipment
1,379,319
1,127,276
518,582
386,006
Less-than-truckload
73,845
72,229
24,933
24,480
Other truck transportation (1)
289,298
288,807
103,707
96,041
Total truck transportation
3,823,330
3,257,752
1,407,171
1,089,896
Rail intermodal
74,881
63,183
27,806
23,668
Ocean and air cargo carriers
153,047
188,696
55,334
72,270
Other (2)
64,084
59,660
21,476
19,572
$
4,115,342
$
3,569,291
$
1,511,787
$
1,205,406
Revenue on loads hauled via BCO Independent Contractors (3) included in total truck transportation
$
1,629,408
$
1,345,852
$
590,987
$
457,363
Number of loads:
Truck transportation
Truckload:
Van equipment
870,347
850,047
294,875
277,893
Unsided/platform equipment
375,093
369,495
128,398
123,254
Less-than-truckload
95,729
115,692
29,834
38,862
Other truck transportation (1)
143,311
135,606
47,543
45,421
Total truck transportation
1,484,480
1,470,840
500,650
485,430
Rail intermodal
23,600
21,960
8,490
7,990
Ocean and air cargo carriers
20,840
24,370
6,970
7,810
1,528,920
1,517,170
516,110
501,230
Loads hauled via BCO Independent Contractors (3)
included in total truck transportation
644,870
597,010
212,660
199,010
Revenue per load:
Truck transportation
Truckload:
Van equipment
$
2,391
$
2,082
$
2,577
$
2,099
Unsided/platform equipment
3,677
3,051
4,039
3,132
Less-than-truckload
771
624
836
630
Other truck transportation (1)
2,019
2,130
2,181
2,114
Total truck transportation
2,576
2,215
2,811
2,245
Rail intermodal
3,173
2,877
3,275
2,962
Ocean and air cargo carriers
7,344
7,743
7,939
9,254
Revenue per load on loads hauled via BCO Independent Contractors (3)
$
2,527
$
2,254
$
2,779
$
2,298
Revenue by capacity type (as a % of total revenue):
Truck capacity providers:
BCO Independent Contractors (3)
40
%
38
%
39
%
38
%
Truck Brokerage Carriers
53
%
54
%
54
%
52
%
Rail intermodal
2
%
2
%
2
%
2
%
Ocean and air cargo carriers
4
%
5
%
4
%
6
%
Other
2
%
2
%
1
%
2
%
September 26,
2026
September 27,
2025
Truck Capacity Providers:
BCO Independent Contractors (3)
7,843
7,827
Truck Brokerage Carriers:
Approved and active (4)
39,460
40,004
Other approved
28,455
27,461
67,915
67,465
Total available truck capacity providers
75,758
75,292
Trucks provided by BCO Independent Contractors
(3)
8,709
8,618
(1)
Includes power-only, expedited, straight truck, cargo van, and miscellaneous other truck transportation revenue
generated by the transportation logistics segment. Power-only refers to shipments where the Company furnishes a power unit and an operator but not trailing equipment, which is typically provided by the shipper or consignee.
(2)
Includes primarily reinsurance premium revenue generated by the insurance segment and intra-Mexico
transportation services revenue generated by Landstar Metro.
(3)
BCO Independent Contractors are independent contractors who provide truck capacity to the Company under
exclusive lease arrangements.
(4)
Active refers to Truck Brokerage Carriers who moved at least one load in the 180 days immediately preceding the
fiscal quarter end.
LANDSTAR SYSTEM/9
Landstar System, Inc. and Subsidiary
Reconciliation of Gross Profit to Variable Contribution
(Dollars in thousands)
(Unaudited)
Thirty-Nine Weeks Ended
Thirteen Weeks Ended
September 26,
2026
September 27,
2025
September 26,
2026
September 27,
2025
Revenue
$
4,115,342
$
3,569,291
$
1,511,787
$
1,205,406
Costs of revenue:
Purchased transportation
3,212,442
2,775,761
1,182,045
936,472
Commissions to agents
319,254
291,529
117,676
98,693
Variable costs of revenue
3,531,696
3,067,290
1,299,721
1,035,165
Trailing equipment depreciation
19,108
20,829
6,489
6,985
Information technology costs (1)
8,186
10,928
2,503
3,319
Insurance-related costs (2)
130,955
104,622
55,301
33,305
Other operating costs
53,971
46,996
21,226
15,572
Other costs of revenue
212,220
183,375
85,519
59,181
Total costs of revenue
3,743,916
3,250,665
1,385,240
1,094,346
Gross profit
$
371,426
$
318,626
$
126,547
$
111,060
Gross profit margin
9.0
%
8.9
%
8.4
%
9.2
%
Plus: other costs of revenue
212,220
183,375
85,519
59,181
Variable contribution
$
583,646
$
502,001
$
212,066
$
170,241
Variable contribution margin
14.2
%
14.1
%
14.0
%
14.1
%
(1)
Includes costs of revenue incurred related to internally developed software including ASC 350-40 amortization, implementation costs, hosting costs and other support costs utilized to support the Company’s independent commission sales agents, third party capacity providers, and customers, included
as a portion of depreciation and amortization and of selling, general and administrative in the Company’s Consolidated Statements of Income.
(2)
Primarily includes (i) insurance premiums paid for commercial auto liability, general liability, cargo and
other lines of coverage related to the transportation of freight; (ii) the related cost of claims incurred under those programs; and (iii) brokerage commissions and other fees incurred relating to the administration of insurance programs
available to BCO Independent Contractors that are reinsured by the Company, which are included in selling, general and administrative in the Company’s Consolidated Statements of Income.
EX-99.2
EX-99.2
Filename: d176512dex992.htm · Sequence: 3
EX-99.2
Date Landstar System, Inc. Earnings
Conference Call 3Q 2026 Exhibit 99.2
Forward-Looking Statements Disclaimer
The following is a “safe harbor” statement under the Private Securities Litigation Reform Act of 1995. Statements made in this slide presentation that are not based on historical facts are “forward-looking statements.” This
presentation may make certain statements containing forward-looking statements, such as statements which relate to Landstar’s business objectives, plans, strategies and expectations. Such statements are by nature subject to uncertainties and
risks, including but not limited to: the operational, financial or legal risks or uncertainties detailed in Landstar’s Form 10-K for the 2025 fiscal year and Form 10-Q for the 2026 second quarter described in the section Risk Factors, and
other SEC filings from time to time. These risks and uncertainties could cause actual results or events to differ materially from historical results or those anticipated. Investors should not place undue reliance on such forward-looking statements,
and the Company undertakes no obligation to publicly update or revise any forward-looking statements. 3Q 2026
In this slide presentation, the
Company provides the following information that may be deemed a non-GAAP financial measure: variable contribution, variable contribution margin and operating income as a percentage of variable contribution. Management believes variable contribution
and variable contribution margin are useful measures of the variable costs that we incur at a shipment-by-shipment level attributable to our transportation network of third-party capacity providers and independent agents in order to provide services
to our customers. Management believes that operating income as a percentage of variable contribution is a useful measure as: (i) variable costs of revenue for a significant portion of the Company’s business are highly influenced by short-term
market-based trends in the freight transportation industry, whereas other costs, including other costs of revenue, are much less impacted by short-term freight market trends; and (ii) this measure is meaningful to investors’ evaluations of the
Company’s management of costs attributable to operations other than the purely variable costs associated with purchased transportation and commissions to agents that the Company incurs to provide services to our customers. Management also
believes that it is appropriate to present each of the financial measures that may be deemed a non-GAAP financial measure, as referred to above, for the following reasons: (1) disclosure of these matters will allow investors to better understand the
underlying trends in the Company’s financial condition and results of operations; (2) this information will facilitate comparisons by investors of the Company’s results as compared to the results of peer companies; and (3) management
considers this financial information in its decision making. A tabulation of the expenses identified as costs of revenue as well as a reconciliation of gross profit to variable contribution and gross profit margin to variable contribution margin for
the 2026 and 2025 third quarters and year-to-date periods is included in this slide presentation within the Appendix. Non-GAAP Financial Measures 3Q 2026
Frank Lonegro Chief Executive Officer
3Q 2026 Executive Summary
Slide header CEO Perspective R E S U L
T S Dollars in Millions (except per share amounts) H I G H L I G H T S 3Q revenue performance 29% increase in truck transportation revenue over 3Q 2025 Strong performance in our services hauled by van and unsided/platform equipment Truck capacity
Net 165 BCO truck count additions in 3Q; best performance since 3Q 2021 Operating income and EPS Negatively impacted by challenging insurance and claims environment Strong balance sheet Continuing to return meaningful capital to stockholders
Investing through the cycle Supporting our network of entrepreneurs with continued investment in trailing equipment and technology Metric 3Q 2026 3Q 2025 Chg. Revenue $ 1,511.8 $ 1,205.4 25.4% Operating Income $ 65.5 $ 26.3 149.0% Earnings per Share
$ 1.42 $ 0.56 153.6% Operating income and EPS during the 2025 third quarter were negatively impacted by $30.1 million and $0.66 per share, respectively, as a result of non-cash impairment charges.
Frank Lonegro Chief Executive Officer
3Q 2026 Network and Capacity
Slide header $1.41B Truck Revenue 501K
Truck Loadings $2,811 Truck Revenue per Load 457 Million $ Agents* 8,709 BCO Trucks 67,915 Carriers 17,800+ Trailers 0.57 DOT Accidents per Million Miles** * Based on 2025 fiscal year ** Based on 3Q 2026 YTD; See definition of DOT Accidents within
the Appendix 3Q R E S U L T S L A N D S T A R N E T W O R K Agents ~980 Customers ~20,000 Capacity 75,000+ Employees ~1,300 Landstar Network and 3Q Truckload Operating Results
Slide header Active refers to Truck
Brokerage Carriers who moved at least one load in the 180 days immediately preceding the fiscal quarter end. Note: Fuel surcharges billed to customers on freight hauled by BCO Independent Contractors, which are paid 100% to the BCO and not included
in either revenue or the cost of purchased transportation, were $262.2 million and $169.5 million in the 2026 and 2025 year-to-date periods, respectively, and $97.7 million and $58.8 million in the 2026 and 2025 third quarters, respectively. A V A I
L A B L E T R U C K C A P A C I T Y P R O V I D E R S Type of Capacity Sep 26, 2026 Jun 27, 2026 Dec 27, 2025 Sep 27, 2025 BCO Independent Contractors 7,843 7,719 7,712 7,827 Truck Brokerage Carriers Approved and Active (1) 39,460 37,656 36,852
40,004 Other Approved 28,455 26,951 25,938 27,461 Total Truck Brokerage Carriers 67,915 64,607 62,790 67,465 Total Available Truck Capacity Providers 75,758 72,326 70,502 75,292 Trucks Provided by BCO Independent Contractors 8,709 8,544 8,514 8,618
Truck Capacity All information is provided as of the end of the applicable period
Jim Todd Chief Financial Officer 3Q
2026 Financial Results
Slide header Revenue Source Rate
(1) Vol. (2) Chg. Truck 25.2% 3.1% 29.1% Rail Intermodal 10.6% 6.3% 17.5% Ocean/Air (14.2%) (10.8%)) (23.4%) Insurance Premiums N/A N/A 0.9% Total Revenue — — 25.4% R E S U L T S V A R I A N C E Percentage change in rate is calculated on
a revenue per load basis. Percentage change in volume is calculated on the number of loads hauled. Revenue Dollars in Millions
Slide header Revenue Share Y-O-Y
Change 3Q 2026 3Q 2025 Market Segment in Revenue 29.2 27.4 Consumer Durables 34 15.3 15.3 Machinery 26 9.1 9.0 Building Products 27 8.8 8.4 Electrical 31 8.0 9.0 Automotive 12 6.2 6.9 AA&E, Hazmat 14 5.2 4.8 Metals 35 4.2 2.9 Energy 79 1.2 1.6
Substitute Line Haul (8) 12.8 14.7 Other 10 Transportation logistics revenue up 26% Y-O-Y Revenue Variances by Industry Served with Revenue Share Indicated Amounts in Percent
Slide header Gross Profit Variable
Contribution Amounts in % 3Q 2025 14.1 Revenue – Fixed (3) (0.3) Revenue – Variable 0.1 Change in Mix/Other 0.1 2026 14.0 C H A N G E I N V C M A R G I N Gross profit equals revenue less the cost of purchased transportation, commissions
to agents and other costs of revenue. Gross profit margin equals gross profit divided by revenue. Variable contribution (VC) equals revenue less the cost of purchased transportation and commissions to agents. Variable contribution margin equals VC
divided by revenue. Revenue on transactions where the Company’s variable contribution margin was based on a contractually pre-determined percentage of revenue accounted for 44% and 43% of revenue in the 2026 and 2025 third quarters,
respectively. R E S U L T S 8.4% 9.2% 14.0% 14.1% Gross Profit (1) and Variable Contribution (2) with Associated Margins Dollars in Millions
Slide header Operating Income (1)
Percentage of Gross Profit Variable Contribution C H A N G E I N P E R C E N T A G E of Variable Contribution R E S U L T S Amounts in % 3Q 2025 15.5) Impairment 17.7 SG&A 4.1 Depreciation and amortization 2.0 Other operating costs (0.9)
Insurance and claims (7.5) 2026 30.9) Operating Income as a Percentage of Gross Profit and Variable Contribution Dollars in Millions Operating income during the 2025 third quarter was negatively impacted by $30.1 million as a result of non-cash
impairment charges.
Slide header Return Type Sep 26,
2026 Sep 27, 2025 Equity 19% 15% Invested Capital 18% 13% Assets 9% 8% N E T C A S H (1) with Debt to Capital (2) as of date indicated S O U R C E S / U S E S O F C A S H Year-to-date as of date indicated Cash Flow Type 3Q 2026 3Q 2025 Cash flow
from operations $ 98.7 $ 152.2 Capital expenditures $ 11.6 $ 7.7 Free cash flow (3) $ 87.1 $ 144.5 Share repurchases $ 65.2 $ 143.2 Dividends paid $ 110.2 $ 111.1 R E T U R N S Trailing 12 months as of date indicated Net cash is defined as cash and
cash equivalents of $297.3 million plus short term investments of $53.7 million less outstanding debt of $82.7 million as of September 26, 2026. As of September 27, 2025, net cash was cash and cash equivalents of $375.2 million plus short term
investments of $59.2 million less outstanding debt of $77.1 million. Capital is defined as total debt plus total shareholders’ equity. Free cash flow is defined as cash flow from operations less cash capital expenditures. 9% 8% Key Balance
Sheet and Cash Flow Statistics Dollars in Millions
Frank Lonegro Chief Executive
Officer 3Q 2026 Closing Remarks
Slide header Current Market Update
and Historical Trends Ü Current Market Update - October 2026 business activity: – Truck Loads: October 2026 approximately 7% above October 2025 – Slightly above typical September to October month-to-month historical trends –
Truck Revenue per Load: October 2026 approximately 29% above October 2025 – Slightly above typical September to October month-to-month historical trends Historical Trends - Pre-pandemic historical seasonality patterns would normally yield:
– Truck Revenue: Slight increase from 3Q to 4Q – Truck Loads: Slight increase 3Q to 4Q – Truck Revenue per Load: Slight increase 3Q to 4Q
3Q 2026 Appendix
Slide header Revenue Breakdown by
Service Type P E R C E N T A G E O F R E V E N U E 3Q 2 0 2 6 by Service Type LTL — 2% T R U C K L O A D Van — 50%, Unsided/Platform — 34% OTHER TRUCK — 7% T R U C K T R A N S P O R T A T I O N RAIL INTERMODAL — 2%
OCEAN / AIR CARGO — 4% CHANGE IN SHARE SINCE 3Q 2025 Van Equipment Unsided/ Platform Equipment LTL Other Truck Transportation Rail Intermodal Ocean/ Air cargo All Other 48% Ü 50% 32% Ü 34% 2% Ü 2% 8% Ü 7% 2% Ü 2% 6%
Ü 4% 2% Ü 1% ALL OTHER — 1%
Slide header Truckload Loadings and
Revenue per Truckload Trends U N S I D E D / P L A T F O R M V A N NUMBER OF LOADS REVENUE PER LOAD NUMBER OF LOADS REVENUE PER LOAD
Slide header Revenue –
Year-to-Date Dollars in Millions Revenue Source Rate (1) Vol. (2) Chg. Truck 16.3% 0.9% 17.4% Rail Intermodal 10.3% 7.5% 18.5% Ocean/Air (5.2%) (14.5%)) (18.9%) Insurance Premiums N/A N/A (1.2%) Total Revenue — — 15.3% R E S U L T S V A
R I A N C E Percentage change in rate is calculated on a revenue per load basis. Percentage change in volume is calculated on the number of loads hauled.
Slide header Gross Profit and
Variable Contribution – Year-to-Date with Associated Margins Dollars in Millions Gross Profit Variable Contribution Amounts in % 3Q YTD 2025 14.1 Change in Mix/ Other 0.2 Revenue – Variable 0.1 Revenue – Fixed (1) (0.2) 2026 14.2 C
H A N G E I N V C M A R G I N Revenue on transactions where the Company’s variable contribution margin was based on a contractually pre-determined percentage of revenue accounted for 44% and 43% of revenue in the 2026 and 2025 year-to-date
periods, respectively. R E S U L T S 9.0% 8.9% 14.2% 14.1%
Slide header Operating Income
– Year-to-Date as a Percentage of Gross Profit and Variable Contribution Dollars in Millions Operating Income Percentage of Gross Profit Variable Contribution C H A N G E I N P E R C E N T A G E of Variable Contribution R E S U L T S Amounts
in % 3Q YTD 2025 24.3) Impairment 6.0 Depreciation and amortization 1.9 SG&A 1.9 Other operating costs 0.1 Insurance and claims (2.5) 2026 31.7
Slide header Reconciliation of
Gross Profit to Variable Contribution Dollars in Thousands Includes costs of revenue incurred related to internally developed software including ASC 350-40 amortization, implementation costs, hosting costs and other support costs utilized to support
the Company’s independent commission sales agents, third party capacity providers, and customers, included as a portion of depreciation and amortization and of selling, general and administrative in the Company's Consolidated Statements of
Income. Primarily includes (i) insurance premiums paid for commercial auto liability, general liability, cargo and other lines of coverage related to the transportation of freight; (ii) the related cost of claims incurred under those programs; and
(iii) brokerage commissions and other fees incurred relating to the administration of insurance programs available to BCO Independent Contractors that are reinsured by the Company, which are included in selling, general and administrative in the
Company’s Consolidated Statements of Income. 2010 2011 2009 % Proj % Plan % External Revenue #REF! #REF! #REF! Purchased Transportation 0 #REF! 0 #REF! #REF! #REF! Commissions to Agents 0 #REF! 0 #REF! #REF! #REF! Net Revenue #REF! #REF! #REF!
#REF! #REF! #REF! Investment Income 0 #REF! #VALUE! #VALUE! #REF! 1.1% Other Operating Costs #REF! #REF! #REF! #REF! #REF! #REF! Insurance Expense #REF! #REF! #REF! #REF! #REF! #REF! SG&A #REF! #REF! #REF! #REF! #REF! #REF! Depreciation and
Amortization #REF! #REF! #REF! #REF! #REF! #REF! Operating Income #REF! #REF! #REF! #REF! #REF! #REF! Interest and Debt Expense #REF! #REF! #REF! Income Before Income Taxes #REF! #REF! #REF! Income Taxes #REF! #REF! #REF! Net Income #REF! #REF!
#REF! Diluted Earnings per Share Shares Diluted Earnings per Share % of 2013 % of 2013 % of Thirty-Nine Weeks Ended Thirteen Weeks Ended Sep 26, Sep 27, Sep 26, Sep 27, 2026 2025 2026 2025 2012 Rev/GP Plan Rev/GP Proj Rev/GP Revenue $4,115,342
$3,569,291 $1,511,787 $1,205,406 External Revenue #REF! #REF! #REF! Costs of revenue: Purchased Transportation #REF! #REF! #REF! #REF! #REF! #REF! Purchased transportation 3,212,442 2,775,761 1,182,045 ,936,472 Commissions to agents ,319,254
,291,529 ,117,676 98,693 Variable costs of revenue 3,531,696 3,067,290 1,299,721 1,035,165 Interest and Debt Expense #REF! #REF! #REF! Income Before Income Taxes #REF! #REF! #REF! Trailing equipment depreciation 19,108 20,829 6,489 6,985 Information
technology costs (1) 8,186 10,928 2,503 3,319 Insurance-related costs (2) ,130,955 ,104,622 55,301 33,305 Income Taxes #REF! #REF! #REF! Other operating costs 53,971 46,996 21,226 15,572 Other costs of revenue ,212,220 ,183,375 85,519 59,181 Total
costs of revenue 3,743,916 3,250,665 1,385,240 1,094,346 Gross profit $,371,426 $,318,626 $,126,547 $,111,060 Gross profit margin 0.09 8.9% 8.4% 9.2% Plus: other costs of revenue ,212,220 ,183,375 85,519 59,181 Variable contribution $,583,646
$,502,001 $,212,066 $,170,241 Variable contribution margin 0.14199999999999999 0.14099999999999999 0.14000000000000001 0.14099999999999999 (1) Includes costs of revenue incurred related to internally developed software including ASC 350-40
amortization, implementation costs, hosting costs and other support costs utilized to support the Company’s independent commission sales agents, third party capacity providers, and customers, included as a portion of depreciation and
amortization and of selling, general and administrative in the Company's Consolidated Statements of Income. (2) Primarily includes (i) insurance premiums paid for commercial auto liability, general liability, cargo and other lines of coverage
related to the transportation of freight; (ii) the related cost of claims incurred under those programs; and (iii) brokerage commissions and other fees incurred relating to the administration of insurance programs available to BCO Independent
Contractors that are reinsured by the Company, which are included in selling, general and administrative in the Company’s Consolidated Statements of Income. 2010 2011 2009 % Proj % Plan % External Revenue #REF! #REF! #REF! Purchased
Transportation 0 #REF! 0 #REF! #REF! #REF! Commissions to Agents 0 #REF! 0 #REF! #REF! #REF! Net Revenue #REF! #REF! #REF! #REF! #REF! #REF! Investment Income 0 #REF! #VALUE! #VALUE! #REF! 1.1% Other Operating Costs #REF! #REF! #REF! #REF! #REF!
#REF! Insurance Expense #REF! #REF! #REF! #REF! #REF! #REF! SG&A #REF! #REF! #REF! #REF! #REF! #REF! Depreciation and Amortization #REF! #REF! #REF! #REF! #REF! #REF! Operating Income #REF! #REF! #REF! #REF! #REF! #REF! Interest and Debt Expense
#REF! #REF! #REF! Income Before Income Taxes #REF! #REF! #REF! Income Taxes #REF! #REF! #REF! Net Income #REF! #REF! #REF! Diluted Earnings per Share Shares Diluted Earnings per Share % of 2013 % of 2013 % of Thirty-Nine Weeks Ended Thirteen Weeks
Ended Sep 26, Sep 27, Sep 26, Sep 27, 2026 2025 2026 2025 2012 Rev/GP Plan Rev/GP Proj Rev/GP Revenue $4,115,342 $3,569,291 $1,511,787 $1,205,406 External Revenue #REF! #REF! #REF! Costs of revenue: Purchased Transportation #REF! #REF! #REF! #REF!
#REF! #REF! Purchased transportation 3,212,442 2,775,761 1,182,045 ,936,472 Commissions to agents ,319,254 ,291,529 ,117,676 98,693 Variable costs of revenue 3,531,696 3,067,290 1,299,721 1,035,165 Interest and Debt Expense #REF! #REF! #REF! Income
Before Income Taxes #REF! #REF! #REF! Trailing equipment depreciation 19,108 20,829 6,489 6,985 Information technology costs (1) 8,186 10,928 2,503 3,319 Insurance-related costs (2) ,130,955 ,104,622 55,301 33,305 Income Taxes #REF! #REF! #REF!
Other operating costs 53,971 46,996 21,226 15,572 Other costs of revenue ,212,220 ,183,375 85,519 59,181 Total costs of revenue 3,743,916 3,250,665 1,385,240 1,094,346 Gross profit $,371,426 $,318,626 $,126,547 $,111,060 Gross profit margin 0.09
8.9% 8.4% 9.2% Plus: other costs of revenue ,212,220 ,183,375 85,519 59,181 Variable contribution $,583,646 $,502,001 $,212,066 $,170,241 Variable contribution margin 0.14199999999999999 0.14099999999999999 0.14000000000000001 0.14099999999999999
(1) Includes costs of revenue incurred related to internally developed software including ASC 350-40 amortization, implementation costs, hosting costs and other support costs utilized to support the Company’s independent commission sales
agents, third party capacity providers, and customers, included as a portion of depreciation and amortization and of selling, general and administrative in the Company's Consolidated Statements of Income. (2) Primarily includes (i) insurance
premiums paid for commercial auto liability, general liability, cargo and other lines of coverage related to the transportation of freight; (ii) the related cost of claims incurred under those programs; and (iii) brokerage commissions and other fees
incurred relating to the administration of insurance programs available to BCO Independent Contractors that are reinsured by the Company, which are included in selling, general and administrative in the Company’s Consolidated Statements of
Income.
Slide header Free Cash Flow with
Stock Purchases and Dividends Dollars and Shares in Millions 5 – Y E A R S U M M A R Y Cash Flow Item 2021 2022 2023 2024 2025 Cash flow from operations $ 277 $ 623 $ 394 $ 287 $ 225 Cash capital expenditures $ 24 $ 26 $ 26 $ 31 $ 10 Free cash
flow $ 253 $ 597 $ 368 $ 256 $ 215 Share repurchases $ 123 $ 286 $ 54 $ 81 $ 180 Dividends paid $ 112 $ 116 $ 117 $ 120 $ 125 Common share count(1) 37.7 35.9 35.7 35.3 34.1 Common share count as of the end of the applicable period.
Slide header DOT Accident (1)
Frequency per Million Miles Traveled by BCOs 5 – Y E A R S U M M A R Y A “DOT Accident” is defined, consistent with U.S. 49 CFR 390.5T, as an occurrence involving a commercial motor vehicle operating on a highway in interstate or
intrastate commerce that results in a fatality, a bodily injury to a person who, as a result of the injury, immediately receives medical treatment away from the scene of the accident, or one or more motor vehicles incurring disabling damage as a
result of the accident, requiring the motor vehicle(s) to be transported away from the scene by a tow truck or by other motor vehicle, but does not include an occurrence involving only boarding and alighting from a stationary motor vehicle or an
occurrence involving only the loading or unloading of cargo.
AI Effort: AI Task Force Benefit:
Accelerate the automation of routine agent & BCO workflows Unlock Growth Network Retention Improve Communications Enhance Decision Making Identify and Reduce Risk Improve Productivity Accelerate Workflow Automation Recruit, retain & grow
network through enhanced technology AI Effort: BCO Retention Benefit: Targeted support for at risk BCOs AI Effort: AI agents embedded within agent portal; AI Task Force Benefit: Raise agent & BCO revenue thresholds through enhanced tools AI
Effort: AI-Enhanced Fraud Detection Tool Benefit: Technology enhanced vetting to minimize fraudulent activity AI Effort: Pricing Tool; AI agents embedded within agent portal Benefit: Improve insights and decision support AI Effort: AI-Enabled Call
Center; AI Task Force Benefit: Reduced network friction Improve productivity and unlock Agent & BCO growth Attract & retain Agents & BCOs Strengthen reputation as the leader in Safety, Security and Service AI For The Landstar Network of
Entrepreneurs In-flight AI Efforts
AI Effort: AI-Enabled Contact
Center; AI agents: AI Task Force Benefits: Synchronize agent, BCO and corporate workflows & communication Strengthen Brand Leverage Financial Strength Network Retention Enhance Decision Making Identify Risk Improve Productivity Improve Network
Integration Grow network through enhanced support AI Effort: ERP; AI Enhanced Credit Benefit: Improve decision making AI Effort: AI-Enabled Contact Center; Microsoft Copilot corporate roll-out Benefit: Optimize internal resources, focus on higher
value problem solving AI Effort: AI-Enhanced Fraud Detection Tool Benefit: Enhanced analytical tools to minimize fraudulent activity AI Effort: AI-Enabled Contact Center Benefit: Improve network support & access to information AI Effort: BCO
Retention Tool Benefit: Improve toolkit to aid BCO retention Improve the experience for all Landstar Network stakeholders Optimize the deployment of resources Minimize risk and reduce friction throughout the Landstar Network AI For Landstar
Corporate In-flight AI Efforts
Date Landstar System, Inc. Earnings
Conference Call 3Q 2026
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v3.26.3
Document and Entity Information
Oct. 27, 2026
Cover [Abstract]
Entity Registrant Name
LANDSTAR SYSTEM INC
Entity File Number
021-238
Amendment Flag
false
Entity Central Index Key
0000853816
Document Type
8-K
Document Period End Date
Oct. 27, 2026
Entity Incorporation State Country Code
DE
Entity Tax Identification Number
06-1313069
Entity Address, Address Line One
13410 Sutton Park Drive South
Entity Address, City or Town
Jacksonville
Entity Address, State or Province
FL
Entity Address, Postal Zip Code
32224
City Area Code
(904)
Local Phone Number
398-9400
Written Communications
false
Soliciting Material
false
Pre Commencement Tender Offer
false
Pre Commencement Issuer Tender Offer
false
Security 12b Title
Common Stock
Trading Symbol
LSTR
Security Exchange Name
NASDAQ
Entity Emerging Growth Company
false
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Cover page.
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For the EDGAR submission types of Form 8-K: the date of the report, the date of the earliest event reported; for the EDGAR submission types of Form N-1A: the filing date; for all other submission types: the end of the reporting or transition period. The format of the date is YYYY-MM-DD.
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The type of document being provided (such as 10-K, 10-Q, 485BPOS, etc). The document type is limited to the same value as the supporting SEC submission type, or the word 'Other'.
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Address Line 1 such as Attn, Building Name, Street Name
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Commission file number. The field allows up to 17 characters. The prefix may contain 1-3 digits, the sequence number may contain 1-8 digits, the optional suffix may contain 1-4 characters, and the fields are separated with a hyphen.
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The exact name of the entity filing the report as specified in its charter, which is required by forms filed with the SEC.
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The Tax Identification Number (TIN), also known as an Employer Identification Number (EIN), is a unique 9-digit value assigned by the IRS.
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Local phone number for entity.
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