Hub Group, Inc. 8-K

What Happened

• On February 5, 2026 Hub Group, Inc. issued a press release (Exhibit 99.1) announcing preliminary results for the full year and fourth quarter ended December 31, 2025.
• In preparing its 2025 year‑end financial statements the company identified an error that understated purchased transportation costs and accounts payable in the first nine months of 2025.
• The Audit Committee concluded that the unaudited consolidated financial statements included in the Form 10‑Q filings for the quarters ended March 31, June 30 and September 30, 2025 were materially misstated and should no longer be relied upon.

Key Details

• Date filed: February 5, 2026 (Current Report on Form 8‑K).
• Error: understatement of purchased transportation costs and accounts payable in Q1–Q3 2025.
• Impacted filings: Q1 2025, Q2 2025, Q3 2025 Form 10‑Qs (filed May 9, Aug 6, and Nov 5, 2025) are materially misstated.
• Ongoing actions: Company is assessing the scope and impact of restatements (including possible effects on 2024 and 2023) and evaluating disclosure controls and internal control over financial reporting; it expects to conclude it did not maintain effective controls for the year ended December 31, 2025.

Why It Matters

• Investors should treat the previously filed Q1–Q3 2025 quarterly results as unreliable and await restated and audited financials before relying on the company’s 2025 quarterly performance metrics (earnings, revenue, margins).
• The company’s preliminary FY/Q4 2025 results are being furnished now, but final audited results could change as the restatement and audit are completed; monitor future filings for revised 10‑Qs/10‑Ks and management’s remediation steps.