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~~UNITED~~SECURITIES ~~STATES~~AND EXCHANGE COMMISSION

~~SECURITIES~~Washington, ~~AND~~D.C. ~~EXCHANGE~~20549 ~~COMMISSION~~

FORM

~~Washington, D.C. 20549~~ 10-Q

~~10-Q~~(Mark One)

~~(Mark~~☒ ~~One~~QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June

28, 2025

~~☒ QUARTERLY REPORT PURSUANT TO SECTION 13~~ OR ~~15(d) OF THE SECURITIES EXCHANGE ACT OF 1934~~

~~For~~☐ ~~the~~TRANSITION ~~quarterly~~REPORT ~~period~~PURSUANT ~~ended~~TO ~~March~~SECTION ~~29,~~13 ~~2025~~OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from

ORCommission File Number:

~~☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934~~0-21238

~~For~~LANDSTAR ~~the~~SYSTEM, ~~transition~~INC. ~~period from _________________ to _____________________~~

~~0-21238~~(Exact name of registrant as specified in its charter)

LANDSTAR SYSTEM, INC.


Delaware		06-1313069
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

~~(Exact~~13410 ~~name~~Sutton ofPark ~~registrant~~Drive asSouth, ~~specified~~Jacksonville, inFlorida ~~its charter)~~

Delaware		06-1313069
(State or other jurisdiction ofincorporation or organization)		(I.R.S. EmployerIdentification No.)

(Address of principal executive offices)

~~13410~~32224 ~~Sutton Park Drive South, Jacksonville, Florida~~

(~~Address~~Zip ~~of principal executive offices~~Code)

(904)

~~32224~~ 398-9400

(~~Zip~~Registrant’s ~~Code~~telephone number, including area code)

~~398-9400~~N/A

(~~Registrant’s~~Former ~~telephone~~name, ~~number~~former address and former fiscal year, ~~including~~if ~~area~~changed ~~code~~since last report)

~~N/A~~Securities registered pursuant to Section 12(b) of the Act:

~~(Former~~Title ~~name,~~of ~~former~~each ~~address~~class ~~and~~TradingSymbol(s) ~~former~~Name ~~fiscal~~of ~~year,~~each ifexchangeon ~~changed~~which ~~since~~registered ~~last~~Common ~~report)~~Stock LSTR NASDAQ

~~Securities~~Indicate ~~registered~~by ~~pursuant~~check mark whether the registrant (1) has filed all reports required to be filed by Section 1213 or 15(bd) of the Securities Exchange Act: of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days:

Yes

~~Title~~ ☒ No ☐ ~~of each class TradingSymbol(s) Name of each exchangeon which registered Common Stock LSTR NASDAQ~~

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days: S-T

(§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files):

Yes

☑☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a

~~Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation~~ non-accelerated

filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule

S12b-T2

of the Exchange Act. (Check one):

Large ~~(§232.405~~accelerated offiler ~~this~~☒ ~~chapter)~~Accelerated ~~during~~filer ~~the~~☐ ~~preceding~~Non-accelerated 12filer ~~months~~☐ ~~(or~~Smaller ~~for~~reporting ~~such~~company ~~shorter~~☐ ~~period~~Emerging ~~that~~growth ~~the~~company ~~registrant was required to submit such files):~~ ☐

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. ~~☑ No~~ ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule

~~Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a~~ 12b-2

of the Exchange Act). Yes ☐ No

☑

~~non-accelerated~~The number of shares of the registrant’s common stock, par value $0.01 per share, outstanding as of the close of business on July 21, 2025 was 34,653,536.

Index filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule

12b-2



PART I – Financial Information
Item 1. Financial Statements (unaudited)

Consolidated Balance Sheets as of June 28, 2025 and December 28, 2024			Page 4

Consolidated Statements of Income for the Twenty-Six and Thirteen Weeks Ended June 28, 2025 and June 29, 2024			Page 5

Consolidated Statements of Comprehensive Income for the Twenty-Six and Thirteen Weeks Ended June 28, 2025 and June 29, 2024			Page 6

Consolidated Statements of Cash Flows for the Twenty-Six Weeks Ended June 28, 2025 and June 29, 2024			Page 7

Consolidated Statements of Changes in Shareholders’ Equity for the Twenty-Six and Thirteen Weeks Ended June 28, 2025 and June 29, 2024			Page 8

Notes to Consolidated Financial Statements			Page 10

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations			Page 21

Item 3. Quantitative and Qualitative Disclosures About Market Risk			Page 34

Item 4. Controls and Procedures			Page 35

PART II – Other Information

Item 1. Legal Proceedings			Page 36

Item 1A. Risk Factors			Page 36

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds			Page 36

Item 5. Other Information			Page 37

Item 6. Exhibits			Page 38

Signatures			Page 39

EX – 31.1 Section 302 CEO Certification

EX – 31.2 Section 302 CFO Certification

EX – 32.1 Section 906 CEO Certification

EX – 32.2 Section 906 CFO Certification

2 ~~of the Exchange Act. (Check one):~~

IfPART anI 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. ☐ -

FINANCIAL INFORMATION

~~Indicate~~Item by1. ~~check~~Financial ~~mark~~Statements ~~whether the registrant is a shell company (as defined in Rule~~

The interim consolidated financial statements contained herein reflect all adjustments (all of a normal, recurring nature) which, in the opinion of management, are necessary for a fair statement of the financial condition, results of operations, cash flows and changes in shareholders’ equity for the periods presented. They have been prepared in accordance with Rule

~~12b~~10-201

of Regulation

~~of the Exchange Act).~~ 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

~~Yes ☐ No~~ twenty-six

weeks ended June 28, 2025 are not necessarily indicative of the results that may be expected for the entire fiscal year ending December 27, 2025.

These interim consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in the Company’s 2024 Annual Report on Form

~~The number of shares of the registrant’s common stock, par value $0~~10-K.~~01 per share, outstanding as of the close of business on April 21, 2025 was 34,946,177.~~

~~Table~~3 ~~of Contents~~

~~Index~~Table of Contents

PART I – Financial Information
Item 1. Financial Statements (unaudited)
Consolidated Balance Sheets as of March 29, 2025 and December 28, 2024			Page 4
Consolidated Statements of Income for the Thirteen Weeks Ended March 29, 2025 and March 30, 2024			Page 5
Consolidated Statements of Comprehensive Income for the Thirteen Weeks Ended March 29, 2025 and March 30, 2024			Page 6
Consolidated Statements of Cash Flows for the Thirteen Weeks Ended March 29, 2025 and March 30, 2024			Page 7
Consolidated Statements of Changes in Shareholders’ Equity for the Thirteen Weeks Ended March 29, 2025 and March 30, 2024			Page 8
Notes to Consolidated Financial Statements			Page 9
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations			Page 18
Item 3. Quantitative and Qualitative Disclosures About Market Risk			Page 29
Item 4. Controls and Procedures			Page 30
PART II – Other Information
Item 1. Legal Proceedings			Page 31
Item 1A. Risk Factors			Page 31
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds			Page 33
Item 5. Other Information			Page 34
Item 6. Exhibits			Page 35
Signatures			Page 37

LANDSTAR SYSTEM, INC. AND SUBSIDIARY

EXCONSOLIDATED –BALANCE ~~31.1~~SHEETS ~~Section 302 CEO Certification~~

EX(Dollars –in ~~31.2~~thousands, ~~Section 302~~except ~~CFO~~per ~~Certification~~share amounts)

EX(Unaudited) ~~– 32.1 Section 906 CEO Certification~~

EX – 32.2 Section 906 CFO Certification


	June 28, 2025			December 28, 2024
ASSETS
Current Assets
Cash and cash equivalents	$	359,237		$	515,018
Short-term investments		66,935			51,619
Trade accounts receivable, less allowance of $12,284 and $12,904		717,249			683,841
Other receivables, including advances to independent contractors, less allowance of $21,995 and $17,812		48,781			47,160
Other current assets		45,144			22,229

Total current assets		1,237,346			1,319,867

Operating property, less accumulated depreciation and amortization of $464,538 and $456,547		287,500			311,345
Goodwill		41,399			40,933
Other assets		133,399			141,166

Total assets	$	1,699,644		$	1,813,311

LIABILITIES AND SHAREHOLDERS’ EQUITY
Current Liabilities
Cash overdraft	$	58,141		$	61,033
Accounts payable		401,849			383,625
Current maturities of long-term debt		30,747			33,116
Insurance claims		36,797			40,511
Dividends payable		—			70,632
Other current liabilities		91,605			84,237

Total current liabilities		619,139			673,154

Long-term debt, excluding current maturities		54,677			69,191
Insurance claims		73,268			62,842
Deferred income taxes and other noncurrent liabilities		30,734			35,685
Shareholders’ Equity
Common stock, $0.01 par value, authorized 160,000,000 shares, issued 68,589,418 and 68,559,269 shares		686			686
Additional paid-in capital		258,915			255,260
Retained earnings		2,905,011			2,859,916
Cost of 33,935,882 and 33,243,196 shares of common stock in treasury		(2,235,622	)		(2,131,413	)
Accumulated other comprehensive loss		(7,164	)		(12,010	)

Total shareholders’ equity		921,826			972,439

Total liabilities and shareholders’ equity	$	1,699,644		$	1,813,311

2See accompanying notes to consolidated financial statements.

~~Table of Contents~~4

2.50http://fasb.org/us-gaap/2024#OtherAssetsNoncurrenthttp://fasb.org/us-gaap/2024#OtherLiabilitiesCurrenthttp://fasb.org/us-gaap/2024#DeferredIncomeTaxesAndOtherLiabilitiesNoncurrenthttp://fasb.org/us-gaap/2024#PropertyPlantAndEquipmentNetTable of Contents

~~PART~~LANDSTAR ISYSTEM, -INC. AND SUBSIDIARY

~~Item~~CONSOLIDATED 1.STATEMENTS ~~Financial~~OF ~~Statements~~INCOME

~~10-01~~(Dollars in thousands, except per share amounts)

~~S-X~~(Unaudited)

10-K.


	Twenty-Six Weeks Ended					Thirteen Weeks Ended
	June 28, 2025		June 29, 2024			June 28, 2025		June 29, 2024
Revenue	$	2,363,885	$	2,396,048		$	1,211,383	$	1,225,005
Investment income		7,327		7,066			3,729		3,654
Costs and expenses:
Purchased transportation		1,839,289		1,855,579			941,411		950,058
Commissions to agents		192,836		197,098			99,522		99,816
Other operating costs, net of gains on asset sales/dispositions		31,424		28,994			19,595		14,135
Insurance and claims		70,301		53,432			30,449		27,164
Selling, general and administrative		117,288		111,361			55,706		54,939
Depreciation and amortization		24,375		28,630			12,149		14,488

Total costs and expenses		2,275,513		2,275,094			1,158,832		1,160,600

Operating income		95,699		128,020			56,280		68,059
Interest and debt expense (income)		539		(3,286	)		698		(1,675	)

Income before income taxes		95,160		131,306			55,582		69,734
Income taxes		23,461		31,586			13,689		17,110

Net income	$	71,699	$	99,720		$	41,893	$	52,624

Basic and diluted earnings per share	$	2.05	$	2.79		$	1.20	$	1.48

Average basic and diluted shares outstanding		35,037,000		35,702,000			34,870,000		35,654,000

Dividends per common share	$	0.76	$	0.66		$	0.40	$	0.33

3See accompanying notes to consolidated financial statements.

~~Table of Contents~~5

~~LANDSTAR~~Table ~~SYSTEM,~~of ~~INC. AND SUBSIDIARY~~ Contents

~~CONSOLIDATED~~LANDSTAR ~~BALANCE~~SYSTEM, ~~SHEETS~~INC. AND SUBSIDIARY

~~(Dollars~~CONSOLIDATED inSTATEMENTS ~~thousands,~~OF ~~except~~COMPREHENSIVE ~~per~~INCOME ~~share amounts)~~

(~~Unaudited~~Dollars in thousands)

	March 29, 2025			December 28, 2024
ASSETS
Current Assets
Cash and cash equivalents	$	417,420		$	515,018
Short-term investments		56,016			51,619
Trade accounts receivable, less allowance of $16,316 and $12,904		703,181			683,841
Other receivables, including advances to independent contractors, less allowance of $16,998 and $17,812		48,433			47,160
Other current assets		16,571			22,229
Total current assets		1,241,621			1,319,867
Operating property, less accumulated depreciation and amortization of $456,072 and $456,547		297,517			311,345
Goodwill		40,881			40,933
Other assets		136,159			141,166
Total assets	$	1,716,178		$	1,813,311
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current Liabilities
Cash overdraft	$	59,359		$	61,033
Accounts payable		389,592			383,625
Current maturities of long-term debt		32,024			33,116
Insurance claims		37,638			40,511
Dividends payable		—			70,632
Other current liabilities		93,701			84,237
Total current liabilities		612,314			673,154
Long-term debt, excluding current maturities		61,944			69,191
Insurance claims		75,436			62,842
Deferred income taxes and other noncurrent liabilities		35,729			35,685
Shareholders’ Equity
Common stock, $0.01 par value, authorized 160,000,000 shares, issued 68,581,772 and 68,559,269 shares		686			686
Additional paid-in capital		257,296			255,260
Retained earnings		2,877,034			2,859,916
Cost of 33,635,595 and 33,243,196 shares of common stock in treasury		(2,193,265	)		(2,131,413	)
Accumulated other comprehensive loss		(10,996	)		(12,010	)
Total shareholders’ equity		930,755			972,439
Total liabilities and shareholders’ equity	$	1,716,178		$	1,813,311

(Unaudited)

See accompanying notes to consolidated financial statements.


	Twenty-Six Weeks Ended					Thirteen Weeks Ended
	June 28, 2025		June 29, 2024			June 28, 2025		June 29, 2024
Net income	$	71,699	$	99,720		$	41,893	$	52,624
Other comprehensive income (loss):
Unrealized holding gains on available-for-sale investments, net of tax expense of $424, $204, $160 and $112		1,546		746			582		410
Foreign currency translation gains (losses)		3,300		(3,359	)		3,250		(3,053	)

Other comprehensive income (loss)		4,846		(2,613	)		3,832		(2,643	)

Comprehensive income	$	76,545	$	97,107		$	45,725	$	49,981

4See accompanying notes to consolidated financial statements.

~~Table of Contents~~6

~~LANDSTAR~~Table ~~SYSTEM,~~of ~~INC. AND SUBSIDIARY~~ Contents

~~CONSOLIDATED~~LANDSTAR ~~STATEMENTS~~SYSTEM, OFINC. ~~INCOME~~AND SUBSIDIARY

~~(Dollars~~CONSOLIDATED inSTATEMENTS ~~thousands,~~OF ~~except~~CASH ~~per~~FLOWS ~~share amounts)~~

(~~Unaudited~~Dollars in thousands)

	Thirteen Weeks Ended
	March 29, 2025			March 30, 2024
Revenue	$	1,152,502		$	1,171,043
Investment income		3,598			3,412
Costs and expenses:
Purchased transportation		897,878			905,521
Commissions to agents		93,314			97,282
Other operating costs, net of gains on asset sales/dispositions		11,829			14,859
Insurance and claims		39,852			26,268
Selling, general and administrative		61,582			56,422
Depreciation and amortization		12,226			14,142
Total costs and expenses		1,116,681			1,114,494
Operating income		39,419			59,961
Interest and debt (income) expense		(159	)		(1,611	)
Income before income taxes		39,578			61,572
Income taxes		9,772			14,476
Net income	$	29,806		$	47,096
Basic and diluted earnings per share	$	0.85		$	1.32
Average basic and diluted shares outstanding		35,203,000			35,750,000
Dividends per common share	$	0.36		$	0.33

(Unaudited)

See accompanying notes to consolidated financial statements.


	Twenty-Six Weeks Ended
	June 28, 2025			June 29, 2024
OPERATING ACTIVITIES
Net income	$	71,699		$	99,720
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization		24,375			28,630
Non-cash interest charges		132			132
Provisions for losses on trade and other accounts receivable		9,912			8,840
Gains on sales/disposals of operating property		(1,389	)		(555	)
Deferred income taxes, net		(5,904	)		1,752
Stock-based compensation		3,657			3,616
Changes in operating assets and liabilities:
(Increase) decrease in trade and other accounts receivable		(44,941	)		11,665
Increase in other assets		(26,544	)		(17,869	)
Increase in accounts payable		18,224			5,555
Increase (decrease) in other liabilities		6,903			(935	)
Increase in insurance claims		6,712			1,792

NET CASH PROVIDED BY OPERATING ACTIVITIES		62,836			142,343

INVESTING ACTIVITIES
Sales and maturities of investments		84,755			59,791
Purchases of investments		(86,838	)		(56,921	)
Purchases of operating property		(4,383	)		(16,778	)
Proceeds from sales of operating property		5,690			3,431

NET CASH USED BY INVESTING ACTIVITIES		(776	)		(10,477	)

FINANCING ACTIVITIES
Decrease in cash overdraft		(2,892	)		(3,183	)
Dividends paid		(97,236	)		(95,012	)
Taxes paid in lieu of shares issued related to stock-based compensation plans		(916	)		(3,260	)
Purchases of common stock		(102,300	)		(56,515	)
Principal payments on finance lease obligations		(16,883	)		(14,907	)

NET CASH USED BY FINANCING ACTIVITIES		(220,227	)		(172,877	)

Effect of exchange rate changes on cash and cash equivalents		2,386			(1,970	)

Decrease in cash and cash equivalents		(155,781	)		(42,981	)
Cash and cash equivalents at beginning of period		515,018			481,043

Cash and cash equivalents at end of period	$	359,237		$	438,062

5See accompanying notes to consolidated financial statements.

~~Table of Contents~~7

~~LANDSTAR~~Table ~~SYSTEM,~~of ~~INC. AND SUBSIDIARY~~ Contents

~~CONSOLIDATED~~LANDSTAR ~~STATEMENTS~~SYSTEM, OFINC. ~~COMPREHENSIVE~~AND ~~INCOME~~SUBSIDIARY

~~(Dollars~~CONSOLIDATED inSTATEMENTS ~~thousands)~~OF CHANGES IN SHAREHOLDERS’ EQUITY

~~(Unaudited)~~ Twenty-Six

and Thirteen Weeks Ended June 28, 2025 and June 29, 2024

	Thirteen Weeks Ended
	March 29, 2025		March 30, 2024
Net income	$	29,806	$	47,096
Other comprehensive income (loss):
Unrealized holding gains on available-for-sale investments, net of tax expense of $264 and $92		964		336
Foreign currency translation gains (losses)		50		(306	)
Other comprehensive income		1,014		30
Comprehensive income	$	30,820	$	47,126

(Dollars in thousands)

~~See accompanying notes to consolidated financial statements.~~ (Unaudited)


	Common Stock				Additional Paid-In			Retained			Treasury Stock at Cost					Accumulated Other Comprehensive			Total
	Shares		Amount		Capital			Earnings			Shares		Amount			(Loss) Income			Total
Balance December 28, 2024		68,559,269	$	686	$	255,260		$	2,859,916			33,243,196	$	(2,131,413	)	$	(12,010	)	$	972,439
Net income									29,806											29,806
Dividends ($0.36 per share)									(12,688	)										(12,688	)
Purchases of common stock												386,318		(60,945	)					(60,945	)
Issuance of stock related to stock-based compensation plans		22,503				(2	)					6,081		(907	)					(909	)
Stock-based compensation						2,038														2,038
Other comprehensive income																	1,014			1,014

Balance March 29, 2025		68,581,772	$	686	$	257,296		$	2,877,034			33,635,595	$	(2,193,265	)	$	(10,996	)	$	930,755

Net income									41,893											41,893
Dividends ($ 0.40 per share)									(13,916	)										(13,916	)
Purchases of common stock												300,141		(42,350	)					(42,350	)
Issuance of stock related to stock-based compensation plans		7,646										146		(7	)					(7	)
Stock-based compensation						1,619														1,619
Other comprehensive income																	3,832			3,832

Balance June 28, 2025		68,589,418	$	686	$	258,915		$	2,905,011			33,935,882	$	(2,235,622	)	$	(7,164	)	$	921,826

~~Table of Contents~~8

~~LANDSTAR~~Table ~~SYSTEM,~~of ~~INC. AND SUBSIDIARY~~ Contents

CONSOLIDATED STATEMENTS OF CASH FLOWS


	Common Stock				Additional Paid-In			Retained			Treasury Stock at Cost					Accumulated Other Comprehensive			Total
	Shares		Amount		Capital			Earnings			Shares		Amount			(Loss) Income			Total
Balance December 30, 2023		68,497,324	$	685	$	254,642		$	2,783,645			32,780,651	$	(2,048,184	)	$	(6,865	)	$	983,923
Net income									47,096											47,096
Dividends ($0.33 per share)									(11,802	)										(11,802	)
Issuance of stock related to stock-based compensation plans		50,229				(2,174	)					4,864		(886	)					(3,060	)
Stock-based compensation						1,724														1,724
Other comprehensive income																	30			30

Balance March 30, 2024		68,547,553	$	685	$	254,192		$	2,818,939			32,785,515	$	(2,049,070	)	$	(6,835	)	$	1,017,911

Net income									52,624											52,624
Dividends ($0.33 per share)									(11,777	)										(11,777	)
Purchases of common stock												315,649		(56,995	)					(56,995	)
Issuance of stock related to stock-based compensation plans		6,374		1								1,112		(201	)					(200	)
Stock-based compensation						1,892														1,892
Other comprehensive loss																	(2,643	)		(2,643	)

Balance June 29, 2024		68,553,927	$	686	$	256,084		$	2,859,786			33,102,276	$	(2,106,266	)	$	(9,478	)	$	1,000,812

~~(Dollars~~See inaccompanying ~~thousands)~~notes to consolidated financial statements.

~~(Unaudited)~~ 9

	Thirteen Weeks Ended
	March 29, 2025			March 30, 2024
OPERATING ACTIVITIES
Net income	$	29,806		$	47,096
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization		12,226			14,142
Non-cash interest charges		66			66
Provisions for losses on trade and other accounts receivable		6,455			3,854
Gains on sales/disposals of operating property		(830	)		(248	)
Deferred income taxes, net		146			(1,259	)
Stock-based compensation		2,038			1,724
Changes in operating assets and liabilities:
(Increase) decrease in trade and other accounts receivable		(27,068	)		18,871
Decrease in other assets		8,657			11,574
Increase (decrease) in accounts payable		5,967			(11,713	)
Increase in other liabilities		8,514			10,497
Increase (decrease) in insurance claims		9,721			(396	)
NET CASH PROVIDED BY OPERATING ACTIVITIES		55,698			94,208
INVESTING ACTIVITIES
Sales and maturities of investments		46,858			19,923
Purchases of investments		(48,085	)		(15,869	)
Purchases of operating property		(1,902	)		(9,281	)
Proceeds from sales of operating property		4,276			1,585
NET CASH PROVIDED (USED) BY INVESTING ACTIVITIES		1,147			(3,642	)
FINANCING ACTIVITIES
Decrease in cash overdraft		(1,674	)		(9,867	)
Dividends paid		(83,320	)		(83,235	)
Taxes paid in lieu of shares issued related to stock-based compensation plans		(909	)		(3,060	)
Purchases of common stock		(60,361	)		—
Principal payments on finance lease obligations		(8,339	)		(7,239	)
NET CASH USED BY FINANCING ACTIVITIES		(154,603	)		(103,401	)
Effect of exchange rate changes on cash and cash equivalents		160			(537	)
Decrease in cash and cash equivalents		(97,598	)		(13,372	)
Cash and cash equivalents at beginning of period		515,018			481,043
Cash and cash equivalents at end of period	$	417,420		$	467,671

Table of Contents

~~See~~LANDSTAR ~~accompanying~~SYSTEM, ~~notes~~INC. toAND ~~consolidated~~SUBSIDIARY ~~financial statements.~~

7NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

~~Table of Contents~~(Unaudited)

~~LANDSTAR~~The ~~SYSTEM~~consolidated financial statements include the accounts of Landstar System, ~~INC~~Inc. ~~AND~~and ~~SUBSIDIARY~~its subsidiary, Landstar System Holdings, Inc., and reflect all adjustments (all of a normal, recurring nature) which are, in the opinion of management, necessary for a fair statement of the results for the periods presented. The preparation of the consolidated financial statements requires the use of management’s estimates. Actual results could differ from those estimates. Landstar System, Inc. and its subsidiary are herein referred to as “Landstar” or the “Company.” Significant intercompany accounts have been eliminated in consolidation.

~~CONSOLIDATED~~(1) ~~STATEMENTS~~Significant OFAccounting ~~CHANGES IN SHAREHOLDERS’ EQUITY~~ Policies

~~Thirteen~~Revenue ~~Weeks~~from ~~Ended~~Contracts ~~March 29,~~with ~~2025~~Customers ~~and~~– ~~March 30,~~Disaggregation ~~2024~~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

~~(Dollars in thousands)~~ twenty-six-week

and thirteen-week periods ended June 28, 2025 and June 29, 2024 (dollars in thousands):

(Unaudited)


	Twenty-Six Weeks Ended						Thirteen Weeks Ended
Mode	June 28, 2025			June 29, 2024			June 28, 2025			June 29, 2024
Truck – BCO Independent Contractors		38	%		38	%		38	%		38	%
Truck – Truck Brokerage Carriers		54	%		52	%		54	%		52	%
Rail intermodal		2	%		2	%		2	%		2	%
Ocean and air cargo carriers		5	%		5	%		4	%		6	%

Truck Equipment Type
Van equipment	$	1,186,071		$	1,247,244		$	591,276		$	618,940
Unsided/platform equipment	$	741,270		$	723,995		$	400,862		$	380,950
Less-than-truckload	$	47,749		$	53,707		$	25,313		$	28,090
Other truck transportation (1)	$	192,766		$	149,675		$	100,687		$	77,709

	Common Stock				Additional Paid-In Capital			Retained Earnings			Treasury Stock at Cost					Accumulated Other Comprehensive (Loss) Income
	Shares		Amount								Shares		Amount						Total
Balance December 28, 2024		68,559,269	$	686	$	255,260		$	2,859,916			33,243,196	$	(2,131,413	)	$	(12,010	)	$	972,439
Net income									29,806											29,806
Dividends ($0.36 per share)									(12,688	)										(12,688	)
Purchases of common stock												386,318		(60,945	)					(60,945	)
Issuance of stock related to stock-based compensation plans		22,503				(2	)					6,081		(907	)					(909	)
Stock-based compensation						2,038														2,038
Other comprehensive income																	1,014			1,014
Balance March 29, 2025		68,581,772	$	686	$	257,296		$	2,877,034			33,635,595	$	(2,193,265	)	$	(10,996	)	$	930,755

(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.

	Common Stock				Additional Paid-In Capital			Retained Earnings			Treasury Stock at Cost					Accumulated Other Comprehensive (Loss) Income
	Shares		Amount								Shares		Amount						Total
Balance December 30, 2023		68,497,324	$	685	$	254,642		$	2,783,645			32,780,651	$	(2,048,184	)	$	(6,865	)	$	983,923
Net income									47,096											47,096
Dividends ($0.33 per share)									(11,802	)										(11,802	)
Issuance of stock related to stock-based compensation plans		50,229				(2,174	)					4,864		(886	)					(3,060	)
Stock-based compensation						1,724														1,724
Other comprehensive income																	30			30
Balance March 30, 2024		68,547,553	$	685	$	254,192		$	2,818,939			32,785,515	$	(2,049,070	)	$	(6,835	)	$	1,017,911

~~See~~Table ~~accompanying~~of ~~notes to consolidated financial statements.~~ Contents

8(2) Share-based Payment Arrangements

~~Table~~As of ~~Contents~~June 28, 2025, 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”). 6,000,000 shares of the Company’s common stock were authorized for issuance under the 2011 EIP and 200,000 shares of the Company’s common stock were authorized for issuance under the 2022 DSCP. 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):

LANDSTAR SYSTEM, INC. AND SUBSIDIARY


	Twenty-Six Weeks Ended						Thirteen Weeks Ended
	June 28, 2025			June 29, 2024			June 28, 2025			June 29, 2024
Total cost of the Plans during the period	$	3,657		$	3,616		$	1,619		$	1,892
Amount of related income tax benefit recognized during the period		(792	)		(1,684	)		(344	)		(532	)

Net cost of the Plans during the period	$	2,865		$	1,932		$	1,275		$	1,360

Included in income tax benefits recognized in the

~~NOTES TO CONSOLIDATED FINANCIAL STATEMENTS~~ twenty-six-week

periods ended June 28, 2025 and June 29, 2024 were tax deficiencies (excess tax benefits) from stock-based awards of $104,000 and ($799,000), respectively.

~~(Unaudited)~~As of June 28, 2025, there were 174,149 shares of the Company’s common stock reserved for issuance under the 2022 DSCP and 2,672,870 shares of the Company’s common stock reserved for issuance under the 2011 EIP.

~~The~~Restricted ~~consolidated~~Stock ~~financial~~Units statements include the accounts of Landstar System, Inc. and its subsidiary, Landstar System Holdings, Inc., and reflect all adjustments (all of a normal, recurring nature) which are, in the opinion of management, necessary for a fair statement of the results for the periods presented. The preparation of the consolidated financial statements requires the use of management’s estimates. Actual results could differ from those estimates. Landstar System, Inc. and its subsidiary are herein referred to as “Landstar” or the “Company.” Significant intercompany accounts have been eliminated in consolidation.

The following table summarizes information regarding the Company’s outstanding restricted stock unit (1“RSU”) ~~Significant~~awards ~~Accounting~~with ~~Policies~~either a performance condition or a market condition under the Plans:

Revenue from Contracts with Customers – Disaggregation of Revenue


	Number of RSUs			Weighted Average Grant Date Fair Value
Outstanding at December 28, 2024		162,652		$	144.12
Granted		53,408		$	147.19
Forfeited		(8,653	)	$	158.98

Outstanding at June 28, 2025		207,407		$	144.30

During the

period ended June 28, 2025, the Company granted RSUs with a performance condition and RSUs with a market condition, as further described below. Outstanding RSUs at both December 28, 2024 and June 28, 2025 include RSUs with a performance condition and RSUs with a market condition, as further described below and in the Company’s 2024 Annual Report on Form

	Thirteen Weeks Ended
Mode	March 29,2025			March 30,2024
Truck – BCO Independent Contractors		37	%		39	%
Truck – Truck Brokerage Carriers		54	%		53	%
Rail intermodal		2	%		2	%
Ocean and air cargo carriers		6	%		5	%
Truck Equipment Type
Van equipment	$	594,795		$	628,304
Unsided/platform equipment	$	340,408		$	343,045
Less-than-truckload	$	22,436		$	25,617
Other truck transportation (1)	$	92,079		$	71,966

10-K.

RSUs with a performance condition granted on January 31, 2025 and February 3, 2025 may vest on January 31 of 2028, 2029 and 2030 based on growth in operating income and

~~(1) Includes power~~pre-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.tax

income per diluted share from continuing operations as compared to the results from the 2024 fiscal year.

9On January 31, 2025, the Company granted 6,050 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. The fair value of this RSU award was determined at the time of grant based on the expected achievement of the market condition. With respect to these RSU awards, the Company reports compensation expense ratably over the service period of the award based on the number of units granted multiplied by the grant date fair value of the RSU. Previously recognized compensation cost would be reversed only if the employee did not complete the requisite service period due to termination of employment.

~~Table of Contents~~11

~~(2)~~Table ~~Share-based~~of ~~Payment Arrangements~~Contents

The Company recognized approximately $1,253,000 and $1,315,000 of share-based compensation expense related to RSU awards in the

As of March 29, 2025, 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”). 6,000,000 shares of the Company’s common stock were authorized for issuance under the 2011 EIP and 200,000 shares of the Company’s common stock were authorized for issuance under the 2022 DSCP. 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-week

periods ended June 28, 2025 and June 29, 2024, respectively. As of June 28, 2025, there was a maximum of $52.5 million of total unrecognized compensation cost related to RSU awards granted under the Plans with an expected average remaining life of approximately 3.3 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.

	Thirteen Weeks Ended
	March 29,2025			March 30,2024
Total cost of the Plans during the period	$	2,038		$	1,724
Amount of related income tax benefit recognized during the period		(448	)		(1,152	)
Net cost of the Plans during the period	$	1,590		$	572

Non-vested

Restricted Stock and Deferred Stock Units

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

~~Included in income tax benefits recognized in the thirteen~~non-~~week periods ended March 29, 2025 and March 30, 2024 were tax deficiencies (excess tax benefits) from stock-based awards of $~~vested

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

As of March 29, 2025, there were 181,450 shares of the Company’s common stock reserved for issuance under the 2022 DSCP and 2,671,437 shares of the Company’s common stock reserved for issuance under the 2011 EIP.


	Number of Shares and Deferred Stock Units			Weighted Average Grant Date Fair Value
Non-vested at December 28, 2024		47,519		$	180.17
Granted		30,149		$	159.69
Vested		(23,429	)	$	177.68
Forfeited		(661	)	$	173.64

Non-vested at June 28, 2025		53,578		$	169.81

The fair value of each share of

~~Restricted Stock Units~~ 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

~~The following table summarizes information regarding the Company’s outstanding restricted stock unit (“RSU”) awards with either a performance condition or a market condition under the Plans:~~ 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. Deferred Stock Units become vested 100% on the first anniversary of the date of the grant. Deferred Stock Units do not represent actual ownership in shares of the Company’s common stock and the recipient does not have voting rights or other incidents of ownership until the shares are issued. However, Deferred Stock Units do contain the right to receive dividend equivalent payments prior to settlement into shares.

As of June 28, 2025, there was $6,981,000 of total unrecognized compensation cost related to

	Number ofRSUs			Weighted AverageGrant DateFair Value
Outstanding at December 28, 2024		162,652		$	144.12
Granted		52,215		$	147.16
Forfeited		(6,583	)	$	159.95
Outstanding at March 29, 2025		208,284		$	144.39

non-vested

shares of restricted stock and Deferred Stock Units granted under the Plans. The unrecognized compensation cost related to these

10non-K.vested

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

~~pre-tax~~(3) Income Taxes

The provisions for income taxes for the 2025 and 2024

On January 31, 2025, the Company granted 6,050 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. The fair value of this RSU award was determined at the time of grant based on the expected achievement of the market condition. With respect to these RSU awards, the Company reports compensation expense ratably over the service period of the award based on the number of units granted multiplied by the grant date fair value of the RSU. Previously recognized compensation cost would be reversed only if the employee did not complete the requisite service period due to termination of employment. twenty-six-week

periods were based on estimated annual effective income tax rates of 24.3% and 24.5%, respectively, adjusted for discrete events, such as benefits resulting from stock-based awards. The effective income tax rate for the 2025

10 twenty-six-week

period was 24.7%. The effective income tax rate was higher than the statutory federal income tax rate of 21% in the 2025 period primarily attributable to state taxes. The effective income tax rate for the 2024

~~Table of Contents~~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~~(4) ~~Company~~Earnings ~~recognized~~Per approximately $857,000 and $632,000 of share-based compensation expense related to RSU awards in the thirteen-week periods ended March 29, 2025 and March 30, 2024, respectively. As of March 29, 2025, there was a maximum of $53.3 million of total unrecognized compensation cost related to RSU awards granted under the Plans with an expected average remaining life of approximately 3.5 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. Share

Basic earnings per common share are based on the weighted average number of shares outstanding, which includes outstanding

~~Non~~non-vested

restricted stock and outstanding Deferred Stock Units. Diluted earnings per share are based on the weighted average number of common shares outstanding plus the dilutive effect of outstanding stock awards, if applicable. 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. 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 2025 and 2024

~~non~~twenty-~~vested~~six-week

periods.

	Number of Shares and Deferred Stock Units			Weighted Average Grant Date Fair Value
Non-vested at December 28, 2024		47,519		$	180.17
Granted		22,503		$	165.08
Vested		(17,431	)	$	176.69
Forfeited		(571	)	$	174.96
Non-vested at March 29, 2025		52,020		$	174.87

~~non-vested~~Table of Contents

~~non-vested~~(5) Additional Cash Flow Information

During the 2025

~~non~~twenty-~~vested~~six-week

period, Landstar paid income taxes and interest of $33,972,000 and $2,816,000, respectively. During the 2024

~~non~~twenty-~~vested~~six-week

period, Landstar paid income taxes and interest of $28,096,000 and $1,628,000, respectively. Landstar did not acquire any operating property by entering into finance leases in the 2025

~~(3) Income Taxes~~twenty-six-week

period. Landstar acquired operating property by entering into finance leases in the amount of $17,144,000 in the 2024

~~ibut~~twenty-six-week

period. During the 2025

~~(4) Earnings Per Share~~twenty-six-week

period, the Company purchased its common stock at a total cost of $103,295,000, including $102,300,000 in cash purchases and accrued excise tax of $995,000, which is included in other current liabilities in the consolidated balance sheet at June 28, 2025. During the 2024

~~non~~twenty-~~vested~~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 was included in other current liabilities in the consolidated balance sheet at June 29, 2024.

(56) ~~Additional~~Segment ~~Cash Flow~~ Information

~~During~~The Company reports the ~~2025~~results ~~thirteen-week~~of two operating ~~period,~~segments: ~~Landstar~~the ~~paid~~transportation ~~income~~logistics ~~taxes~~segment and ~~interest~~the ofinsurance ~~$480,000~~segment. The Company’s chief operating decision maker (“CODM”) is our Chief Executive Officer. The CODM evaluates each segment’s performance and $1makes decisions about resource allocations primarily based on operating income,~~446,000,~~ ~~respectively.~~which ~~During~~is the ~~2024~~principal ~~thirteen-week~~financial ~~period,~~metric ~~Landstar~~utilized ~~received~~to ~~income~~monitor ~~tax~~budgeted ~~refunds,~~versus ~~net~~actual results by segment of ~~income~~the ~~tax~~Company. ~~payments,~~Asset information by segment is not typically provided to the CODM for purposes of ~~$495~~evaluating performance or allocating resources,~~000~~ and ~~paid~~therefore ~~interest~~such ofinformation ~~$825,000~~has not been presented.

The following tables summarize information about the Company’s reportable business segments as of and for the

11 twenty-six-week

and thirteen-week periods ended June 28, 2025 and June 29, 2024 (in thousands):

Table of Contents


	Twenty-Six Weeks Ended
	June 28, 2025						June 29, 2024
	Transportation Logistics		Insurance		Total		Transportation Logistics		Insurance		Total
External revenue	$	2,334,432	$	29,453	$	2,363,885	$	2,363,607	$	32,441	$	2,396,048
Internal revenue				53,093		53,093				53,346		53,346

Total revenue		2,334,432		82,546		2,416,978		2,363,607		85,787		2,449,394

Investment income				7,327		7,327				7,066		7,066
Purchased transportation		1,839,289				1,839,289		1,855,579				1,855,579
Commissions to agents		192,836				192,836		197,098				197,098
Other operating costs, net of gains on asset sales/dispositions		31,424				31,424		28,994				28,994
Insurance and claims		63,373		60,021		123,394		54,837		51,941		106,778
Selling, general and administrative		111,985		5,303		117,288		105,017		6,344		111,361
Depreciation and amortization		24,375				24,375		28,630				28,630

Operating income		71,150		24,549		95,699		93,452		34,568		128,020

Goodwill		41,399				41,399		41,607				41,607
Operating income						95,699						128,020
Interest and debt expense (income) (1)						539						(3,286	)

Income before income taxes						95,160						131,306

Landstar did not acquire any operating property by entering into finance leases in the 2025 thirteen-week period. Landstar acquired operating property by entering into finance leases in the amount of $



	Thirteen Weeks Ended
	June 28, 2025						June 29, 2024
	Transportation Logistics		Insurance		Total		Transportation Logistics		Insurance		Total
External revenue	$	1,196,687	$	14,696	$	1,211,383	$	1,209,075	$	15,930	$	1,225,005
Internal revenue				41,514		41,514				41,277		41,277

Total revenue		1,196,687		56,210		1,252,897		1,209,075		57,207		1,266,282

Investment income				3,729		3,729				3,654		3,654
Purchased transportation		941,411				941,411		950,058				950,058
Commissions to agents		99,522				99,522		99,816				99,816
Other operating costs, net of gains on asset sales/dispositions		19,595				19,595		14,135				14,135
Insurance and claims		29,517		42,446		71,963		27,984		40,457		68,441
Selling, general and administrative		52,559		3,147		55,706		51,823		3,116		54,939
Depreciation and amortization		12,149				12,149		14,488				14,488

Operating income		41,934		14,346		56,280		50,771		17,288		68,059

Operating income						56,280						68,059
Interest and debt expense (income) (1)						698						(1,675	)

Income before income taxes						55,582						69,734

~~in the 2024 thirteen-week period. During the 2025 thirteen-week period, the Company purchased its common stock at a total cost of $~~3

~~,000,~~Table ~~including~~of $Contents

(1) Interest and debt expense (income) includes (i) interest income earned on cash balances held by the transportation logistics segment of $2,~~000~~409 and $5,045 in ~~cash~~the ~~purchases~~2025 and ~~acc~~2024 twenty-six-week periods, respectively, and $741 and $2,545 in the 2025 and 2024 thirteen-week periods, respectively, and (ii) consolidated total interest expense of $2,948 and $1,759 in the 2025 and 2024 twenty-six-week periods, respectively, and $1,439 and $870 in the 2025 and 2024 thirteen-week periods, respectively.

In the

rtwenty-six-week

periods ended June 28, 2025 and June 29, 2024, no single customer accounted for more than 10% of the Company’s consolidated revenue.

~~ued~~(7) ~~excise~~Other ~~tax~~Comprehensive ~~of $~~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

, twenty-six-week

period ended June 28, 2025 (in thousands):

which is included in other current liabilities in the consolidated balance sheet at March 29, 2025. During the 2024 thirteen-week period, the Company did not purchase any shares of its common stock.


	Unrealized Holding (Losses) Gains on Available-for-Sale Securities			Foreign Currency Translation			Total
Balance as of December 28, 2024	$	(2,805	)	$	(9,205	)	$	(12,010	)
Other comprehensive income		1,546			3,300			4,846

Balance as of June 28, 2025	$	(1,259	)	$	(5,905	)	$	(7,164	)

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

~~(6) Segment Information~~twenty-six-week

period ended June 28, 2025.

~~chief~~(8) Investments

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. Investments in the bond portfolio are reported as

~~The following tables summarize information about the Company’s reportable business segments as of and~~ available-for ~~the thirteen~~-~~week periods ended March 29, 2025 and March 30, 2024 (in thousands):~~ sale

and are carried at fair value. Investments maturing less than one year from the balance sheet date are included in short-term investments and investments maturing more than one year from the balance sheet date are included in other assets in the consolidated balance sheets. Management performs an analysis of the nature of the unrealized losses on

	Transportation
	Logistics		Insurance		Total
2025
External revenue	$	1,137,745	$	14,757	$	1,152,502
Internal revenue		—		11,579		11,579
Total revenue		1,137,745		26,336		1,164,081
Investment income				3,598		3,598
Purchased transportation		897,878				897,878
Commissions to agents		93,314				93,314
Other operating costs, net of gains on asset sales/dispositions		11,829				11,829
Insurance and claims		33,856		17,575		51,431
Selling, general and administrative		59,426		2,156		61,582
Depreciation and amortization		12,226				12,226
Operating income		29,216		10,203		39,419
Goodwill		40,881				40,881

available-for-sale

investments to determine whether an allowance for credit loss is necessary. Unrealized losses, representing the excess of the purchase price of an investment over its fair value as of the end of a period, considered to be a result of credit-related factors, are to be included as a charge in the statement of income, while unrealized losses considered to be a result of

	Transportation
	Logistics		Insurance		Total
2024
External revenue	$	1,154,532	$	16,511	$	1,171,043
Internal revenue		—		12,069		12,069
Total revenue		1,154,532		28,580		1,183,112
Investment income				3,412		3,412
Purchased transportation		905,521				905,521
Commissions to agents		97,282				97,282
Other operating costs, net of gains on asset sales/dispositions		14,859				14,859
Insurance and claims		26,853		11,484		38,337
Selling, general and administrative		53,194		3,228		56,422
Depreciation and amortization		14,142				14,142
Operating income		42,681		17,280		59,961
Goodwill		42,381				42,381

non-credit-related

factors are to be included as a component of shareholders’ equity. Investments whose values are based on quoted market prices in active markets are classified within Level 1. Investments that trade in markets that are not considered to be active, but are valued based on quoted market prices, are classified within Level 2. As Level 2 investments include positions that are not traded in active markets, valuations may be adjusted to reflect illiquidity and/or

	Thirteen Weeks Ended
	March 29,2025			March 30,2024
Operating income	$	39,419		$	59,961
Interest and debt (income) expense (1)		(159	)		(1,611	)
Income before income taxes		39,578			61,572

non-transferability,

which are generally based on available market information. Any transfers between levels are recognized as of the beginning of any reporting period. 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, commercial paper and direct obligations of government agencies. Unrealized losses, net of unrealized gains, on the investments in the bond portfolio were $1,603,000 and $3,573,000 at June 28, 2025 and December 28, 2024, respectively.

(1) Interest and debt (income) expense includes (i) interest income earned on cash balances held by the transportation logistics segment of $1,668 and $2,500 in the 2025 and 2024 thirteen-week periods, respectively and (ii) consolidated total interest expense of $1,509 and $889 in the 2025 and 2024 thirteen-week periods, respectively.4

uTable of Contents

The amortized cost and fair values of

2available-for-sale

investments are as follows at June 28, 2025 and December 28, 2024 (in thousands):

Table of Contents


	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Fair Value
June 28, 2025
Money market investments	$	9,452	$	—	$	—	$	9,452
Asset-backed securities		23,117		56		1,353		21,820
Corporate bonds, commercial paper and direct obligations of government agencies		104,467		727		1,031		104,163
U.S. Treasury obligations		12,748		—		2		12,746

Total	$	149,784	$	783	$	2,386	$	148,181

December 28, 2024
Money market investments	$	13,473	$	—	$	—	$	13,473
Asset-backed securities		26,785		25		1,770		25,040
Corporate bonds, commercial paper and direct obligations of government agencies		107,180		198		2,026		105,352

Total	$	147,438	$	223	$	3,796	$	143,865

For those

~~(7) Other Comprehensive Income~~available-for-sale

investments with unrealized losses at June 28, 2025 and December 28, 2024, the following table summarizes the duration of the unrealized loss (in thousands):

following


	Less than 12 months				12 months or longer				Total
	Fair Value		Unrealized Loss		Fair Value		Unrealized Loss		Fair Value		Unrealized Loss
June 28, 2025
Asset-backed securities	$	1,990	$	8	$	12,379	$	1,345	$	14,369	$	1,353
Corporate bonds, commercial paper, and direct obligations of government agencies		8,966		8		37,112		1,023		46,078		1,031
U.S. Treasury obligations		6,868		2		—		—		6,868		2

Total	$	17,824	$	18	$	49,491	$	2,368	$	67,315	$	2,386

December 28, 2024
Asset-backed securities	$	9,663	$	37	$	12,596	$	1,733	$	22,259	$	1,770
Corporate bonds, commercial paper, and direct obligations of government agencies		18,409		169		59,609		1,857		78,018		2,026

Total	$	28,072	$	206	$	72,205	$	3,590	$	100,277	$	3,796

	UnrealizedHolding (Losses)Gains onAvailable-for-SaleSecurities			Foreign CurrencyTranslation			Total
Balance as of December 28, 2024	$	(2,805	)	$	(9,205	)	$	(12,010	)
Other comprehensive income		964			50			1,014
Balance as of March 29, 2025	$	(1,841	)	$	(9,155	)	$	(10,996	)

The Company believes unrealized losses on investments were primarily caused by rising interest rates rather than changes in credit quality. The Company expects to recover, through collection of all of the contractual cash flows of each security, the amortized cost basis of these securities as it does not intend to sell, and does not anticipate being required to sell, these securities before recovery of the cost basis. For these reasons, no losses have been recognized in the Company’s consolidated statements of income.

~~Amounts~~(9) 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 29, 2025. Leases

Landstar’s 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

~~(8) Investments~~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

~~available~~build-~~for-sale~~out

clauses.

~~available-for-sale~~5

~~non-credit-related~~Table of Contents

Further, the leases do not contain contingent rent provisions. Landstar also rents certain trailing equipment to supplement the Company-owned trailer fleet under

~~non~~“month-~~transferability,~~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

~~available~~right-~~for~~of-~~sale~~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.

			Gross		Gross
	AmortizedCost		UnrealizedGains		UnrealizedLosses		FairValue
March 29, 2025
Money market investments	$	2,868	$	—	$	—	$	2,868
Asset-backed securities		25,073		31		1,490		23,614
Corporate bonds, commercial paper and direct obligations of government agencies		114,022		492		1,383		113,131
U.S. Treasury obligations		6,800		5		—		6,805
Total	$	148,763	$	528	$	2,873	$	146,418
December 28, 2024
Money market investments	$	13,473	$	—	$	—	$	13,473
Asset-backed securities		26,785		25		1,770		25,040
Corporate bonds, commercial paper and direct obligations of government agencies		107,180		198		2,026		105,352
Total	$	147,438	$	223	$	3,796	$	143,865

As most of Landstar’s operating leases do not provide an implicit rate, Landstar utilized its incremental borrowing rate based on the information available at the lease commencement date in determining the present value of the lease payments. Landstar has a centrally managed treasury function; 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

3twenty-six

weeks ended June 28, 2025 were (in thousands):

Table of Contents


Finance leases:
Amortization of right-of-use assets	$	9,131
Interest on lease liability		2,306

Total finance lease cost		11,437
Operating leases:
Lease cost		1,986
Variable lease cost		—
Sublease income		(2,928	)

Total net operating lease income		(942	)

Total net lease cost	$	10,495

~~available~~6

	Less than 12 months				12 months or longer				Total
	FairValue		UnrealizedLoss		FairValue		UnrealizedLoss		FairValue		UnrealizedLoss
March 29, 2025
Asset-backed securities	$	3,270	$	9	$	12,538	$	1,481	$	15,808	$	1,490
Corporate bonds, commercial paper, and direct obligations of government agencies		20,336		42		49,270		1,341		69,606		1,383
Total	$	23,606	$	51	$	61,808	$	2,822	$	85,414	$	2,873
December 28, 2024
Asset-backed securities	$	9,663	$	37	$	12,596	$	1,733	$	22,259	$	1,770
Corporate bonds, commercial paper, and direct obligations of government agencies		18,409		169		59,609		1,857		78,018		2,026
Total	$	28,072	$	206	$	72,205	$	3,590	$	100,277	$	3,796

Table of Contents

~~recognized~~A summary of the lease classification on the Company’s consolidated balance sheet as of June 28, 2025 is as follows (in thousands):

~~(9)~~Assets: ~~Leases~~

right-of-use

~~build-out~~Liabilities:

~~“month-~~The following table reconciles the undiscounted cash flows for the finance and operating leases to~~-month”~~ the finance and operating lease liabilities recorded on the balance sheet at June 28, 2025 (in thousands):

right-of-use


	Finance Leases		Operating Leases
2025 Remainder	$	18,282	$	253
2026		30,028		299
2027		19,217		265
2028		15,309		95
2029		10,920		—
Thereafter		—		—

Total future minimum lease payments		93,756		912
Less amount representing interest (1.6% to 6.4%)		8,332		61

Present value of minimum lease payments	$	85,424	$	851

Current maturities of long-term debt		30,747
Long-term debt, excluding current maturities		54,677
Other current liabilities				392
Deferred income taxes and other noncurrent liabilities				459

AsThe ~~most~~weighted ofaverage ~~Landstar’s~~remaining ~~operating~~lease ~~leases~~term doand ~~not~~the ~~provide~~weighted anaverage ~~implicit~~discount rate, ~~Landstar~~for ~~utilized~~finance ~~its~~and ~~incremental~~operating ~~borrowing~~leases ~~rate~~as ~~based on the information available at the lease commencement date in determining the present value~~ of ~~the lease payments. Landstar has a centrally managed treasury function; therefore~~June 28, ~~based~~2025 onwere: ~~the applicable lease terms and the current economic environment, the Company applies a portfolio approach for determining the incremental borrowing rate.~~


	Finance Leases			Operating Leases
Weighted average remaining lease term (years)		3.4			2.5
Weighted average discount rate		5.0	%		5.5	%

~~Table~~(10) ~~of Contents~~Debt

~~The~~Other ~~components~~than ofthe finance lease ~~cost~~obligations ~~for~~as ~~finance~~presented ~~leases~~on ~~and~~the ~~operating~~consolidated ~~leases~~balance ~~for~~sheets, the ~~thirteen~~Company ~~weeks~~had ~~ended~~no ~~March~~outstanding debt as of June 2928, 2025 ~~were~~and ~~(in~~December 28, ~~thousands):~~2024.

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 (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 $600,000,000. As of June 28, 2025, the Company had

Finance leases:
Amortization of right-of-use assets	$	4,297
Interest on lease liability		1,188
Total finance lease cost		5,485
Operating leases:
Lease cost		966
Variable lease cost		—
Sublease income		(1,359	)
Total net operating lease income		(393	)
Total net lease cost	$	5,092

borrowings outstanding under the Credit Agreement.

AThe ~~summary~~revolving ofcredit loans under the ~~lease~~Credit ~~classification~~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 ~~consolidated~~Leverage ~~balance~~Ratio, ~~sheet~~ as ofdefined ~~March 29~~in the Credit Agreement, ~~2025~~at isthe asend ~~follows~~of (the most recent applicable fiscal quarter for which financial statements have been delivered. The revolving credit facility bears a commitment fee, payable quarterly in ~~thousands):~~arrears, of 0.20% to 0.30%, based on the Company’s Leverage Ratio at the end of the most recent applicable fiscal quarter for which financial statements have been delivered.

~~Assets:~~ 7

Operating lease right-of-use assets	Other assets	$	983
Finance lease assets	Operating property, less accumulated depreciation and amortization		127,413
Total lease assets		$	128,396

Table of Contents

~~Liabilities:~~The Credit Agreement contains a number of covenants that limit, among other things, the incurrence of additional indebtedness. The Company is required to, among other things, maintain a minimum fixed charge coverage ratio, as described in the Credit Agreement, and maintain a Leverage Ratio, as defined in the Credit Agreement, below a specified maximum. The Credit Agreement provides for a restriction on cash dividends and other distributions to stockholders on the Company’s capital stock to the extent there is a default under the Credit Agreement. In addition, the Credit Agreement under certain circumstances limits the amount of such cash dividends and other distributions to stockholders to the extent that, after giving effect to any payment made to effect such cash dividend or other distribution, the Leverage Ratio would exceed 2.5 to 1 on a pro forma basis as of the end of the Company’s most recently completed fiscal quarter. The Credit Agreement provides for an event of default in the event that, among other things, a person or group acquires 35% or more of the outstanding capital stock of the Company or obtains power to elect a majority of the Company’s directors or the directors cease to consist of a majority of Continuing Directors, as defined in the Credit Agreement. None of these covenants are presently considered by management to be materially restrictive to the Company’s operations, capital resources or liquidity. The Company is currently in compliance with all of the debt covenants under the Credit Agreement.

The ~~following~~interest ~~table~~rates ~~reconciles~~on borrowings under the ~~undiscounted~~revolving ~~cash~~credit ~~flows~~facility ~~for~~are ~~the~~typically ~~finance~~tied to short-term interest rates and, ~~operating~~as such, carrying value approximates fair value. Interest rates on borrowings under finance leases toapproximate the ~~finance~~interest ~~and~~rates ~~operating~~that ~~lease~~would ~~liabilities~~currently ~~recorded~~be onavailable to the ~~balance~~Company ~~sheet~~under atsimilar ~~March 29~~terms and, ~~2025~~as ~~(in~~such, ~~thousands):~~carrying value approximates fair value.

	FinanceLeases		OperatingLeases
2025 Remainder	$	27,951	$	405
2026		30,037		295
2027		19,226		262
2028		15,309		94
2029		10,920		—
Thereafter		—		—
Total future minimum lease payments		103,443		1,056
Less amount representing interest (1.6% to 6.4%)		9,475		73
Present value of minimum lease payments	$	93,968	$	983
Current maturities of long-term debt		32,024
Long-term debt, excluding current maturities		61,944
Other current liabilities				467
Deferred income taxes and other noncurrent liabilities				516

(11)	Commitments and Contingencies

Short-term investments include $66,935,000 in current maturities of investments held by the Company’s insurance segment at June 28, 2025. The

~~weighted~~ non-current

portion of the bond portfolio of $81,246,000 is included in other assets. The short-term investments, together with $15,644,000 of

	Finance Leases			Operating Leases
Weighted average remaining lease term (years)		3.6			2.5
Weighted average discount rate		4.9	%		5.5	%

non-current

investments, provide collateral for the $74,321,000 of letters of credit issued to guarantee payment of insurance claims. As of June 28, 2025, Landstar also had $35,415,000 of additional letters of credit outstanding under the Company’s Credi

~~Table of Contents~~Agreement.

On July 22, 2025, a jury trial (10the “Trial”) ~~Debt~~began in state court in El Paso County, Texas, in connection with a tragic vehicular accident (the “Accident”) that occurred on December 31, 2021, near El Paso. The Accident involved a collision between a recreational vehicle, or RV, rented by a family and a tractor-trailer owned and operated by an independent trucking company licensed by the U.S. Department of Transportation. This independent motor carrier was not a Landstar BCO Independent Contractor, but rather was providing truck capacity to Landstar Ranger, Inc., a wholly-owned subsidiary of the Company (“Landstar Ranger”), under a non-exclusive truck brokerage contractual arrangement. The plaintiffs principally assert that Landstar Ranger acted as a motor carrier rather than as a broker with respect to the shipment involved in the Accident and, as a result, should be determined to be legally responsible for the operation of the independent, non-exclusive truck brokerage carrier involved in the Accident and the conduct of its driver. Based on knowledge of the facts, available insurance coverage and the analysis of the Company’s outside counsel, an immaterial accrual was included in insurance claims in the Company’s consolidated balance sheet as of June 28, 2025. No assurances can be provided as to the amount of the verdict that may be entered against Landstar Ranger at the conclusion of the Trial, which is expected to occur during the Company’s 2025 third quarter. Moreover, the Trial could result in a substantial verdict against Landstar Ranger and could have a material negative effect on the results of operations for the Company’s 2025 third quarter and fiscal year. The Company intends to preserve its right to appeal any such verdict. No assurances can be provided as to the probability of success with respect to any potential appeal of any such verdict or the ultimate outcome of any such appeal. The total cost associated with this matter, which may include post-judgment interest, bonding-related costs and legal and other professional fees, will depend on many factors. The ultimate financial impact, as well as the timing of the ultimate resolution of this matter, are difficult to predict and could have a material negative effect on the results of operations in the quarter or year in which such ultimate resolution occurs.

~~Other~~The ~~than~~Company is involved in certain other claims and pending litigation arising from the ~~finance~~normal ~~lease~~conduct ~~obligations~~of asbusiness. ~~presented~~Many of these claims are covered in whole or in part by insurance. Based on knowledge of the ~~consolidated~~facts ~~balance~~and, ~~sheets~~in certain cases, ~~the~~opinions ~~Company~~of ~~had~~outside nocounsel, ~~outstanding~~management ~~debt~~believes asthat adequate provisions have been made for probable losses with respect to the resolution of ~~March 29,~~all ~~2025~~such claims and ~~December 28~~pending litigation and that the ultimate outcome, ~~2024~~after provisions therefor, will not have a material adverse effect on the financial condition of the Company, but could have a material effect on the results of operations in a given quarter or year.

~~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~~ (~~as further amended as of June 21, 2024, the “Credit Agreement”~~12). ~~The~~Change ~~Credit Agreement, which matures July 1, 2027, provides for borrowing capacity~~ in ~~the~~Accounting ~~form~~Estimate ~~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 aSelf-Insured ~~possible increase of up to an aggregate amount of borrowing capacity of $600,000,000. As of March 29, 2025, the Company had no borrowings outstanding under the Credit Agreement.~~ Claims

~~The~~Landstar ~~revolving~~provides ~~credit~~for ~~loans under~~ the ~~Credit~~estimated ~~Agreement,~~costs ~~at the option~~ of ~~Landstar, bear interest at (i) a forward~~self-~~looking~~insured ~~term~~claims ~~rate~~primarily ~~based~~ on ~~the secured overnight financing rate plus 0.10% and~~ an ~~applicable~~actuarial ~~margin ranging from 1~~basis.~~25%~~ toThe ~~2.00%,~~amount orrecorded ~~(ii) an~~for ~~alternate~~the ~~base~~estimated ~~rate~~liability ~~plus~~for anclaims ~~applicable~~incurred ~~margin~~is ~~ranging~~based ~~from~~upon ~~0.25%~~the tofacts ~~1.00%,~~and incircumstances ~~each~~known ~~case~~on ~~with~~ the applicable ~~margin~~balance ~~determined~~sheet ~~based~~date. ~~upon~~The ~~the~~ultimate ~~Company’s~~resolution ~~Leverage~~of ~~Ratio,~~these asclaims ~~defined~~may inbe ~~the~~for ~~Credit~~an ~~Agreement,~~amount atgreater ~~the~~or ~~end~~less ofthan the ~~most~~amount ~~recent~~estimated ~~applicable~~by ~~fiscal~~management. ~~quarter~~The ~~for~~Company ~~which~~continually ~~financial~~revises ~~statements~~its ~~have~~existing ~~been~~claim ~~delivered.~~estimates ~~The~~as ~~revolving~~new ~~credit~~or ~~facility~~revised ~~bears~~information abecomes ~~commitment~~available ~~fee,~~on ~~payable~~the ~~quarterly~~status ~~in arrears,~~ of ~~0.20%~~each ~~to 0~~claim.~~30%~~ Historically, ~~based on~~ the Company’s ~~Leverage~~has ~~Ratio~~experienced atboth ~~the~~favorable ~~end~~and ofunfavorable ~~the~~development ~~most~~of ~~recent~~prior ~~applicable~~years’ ~~fiscal~~claims ~~quarter~~estimates ~~for~~within ~~which~~its ~~financial~~various ~~statements have been delivered~~programs.

The following table summarizes the adverse effect of the increase in the cost of insurance claims resulting fro

net

The Credit Agreement contains a number of covenants that limit, among other things, the incurrence of additional indebtedness. The Company is required to, among other things, maintain a minimum fixed charge coverage ratio, as described in the Credit Agreement, and maintain a Leverage Ratio, as defined in the Credit Agreement, below a specified maximum. The Credit Agreement provides for a restriction on cash dividends and other distributions to stockholders on the Company’s capital stock to the extent there is a default under the Credit Agreement. In addition, the Credit Agreement under certain circumstances limits the amount of such cash dividends and other distributions to stockholders to the extent that, after giving effect to any payment made to effect such cash dividend or other distribution, the Leverage Ratio would exceed 2.5 to 1 on a pro forma basis as of the end of the Company’s most recently completed fiscal quarter. The Credit Agreement provides for an event of default in the event that, among other things, a person or group acquires 35% or more of the outstanding capital stock of the Company or obtains power to elect a majority of the Company’s directors or the directors cease to consist of a majority of Continuing Directors, as defined in the Credit Agreement. None of these covenants are presently considered by management to be materially restrictive to the Company’s operations, capital resources or liquidity. The Company is currently in compliance with all of the debt covenants under the Credit Agreement. u

nfavorable development of prior year self-insured claims estimates on operating income, net income and basic and diluted earnings per share set forth in the consolidated statements of income for the

~~The interest rates on borrowings under the revolving credit facility are typically tied to short~~twenty-term interest rates and, as such, carrying value approximates fair value. Interest rates on borrowings under finance leases approximate the interest rates that would currently be available to the Company under similar terms and, as such, carrying value approximates fair value. six-week

and thirteen-week periods ended June 28, 2025 and June 29, 2024 (in thousands, except per share amounts):

(11) Commitments and Contingencies


	Twenty-Six Weeks Ended				Thirteen Weeks Ended
	June 28, 2025		June 29, 2024		June 28, 2025		June 29, 2024
Operating income	$	13,641	$	2,116	$	2,289	$	989
Net income	$	10,272	$	1,606	$	1,726	$	747
Basic and diluted earnings per share	$	0.29	$	0.04	$	0.05	$	0.02

The unfavorable development of prior years’ claims during the

~~non~~twenty-~~current~~six-week

period ended June 28, 2025 was primarily attributable to elevated cargo loss experience as a result of fraud and theft in the supply chain and several specific commercial trucking claims.

~~non-current~~18

~~Company~~Table of Contents

(1213) ~~Change~~Gain ~~in Accounting Estimate for Self-Insured Claims~~Contingency

~~Landstar~~The ~~provides~~Company ~~for~~does ~~the~~not ~~estimated~~allow ~~costs of self-insured claims primarily on an actuarial basis. The amount recorded~~ for the ~~estimated~~recognition ~~liability~~of ~~for~~a ~~claims~~gain ~~incurred~~contingency iswithin ~~based~~its ~~upon~~consolidated ~~the~~financial ~~facts~~statements ~~and~~prior ~~circumstances~~to ~~known on~~ the ~~applicable~~settlement ~~balance sheet date. The ultimate resolution~~ of ~~these~~the ~~claims~~underlying ~~may~~events ~~be for an amount greater~~ or ~~less~~contingencies ~~than~~associated with the ~~amount~~gain ~~estimated by management~~contingency. ~~The~~As ~~Company~~a ~~continually~~result, ~~revises~~the ~~its~~consideration ~~existing~~related ~~claim~~to ~~estimates~~a asgain ~~new~~contingency oris ~~revised~~recorded ~~information~~in ~~becomes available on~~ the ~~status~~consolidated offinancial ~~each~~statements ~~claim.~~during ~~Historically,~~ the ~~Company~~period ~~has~~in ~~experienced~~which ~~both~~all ~~favorable~~underlying ~~and~~events ~~unfavorable~~or ~~development~~contingencies ofare ~~prior~~resolved ~~years’~~and ~~claims~~the ~~estimates~~gain ~~within~~is ~~its various programs~~realized.

6Within the Company’s third party insurance arrangements providing excess coverage for commercial trucking liabilities, structured arrangements with third party reinsurers within a specific loss layer may include provisions that provide for a refund of premium in the event of favorable loss experience. During the 2025 second fiscal quarter, with respect to one such three-year commercial auto liability reinsurance arrangement relating to certain excess claims incurred between May 1, 2020 through April 30, 2023, the Company received $

9,000,000 of

~~Table of Contents~~an

anticipated $12,000,000

~~The~~cash ~~following~~payment ~~table~~from ~~summarizes~~third ~~the~~party ~~adverse~~reinsurance ~~effect~~providers ~~of the increase~~ in the ~~cost~~form of ~~insurance~~a “no claims ~~resulting~~bonus” ~~from~~due ~~unfavorable~~to ~~development~~favorable ofloss ~~prior~~experience ~~year~~with ~~self-insured~~respect to claims ~~estimates~~incurred onduring ~~operating~~the ~~income,~~applicable ~~net~~policy ~~income~~period. ~~and~~The ~~basic~~Company ~~and~~recorded ~~diluted~~this ~~earnings~~payment ~~per~~as ~~share~~a ~~set~~deferred ~~forth~~gain within other current liabilities in the consolidated ~~statements~~balance sheet as of ~~income~~June 28, ~~for~~2025, until such time as all underlying claims with exposure under the ~~thirteen-week~~applicable ~~periods~~excess ~~ended~~layer ~~March 29,~~insurance ~~2025~~arrangement are resolved and ~~March 30,~~the ~~2024~~gain ~~(in~~can ~~thousands~~be recognized. On the first business day of the 2025 third fiscal quarter, ~~except~~the ~~per~~Company ~~share~~received ~~amounts):~~the remaining $

3,000,000 cash payment.

	Thirteen Weeks Ended
	March 29,2025		March 30,2024
Operating income	$	11,352	$	1,127
Net income	$	8,548	$	851
Basic and diluted earnings per share	$	0.24	$	0.02

(14)	Recent Accounting Pronouncements

~~The~~Accounting ~~unfavorable~~Standards ~~development~~Issued ofBut ~~prior~~Not ~~years’~~Yet ~~claims~~Adopted during the thirteen-week period ended March 29, 2025 was primarily attributable to elevated cargo loss experience as a result of fraud and theft in the supply chain and several specific commercial trucking claims.

In December 2023, the FASB issued ASU

~~(13) Recent Accounting Pronouncements~~2023-09,

~~Accounting~~Income ~~Standards~~Taxes ~~Issued~~(Topic ~~But~~740): ~~Not~~Improvements ~~Yet~~to ~~Adopted~~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. and foreign jurisdictions. ASU

~~Income Taxes (Topic 740): Improvements to Income Tax Disclosures~~ 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.

In November 2024, the FASB issued ASU

~~2023~~2024-0903,

Income Statement – Reporting Comprehensive Income – Expense Disaggregation Disclosures (Subtopic

~~2023~~220-0940):

Disaggregation of Income Statement Expenses

(“ASU

2024-03”),

which expands disclosures about certain categories of expenses. ASU

~~220~~2024-~~40):~~03

is effective for annual periods beginning after December 15, 2026. The Company is currently evaluating the impact of ASU

2024-03~~”),~~

on its consolidated financial statements and disclosures.

~~2024-03~~(15) Supply Chain Fraud Matter

During the last week of the Company’s 2025 first quarter, the Company identified a supply chain fraud relating to the Company’s international freight forwarding operations. This supply chain fraud matter does not involve the Company’s core North American truckload services. In connection with this supply chain fraud matter, consolidated revenue and purchased transportation as reported in the Company’s fiscal year 2024~~-03~~, 2023 and 2022 financial results were each overstated by approximately 2%, 1%, and less than 0.5%, respectively. As the overstated amount of revenue was approximately equal to the overstated amount of purchased transportation, the impact on each of operating income and net income, as reported, was less than 1% in fiscal year 2024 and less than 0.2% in fiscal years 2023 and 2022, respectively.

The Company has performed a quantitative and qualitative analysis of the impact of this supply chain fraud matter in respect of the 2025 first quarter and the financial statements for each prior fiscal year period during which identified instances of fraud relating to this matter occurred. In connection therewith, the Company concluded that such impact was immaterial with respect to each such fiscal period. The Company’s financial results for the 2025 first quarter and for the

~~(14) Supply Chain Fraud Matter~~twenty-six

week period ended June 28, 2025 included a $

4.8 million

During the last week of the Company’s 2025 first quarter, the Company identified a supply chain fraud relating to the Company’s international freight forwarding operations. This supply chain fraud matter does not involve the Company’s core North American truckload services. In connection with this supply chain fraud matter, consolidated revenue and purchased transportation as reported in the Company’s fiscal year 2024, 2023 and 2022 financial results were each overstated by approximately 2%, 1%, and less than 0.5%, respectively. As the overstated amount of revenue was approximately equal to the overstated amount of purchased transportation, the impact on each of operating income and net income, as reported, was less than 1% in fiscal year 2024 and less than 0.2% in fiscal years 2023 and 2022, respectively. pre-tax

expense, or $0.10

~~The~~per ~~Company~~basic ~~has~~and ~~performed~~diluted ashare, ~~quantitative~~relating ~~and~~to ~~qualitative~~this ~~analysis~~matter. ofThis expense reflects the ~~impact~~total ofcurrently ~~this~~anticipated ~~supply~~aggregate ~~chain~~adverse ~~fraud~~financial ~~matter~~impact into ~~respect~~Landstar ofrelating to the ~~2025~~fraud, ~~first~~net ~~quarter~~of certain actual and ~~the~~anticipated ~~financial~~recoveries ~~statements~~and ~~for~~before ~~each~~taking ~~prior~~into ~~fiscal~~account ~~year~~the ~~period~~cost ~~during~~of ~~which~~legal ~~identified~~and ~~instances~~other ofprofessional ~~fraud~~fees ~~relating~~as towell ~~this~~as ~~matter~~additional ~~occurred~~potential recoveries in the future. InThis ~~connection~~expense ~~therewith,~~was ~~the~~reflected ~~Company~~in ~~concluded~~2025 ~~that~~first ~~such~~quarter ~~impact~~selling, ~~was~~general & ~~immaterial~~administrative ~~with~~costs ~~respect~~as an increase to ~~each~~the ~~such~~provision ~~fiscal~~for ~~period.~~customer ~~While~~bad ~~remediation~~debt ~~and~~expense, ~~collection~~resulting ~~efforts~~in ~~continue,~~an increase in the ~~Company’s~~allowance ~~2025~~for ~~first~~doubtful ~~quarter~~accounts ~~financial~~related ~~results~~to ~~included~~trade aaccounts receivable.

In the 2025 second quarter, this expense was reclassified from the provision for customer bad debt expense within selling, general and administrative costs to the provision for contractor bad debt expense within other operating costs due to the finalization of certain agreements with the affected independent commission sales agency during the 2025 second fiscal quarter. As of the June ~~million~~28, 2025 consolidated balance sheet, this amount was included in the allowance for doubtful accounts related to other receivables.

~~pre-tax~~9

Item ~~expense,~~2. orManagement’s Discussion and Analysis of Financial Condition and Results of Operations

~~per~~The ~~basic~~following ~~and~~discussion ~~diluted~~should ~~share,~~be ~~relating~~read toin ~~this~~conjunction ~~matter.~~with ~~This expense reflects~~ the ~~total~~interim ~~currently~~consolidated ~~anticipated~~financial ~~aggregate~~statements ~~adverse~~and ~~financial~~notes ~~impact~~thereto toincluded ~~Landstar~~herein, ~~relating~~and towith the ~~fraud,~~Company’s ~~net~~audited offinancial ~~certain~~statements ~~actual~~ and ~~anticipated~~notes ~~recoveries~~thereto ~~and~~for ~~before~~the ~~taking~~fiscal ~~into~~year ~~account~~ended ~~the~~December 28, ~~cost~~2024 ofand ~~legal~~Management’s Discussion and ~~other~~Analysis ~~professional~~of ~~fees~~Financial asCondition ~~well~~and asResults ~~additional~~of ~~potential~~Operations ~~recoveries~~included in the ~~future~~2024 Annual Report on Form 10-K.

~~This~~FORWARD-LOOKING ~~expense~~STATEMENTS is reflected in 2025 first quarter selling, general & administrative costs as an increase to the provision for customer bad debt expense, resulting in an increase in the allowance for doubtful accounts related to trade accounts receivable.

17The following is a “safe harbor” statement under the Private Securities Litigation Reform Act of 1995. Statements contained in this document that are not based on historical facts are “forward-looking statements.” This Management’s Discussion and Analysis of Financial Condition and Results of Operations and other sections of this Form 10-Q contain 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,” “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: 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; 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 largest such agent by revenue in the 2024 fiscal year; decreased demand for transportation services; substantial industry competition; disruptions or failures in the Company’s computer systems; cyber and other information security incidents; dependence on key vendors; adoption of artificial intelligence; 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; acquisitions and investments; intellectual property; and other operational, financial or legal risks or uncertainties detailed in Landstar’s Form 10-K for the 2024 fiscal year, described in Item 1A “Risk Factors,” in Landstar’s Form 10-Q for the quarterly period ended March 29, 2025, described in Part II, Item A “Risk Factors,” in this report or in Landstar’s other Securities and Exchange Commission 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.

~~Table~~Introduction ~~of Contents~~

~~Item~~Landstar 2System, Inc. ~~Management~~and its subsidiary, Landstar System Holdings, Inc. (collectively referred to herein with their subsidiaries and other affiliated companies as “Landstar” or the “Company”), is a technology-enabled, asset-light provider of integrated transportation management solutions delivering safe, specialized transportation services to a broad range of customers utilizing a network of agents, third party capacity providers and employees. The Company offers services to its customers across multiple transportation modes, with the ability to arrange for individual shipments of freight to comprehensive third party logistics solutions to meet all of a customer’s ~~Discussion~~transportation needs. Landstar provides services principally throughout the United States and ~~Analysis~~to a lesser extent in Canada and Mexico, and between the United States and Canada, Mexico and other countries around the world. The Company’s services emphasize safety, information coordination and customer service and are delivered through a network of ~~Financial~~over ~~Condition~~1,000 independent commission sales agents and ~~Results~~over 77,000 third party capacity providers, primarily truck capacity providers, linked together by a series of ~~Operations~~digital technologies which are provided and coordinated by the Company. The nature of the Company’s business is such that a significant portion of its operating costs varies directly with revenue.

~~The~~21 following discussion should be read in conjunction with the interim consolidated financial statements and notes thereto included herein, and with the Company’s audited financial statements and notes thereto for the fiscal year ended December 28, 2024 and Management’s Discussion and Analysis of Financial Condition and Results of Operations included in the 2024 Annual Report on Form 10-K.

~~FORWARD~~Landstar markets its integrated transportation management solutions primarily through independent commission sales agents and exclusively utilizes third party capacity providers to transport customers’ freight. Landstar’s independent commission sales agents enter into contractual arrangements with the Company and are responsible for locating freight, making that freight available to Landstar’s capacity providers and coordinating the transportation of the freight with customers and capacity providers. The Company’s third party capacity providers consist of independent contractors who provide truck capacity to the Company under exclusive lease arrangements (the “BCO Independent Contractors”), unrelated trucking companies who provide truck capacity to the Company under non-~~LOOKING~~exclusive ~~STATEMENTS~~contractual arrangements (the “Truck Brokerage Carriers”), air cargo carriers, ocean cargo carriers and railroads. Through this network of agents and capacity providers linked together by Landstar’s ecosystem of digital technologies, Landstar operates an integrated transportation management solutions business primarily throughout North America with revenue of $4.8 billion during the most recently completed fiscal year. The Company reports the results of two operating segments: the transportation logistics segment and the insurance segment.

The ~~following~~transportation islogistics asegment ~~“safe~~provides ~~harbor”~~a ~~statement~~wide ~~under~~range ~~the~~of ~~Private~~integrated ~~Securities~~transportation ~~Litigation~~management ~~Reform Act of 1995~~solutions. ~~Statements~~Transportation ~~contained~~services ~~in this document that~~ are ~~not~~provided ~~based~~by onLandstar’s ~~historical facts are~~ “~~forward-looking~~Operating ~~statements.~~Subsidiaries”: ~~This~~Landstar ~~Management’s~~Ranger, ~~Discussion~~Inc., ~~and~~Landstar ~~Analysis~~Inway, ofInc., ~~Financial~~Landstar ~~Condition~~Ligon, ~~and~~Inc., ~~Results~~Landstar ofGemini, ~~Operations and other sections of this Form 10-Q contain forward-looking statements~~Inc., ~~such as statements which relate to~~ Landstar’s ~~business~~Transportation ~~objectives~~Logistics, ~~plans~~Inc., ~~strategies~~Landstar ~~and~~Global ~~expectations. Terms such as “anticipates~~Logistics,” ~~“believes~~Inc.,” ~~“estimates,”~~Landstar ~~“intention,”~~Express ~~“expects~~America,” ~~“plans~~Inc.,” ~~“predicts,”~~Landstar ~~“may~~Canada,” ~~“should~~Inc.,” ~~“could,”~~Landstar ~~“will~~Metro,” ~~the~~S.A.P.I. ~~negative~~de ~~thereof~~C.V., and ~~similar~~Landstar ~~expressions~~Blue, ~~are intended to identify forward-looking statements~~LLC. ~~Such~~Transportation ~~statements~~services ~~are~~offered by ~~nature~~the ~~subject~~Company toinclude ~~uncertainties and risks~~truckload, ~~including~~less-than-truckload ~~but~~and ~~not~~other ~~limited~~truck ~~to:~~transportation, ~~U.S.~~rail ~~trade~~intermodal, ~~relationships;~~air ancargo, ~~increase~~ocean incargo, ~~the~~expedited ~~frequency~~ground orand ~~severity~~air delivery of ~~accidents~~time-critical orfreight, ~~other~~heavy-haul/specialized, ~~claims;~~cold ~~unfavorable~~chain/temperature-controlled, ~~development~~U.S.-Canada ofand ~~existing~~U.S.-Mexico ~~accident~~cross-border, ~~claims;~~intra-Mexico, ~~dependence~~intra-Canada, onproject ~~third~~cargo ~~party~~and ~~insurance~~customs ~~companies;~~brokerage. ~~dependence~~Examples onof ~~independent~~the ~~commission~~industries ~~sales~~serviced ~~agents;~~by ~~dependence~~the ontransportation ~~third~~logistics ~~party~~segment ~~capacity~~include ~~providers;~~automotive ~~the~~parts ~~impact~~and ofassemblies, ~~the~~consumer ~~Russian~~durables, ~~conflict~~building ~~with~~products, ~~Ukraine~~metals, onchemicals, ~~the~~foodstuffs, ~~operations~~heavy ofmachinery, ~~certain independent commission sales agents~~retail, ~~including~~electronics ~~the~~and ~~Company’s~~military ~~largest~~equipment ~~such~~and ~~agent~~general bycommodities. ~~revenue~~In inaddition, the ~~2024~~transportation ~~fiscal~~logistics ~~year;~~segment ~~decreased~~provides ~~demand for~~ transportation services; ~~substantial~~to ~~industry~~other ~~competition;~~transportation ~~disruptions~~companies, orincluding ~~failures~~third inparty ~~the~~logistics ~~Company’s computer systems; cyber~~ and ~~other~~less-than-truckload ~~information~~service ~~security~~providers. ~~incidents;~~The ~~dependence~~independent oncommission ~~key~~sales ~~vendors;~~agents ~~adoption~~market ofservices ~~artificial~~provided ~~intelligence;~~by ~~potential~~the ~~changes~~transportation inlogistics ~~taxes;~~segment. ~~status~~Billings offor ~~independent~~freight ~~contractors;~~transportation ~~regulatory~~services ~~and~~are ~~legislative~~typically ~~changes;~~charged ~~regulations~~to ~~focused~~customers on ~~diesel~~a ~~emissions~~per ~~and~~shipment ~~other~~basis ~~air~~for ~~quality matters; regulations requiring~~ the ~~purchase~~physical ~~and~~transportation ~~use~~ of ~~zero-emission~~freight ~~vehicles; intellectual property;~~ and ~~other~~are ~~operational,~~referred ~~financial~~to oras ~~legal~~transportation ~~risks~~revenue. orDuring ~~uncertainties~~the ~~detailed in Landstar’s Form 10~~twenty-Ksix ~~for~~weeks ~~the~~ended ~~2024~~June 28, ~~fiscal year~~2025, ~~described~~revenue ingenerated ~~Item~~by 1ABCO ~~“Risk~~Independent ~~Factors~~Contractors,” inTruck ~~this~~Brokerage ~~report~~Carriers ~~or in Landstar’s other Securities~~ and ~~Exchange~~railroads ~~Commission~~represented ~~filings~~approximately ~~from~~38%, ~~time~~54% ~~to time. These risks~~ and ~~uncertainties~~2%, ~~could~~respectively, ~~cause~~of ~~actual~~the ~~results~~Company’s orconsolidated ~~events~~revenue. toCollectively, ~~differ~~revenue ~~materially~~generated ~~from~~by ~~historical~~air ~~results~~and orocean ~~those~~cargo ~~anticipated.~~carriers ~~Investors~~represented ~~should~~approximately ~~not~~5% ~~place~~of ~~undue reliance on such forward-looking statements and~~ the Company’s ~~undertakes~~consolidated norevenue ~~obligation~~in tothe ~~publicly~~twenty-six ~~update~~period orended ~~revise~~June 28, ~~any forward-looking statements~~2025.

~~Introduction~~The insurance segment is comprised of Signature Insurance Company (“Signature”), a wholly owned offshore insurance subsidiary, and Risk Management Claim Services, Inc. The insurance segment provides risk and claims management services to certain of Landstar’s operating subsidiaries. In addition, it reinsures certain risks of the Company’s BCO Independent Contractors and provides certain property and casualty insurance and reinsurance to certain of Landstar’s operating subsidiaries. Revenue at the insurance segment represents reinsurance premiums from third party insurance companies that provide insurance programs to BCO Independent Contractors where all or a portion of the risk is ultimately borne by Signature. Revenue at the insurance segment represented approximately 1% of the Company’s consolidated revenue for the twenty-six period ended June 28, 2025.

~~Landstar~~Changes System, Inc. and its subsidiary, Landstar System Holdings, Inc. (collectively referred to herein with their subsidiaries and other affiliated companies as “Landstar” or the “Company”), is a technology-enabled, asset-light provider of integrated transportation management solutions delivering safe, specialized transportation services to a broad range of customers utilizing a network of agents, third party capacity providers and employees. The Company offers services to its customers across multiple transportation modes, with the ability to arrange for individual shipments of freight to comprehensive third party logistics solutions to meet all of a customer’s transportation needs. Landstar provides services principally throughout the United States and to a lesser extent in ~~Canada~~Financial ~~and~~Condition ~~Mexico,~~ and ~~between~~Results ~~the United States and Canada, Mexico and other countries around the world. The Company’s services emphasize safety, information coordination and customer service and are delivered through a network~~ of ~~over~~Operations 1,000 independent commission sales agents and over 88,000 third party capacity providers, primarily truck capacity providers, linked together by a series of digital technologies which are provided and coordinated by the Company. The nature of the Company’s business is such that a significant portion of its operating costs varies directly with revenue.

~~Landstar~~Management ~~markets~~believes ~~its~~the ~~integrated~~Company’s ~~transportation~~success ~~management~~principally ~~solutions~~depends ~~primarily~~on ~~through~~its ~~independent~~ability ~~commission~~to ~~sales~~generate ~~agents~~freight ~~and~~revenue ~~exclusively~~through ~~utilizes~~its ~~third~~network ~~party~~of ~~capacity providers to transport customers’ freight. Landstar’s~~ independent commission sales agents ~~enter into contractual arrangements with the Company~~ and ~~are~~to ~~responsible~~deliver ~~for locating~~ freight safely, ~~making~~securely ~~that freight available to Landstar’s capacity providers~~ and ~~coordinating~~efficiently ~~the~~utilizing ~~transportation~~BCO ofIndependent ~~the~~Contractors ~~freight with customers~~ and ~~capacity~~other ~~providers. The Company’s~~ third party capacity providers. ~~consist~~Management ofbelieves ~~independent~~the ~~contractors~~most ~~who~~significant ~~provide~~factors ~~truck capacity~~ to the Company’s ~~under~~success ~~exclusive~~include ~~lease~~increasing ~~arrangements (the “BCO Independent Contractors”)~~revenue, ~~unrelated~~sourcing ~~trucking companies who provide truck~~ capacity, toempowering ~~the~~its ~~Company~~network ~~under~~through ~~non~~technology-~~exclusive~~based ~~contractual~~tools ~~arrangements (the “Truck Brokerage Carriers”), air cargo carriers, ocean cargo carriers~~ and ~~railroads.~~controlling ~~Through this network of agents and capacity providers linked together by Landstar’s ecosystem of digital technologies~~costs, ~~Landstar~~including ~~operates~~insurance an integrated transportation management solutions business primarily throughout North America with revenue of $4.8 billion during the most recently completed fiscal year. The Company reports the results of two operating segments: the transportation logistics segment and ~~the insurance segment~~claims.

~~The~~Revenue transportation logistics segment provides a wide range of integrated transportation management solutions. Transportation services are provided by Landstar’s “Operating Subsidiaries”: Landstar Ranger, Inc., Landstar Inway, Inc., Landstar Ligon, Inc., Landstar Gemini, Inc., Landstar Transportation Logistics, Inc., Landstar Global Logistics, Inc., Landstar Express America, Inc., Landstar Canada, Inc., Landstar Metro, S.A.P.I. de C.V., and Landstar Blue, LLC. Transportation services offered by the Company include truckload, less-than-truckload and other truck transportation, rail intermodal, air cargo, ocean cargo, expedited ground and air delivery of time-critical freight, heavy-haul/specialized, cold chain/temperature-controlled, U.S.-Canada and U.S.-Mexico cross-border, intra-Mexico, intra-Canada,

18While customer demand, which is subject to overall economic conditions, ultimately drives increases or decreases in revenue, the Company primarily relies on its independent commission sales agents to establish customer relationships and generate revenue opportunities. Management’s emphasis with respect to revenue growth is on revenue generated by independent commission sales agents who on an annual basis generate $1 million or more of Landstar revenue (“Million Dollar Agents”). Management believes future revenue growth is primarily dependent on its ability to increase both the revenue generated by Million Dollar Agents and the number of Million Dollar Agents through a combination of recruiting new agents, increasing the revenue opportunities generated by existing independent commission sales agents and providing its independent commission sales agents with digital technologies they may use to grow revenue and increase efficiencies at their businesses. During the 2024 fiscal year, 485 independent commission sales agents generated $1 million or more of Landstar revenue and thus qualified as Million Dollar Agents. During the 2024 fiscal year, the average revenue generated by a Million Dollar Agent was $9,388,000 and revenue generated by Million Dollar Agents in the aggregate represented 94% of consolidated revenue.

~~Table~~22 ~~of Contents~~

~~project~~Management ~~cargo~~monitors ~~and~~business ~~customs~~activity ~~brokerage.~~by ~~Examples~~tracking of the ~~industries~~number ~~serviced~~of byloads ~~the~~(volume) ~~transportation logistics segment include automotive parts~~ and ~~assemblies,~~revenue ~~consumer~~per ~~durables,~~load ~~building~~by ~~products,~~mode ~~metals,~~of ~~chemicals, foodstuffs, heavy machinery, retail, electronics and military equipment and general commodities~~transportation. InRevenue ~~addition,~~per ~~the~~load ~~transportation~~can ~~logistics~~be ~~segment~~influenced ~~provides~~by ~~transportation~~many ~~services~~factors to other ~~transportation~~than ~~companies,~~a ~~including~~change ~~third~~in ~~party logistics and less-than-truckload service providers~~price. ~~The~~Those ~~independent~~factors ~~commission~~include ~~sales agents market services provided by~~ the ~~transportation~~average ~~logistics~~length ~~segment.~~of ~~Billings~~haul, ~~for~~ freight ~~transportation~~type, ~~services~~special ~~are~~handling ~~typically~~and ~~charged~~equipment torequirements, ~~customers~~fuel oncosts aand ~~per~~delivery ~~shipment~~time ~~basis~~requirements. ~~for~~For ~~the~~shipments ~~physical~~involving ~~transportation~~two ofor ~~freight~~more ~~and~~modes ~~are~~of ~~referred to as~~ transportation, revenue. ~~During~~is ~~the~~generally ~~thirteen~~classified ~~weeks ended March 29, 2025, revenue generated~~ by ~~BCO~~the ~~Independent~~mode ~~Contractors,~~of ~~Truck~~transportation ~~Brokerage~~having ~~Carriers~~the ~~and~~highest ~~railroads~~cost ~~represented~~for ~~approximately 37%, 54% and 2%, respectively, of~~ the ~~Company’s consolidated revenue~~load. ~~Collectively,~~The ~~revenue~~following ~~generated~~table bysummarizes ~~air~~this ~~and~~information ~~ocean~~by ~~cargo~~trailer ~~carriers~~type ~~represented~~for ~~approximately~~truck 6%transportation ofand ~~the~~by ~~Company’s~~mode ~~consolidated~~for ~~revenue~~all inothers: ~~the thirteen-week period ended March 29, 2025.~~

The insurance segment is comprised of Signature Insurance Company (“Signature”), a wholly owned offshore insurance subsidiary, and Risk Management Claim Services, Inc. The insurance segment provides risk and claims management services to certain of Landstar’s operating subsidiaries. In addition, it reinsures certain risks of the Company’s BCO Independent Contractors and provides certain property and casualty insurance and reinsurance to certain of Landstar’s operating subsidiaries. Revenue at the insurance segment represents reinsurance premiums from third party insurance companies that provide insurance programs to BCO Independent Contractors where all or a portion of the risk is ultimately borne by Signature. Revenue at the insurance segment represented approximately 1% of the Company’s consolidated revenue for the thirteen-week period ended March 29, 2025.


	Twenty-Six Weeks Ended						Thirteen Weeks Ended
	June 28,			June 29,			June 28,			June 29,
	2025			2024			2025			2024
Revenue generated through (in thousands):
Truck transportation
Truckload:
Van equipment	$	1,186,071		$	1,247,244		$	591,276		$	618,940
Unsided/platform equipment		741,270			723,995			400,862			380,950
Less-than-truckload		47,749			53,707			25,313			28,090
Other truck transportation (1)		192,766			149,675			100,687			77,709

Total truck transportation		2,167,856			2,174,621			1,118,138			1,105,689
Rail intermodal		39,515			45,002			22,028			22,307
Ocean and air cargo carriers		116,426			125,380			50,789			71,306
Other (2)		40,088			51,045			20,428			25,703

	$	2,363,885		$	2,396,048		$	1,211,383		$	1,225,005

Revenue on loads hauled via BCO Independent Contractors included in total truck transportation	$	888,489		$	918,071		$	461,432		$	465,510
Number of loads:
Truck transportation
Truckload:
Van equipment		572,154			599,973			284,091			300,959
Unsided/platform equipment		246,241			244,407			128,996			126,460
Less-than-truckload		76,830			82,850			41,250			42,617
Other truck transportation (1)		90,185			71,440			46,173			37,914

Total truck transportation		985,410			998,670			500,510			507,950
Rail intermodal		13,970			14,380			7,820			7,230
Ocean and air cargo carriers		16,560			17,240			7,440			8,520

		1,015,940			1,030,290			515,770			523,700

Loads hauled via BCO Independent Contractors included in total truck transportation		398,000			422,300			203,930			213,560
Revenue per load:
Truck transportation
Truckload:
Van equipment	$	2,073		$	2,079		$	2,081		$	2,057
Unsided/platform equipment		3,010			2,962			3,108			3,012
Less-than-truckload		621			648			614			659
Other truck transportation (1)		2,137			2,095			2,181			2,050
Total truck transportation		2,200			2,178			2,234			2,177
Rail intermodal		2,829			3,129			2,817			3,085
Ocean and air cargo carriers		7,031			7,273			6,826			8,369
Revenue per load on loads hauled via BCO Independent Contractors	$	2,232		$	2,174		$	2,263		$	2,180
Revenue by capacity type (as a % of total revenue):
Truck capacity providers:
BCO Independent Contractors		38	%		38	%		38	%		38	%
Truck Brokerage Carriers		54	%		52	%		54	%		52	%
Rail intermodal		2	%		2	%		2	%		2	%
Ocean and air cargo carriers		5	%		5	%		4	%		6	%
Other		2	%		2	%		2	%		2	%

~~Changes~~(1) inIncludes ~~Financial~~power-only, ~~Condition~~expedited, straight truck, cargo van, and ~~Results~~miscellaneous ofother ~~Operations~~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.

~~Management~~(2) ~~believes~~Includes ~~the~~primarily ~~Company’s~~reinsurance ~~success~~premium ~~principally depends on its ability to generate freight~~ revenue ~~through~~generated ~~its~~by ~~network~~the ofinsurance ~~independent~~segment ~~commission sales agents~~ and tointra-Mexico ~~deliver~~transportation ~~freight~~services ~~safely and efficiently utilizing third party capacity providers. Management believes the most significant factors to the Company’s success include increasing~~ revenue, ~~sourcing~~generated ~~capacity,~~by ~~empowering~~Landstar ~~its network through technology-based tools and controlling costs, including insurance and claims~~Metro.

~~Revenue~~23

~~While~~Expenses customer demand, which is subject to overall economic conditions, ultimately drives increases or decreases in revenue, the Company primarily relies on its independent commission sales agents to establish customer relationships and generate revenue opportunities. Management’s emphasis with respect to revenue growth is on revenue generated by independent commission sales agents who on an annual basis generate $1 million or more of Landstar revenue (“Million Dollar Agents”). Management believes future revenue growth is primarily dependent on its ability to increase both the revenue generated by Million Dollar Agents and the number of Million Dollar Agents through a combination of recruiting new agents, increasing the revenue opportunities generated by existing independent commission sales agents and providing its independent commission sales agents with digital technologies they may use to grow revenue and increase efficiencies at their businesses. During the 2024 fiscal year, 485 independent commission sales agents generated $1 million or more of Landstar revenue and thus qualified as Million Dollar Agents. During the 2024 fiscal year, the average revenue generated by a Million Dollar Agent was $9,388,000 and revenue generated by Million Dollar Agents in the aggregate represented 94% of consolidated revenue.

19Purchased transportation

~~Table~~Also critical to the Company’s success is its ability to secure capacity, particularly truck capacity, at rates that allow the Company to profitably transport customers’ freight. The following table summarizes the number of ~~Contents~~available truck capacity providers on the dates indicated:

Management monitors business activity by tracking the number of loads (volume) and revenue per load by mode of transportation. Revenue per load can be influenced by many factors other than a change in price. Those factors include the average length of haul, freight type, special handling and equipment requirements, fuel costs and delivery time requirements. For shipments involving two or more modes of transportation, revenue is generally classified by the mode of transportation having the highest cost for the load. The following table summarizes this information by trailer type for truck transportation and by mode for all others:


	June 28, 2025		June 29, 2024
BCO Independent Contractors		7,844		8,385
Truck Brokerage Carriers:
Approved and active ⁽¹⁾		41,842		45,382
Other approved		27,672		25,450

		69,514		70,832

Total available truck capacity providers		77,358		79,217

Trucks provided by BCO Independent Contractors		8,611		9,180

	Thirteen Weeks Ended
	March 29,2025			March 30,2024
Revenue generated through (in thousands):
Truck transportation
Truckload:
Van equipment	$	594,795		$	628,304
Unsided/platform equipment		340,408			343,045
Less-than-truckload		22,436			25,617
Other truck transportation (1)		92,079			71,966
Total truck transportation		1,049,718			1,068,932
Rail intermodal		17,487			22,695
Ocean and air cargo carriers		65,637			54,074
Other (2)		19,660			25,342
	$	1,152,502		$	1,171,043
Revenue on loads hauled via BCO Independent Contractors included in total truck transportation	$	427,057		$	452,561
Number of loads:
Truck transportation
Truckload:
Van equipment		288,063			299,014
Unsided/platform equipment		117,245			117,947
Less-than-truckload		35,580			40,233
Other truck transportation (1)		44,012			33,526
Total truck transportation		484,900			490,720
Rail intermodal		6,150			7,150
Ocean and air cargo carriers		9,120			8,720
		500,170			506,590
Loads hauled via BCO Independent Contractors included in total truck transportation		194,070			208,740
Revenue per load:
Truck transportation
Truckload:
Van equipment	$	2,065		$	2,101
Unsided/platform equipment		2,903			2,908
Less-than-truckload		631			637
Other truck transportation (1)		2,092			2,147
Total truck transportation		2,165			2,178
Rail intermodal		2,843			3,174
Ocean and air cargo carriers		7,197			6,201
Revenue per load on loads hauled via BCO Independent Contractors	$	2,201		$	2,168
Revenue by capacity type (as a % of total revenue):
Truck capacity providers:
BCO Independent Contractors		37	%		39	%
Truck Brokerage Carriers		54	%		53	%
Rail intermodal		2	%		2	%
Ocean and air cargo carriers		6	%		5	%
Other		2	%		2	%

⁽¹⁾	Active refers to Truck Brokerage Carriers who moved at least one load in the 180 days immediately preceding the fiscal quarter end.

~~(1)~~Purchased ~~Includes~~transportation ~~power~~represents the amount a BCO Independent Contractor or other third party capacity provider is paid to haul freight. The amount of purchased transportation paid to a BCO Independent Contractor is primarily based on a contractually agreed-~~only~~upon percentage of revenue generated by loads hauled by the BCO Independent Contractor. Purchased transportation paid to a Truck Brokerage Carrier is based on either a negotiated rate for each load hauled or, ~~expedited~~to a lesser extent, ~~straight~~a contractually agreed-upon fixed rate per load. Purchased transportation paid to railroads and ocean cargo carriers is based on either a negotiated rate for each load hauled or a contractually agreed-upon fixed rate per load. Purchased transportation paid to air cargo carriers is generally based on a negotiated rate for each load hauled. Purchased transportation as a percentage of revenue for truck brokerage, rail intermodal and ocean cargo ~~van,~~services is normally higher than that of BCO Independent Contractor and ~~miscellaneous~~air ~~other~~cargo ~~truck~~services. Purchased transportation is the largest component of costs and expenses and, on a consolidated basis, increases or decreases as a percentage of consolidated revenue ~~generated~~in byproportion to changes in the ~~transportation~~percentage ~~logistics~~of consolidated revenue generated through BCO Independent Contractors and other third party capacity providers and external revenue from the insurance segment, consisting of reinsurance premiums. ~~Power-only~~Purchased ~~refers~~transportation as a percent of revenue also increases or decreases in relation to ~~shipments~~the ~~where~~availability of truck brokerage capacity and with changes in the price of fuel on revenue generated from shipments hauled by Truck Brokerage Carriers. The Company ~~furnishes~~passes a100% ~~power~~of ~~unit~~fuel surcharges billed to customers for freight hauled by BCO Independent Contractors to its BCO Independent Contractors. These fuel surcharges are excluded from revenue and anthe ~~operator~~cost ~~but~~of ~~not~~purchased ~~trailing~~transportation. ~~equipment,~~Purchased ~~which~~transportation iscosts ~~typically~~are ~~provided~~recognized byover the ~~shipper~~freight ortransit ~~consignee~~period as the performance obligation to the customer is completed.

~~(2)~~Commissions ~~Includes~~to ~~primarily~~agents ~~reinsurance premium revenue generated by the insurance segment and intra-Mexico transportation services revenue generated by Landstar Metro.~~

20Commissions to agents are based on contractually agreed-upon percentages of (i) revenue, (ii) revenue less the cost of purchased transportation, or (iii) revenue less a contractually agreed upon percentage of revenue retained by Landstar and the cost of purchased transportation (the “retention contracts”). Commissions to agents as a percentage of consolidated revenue vary directly with fluctuations in the percentage of consolidated revenue generated by the various modes of transportation and reinsurance premiums and, in general, vary inversely with changes in the amount of purchased transportation as a percentage of revenue on services provided by Truck Brokerage Carriers, railroads, air cargo carriers and ocean cargo carriers. Commissions to agents are recognized over the freight transit period as the performance obligation to the customer is completed.

~~Table~~Other operating costs, net of ~~Contents~~gains on asset sales/dispositions

~~Expenses~~Maintenance costs for Company-provided trailing equipment, the provision for uncollectible advances and other receivables due from BCO Independent Contractors and independent commission sales agents and recruiting and qualification costs for BCO Independent Contractors are the largest components of other operating costs. Also included in other operating costs are trailer rental costs and gains/losses, if any, on sales of Company-owned trailing equipment.

~~Purchased~~24 ~~transportation~~

~~Also~~As ~~critical~~further described in Note 15 in the “Notes to Consolidated Financial Statements” in this Quarterly Report on Form 10-Q, during the last week of the Company’s ~~success~~2025 isfirst ~~its~~quarter, ~~ability~~the Company identified a supply chain fraud relating to ~~secure~~the ~~capacity~~Company’s international freight forwarding operations. Other operating costs during the twenty-six-week period ended June 28, ~~particularly~~2025 ~~truck~~included ~~capacity~~a $4.8 million expense relating to this matter. In addition, atit ~~rates~~is anticipated that ~~allow~~legal ~~the~~and ~~Company~~other toprofessional ~~profitably~~fees ~~transport~~included ~~customers’~~in ~~freight.~~selling, ~~The~~general ~~following~~and ~~table~~administrative ~~summarizes~~costs may be slightly elevated during the ~~number~~remainder of ~~available~~the ~~truck~~Company’s ~~capacity~~2025 ~~providers~~fiscal onyear ~~the~~in ~~dates~~connection ~~indicated:~~with this matter.

	March 29, 2025		March 30, 2024
BCO Independent Contractors		7,871		8,619
Truck Brokerage Carriers:
Approved and active (1)		47,323		45,919
Other approved		33,275		26,320
		80,598		72,239
Total available truck capacity providers		88,469		80,858
Trucks provided by BCO Independent Contractors		8,620		9,410

Insurance and claims

~~(1)~~With ~~Active~~respect ~~refers~~ to ~~Truck~~insurance ~~Brokerage~~and ~~Carriers~~claims ~~who~~cost, ~~moved~~potential atliability ~~least~~associated ~~one~~with ~~load~~accidents in the ~~180~~trucking ~~days~~industry ~~immediately~~is ~~preceding~~severe ~~the~~and ~~fiscal~~occurrences ~~quarter~~are ~~end~~unpredictable.

~~Purchased~~Landstar ~~transportation~~retains ~~represents~~liability ~~the~~through ~~amount~~ a BCO Independent Contractor or other third party capacity provider is paid to haul freight. The amount of purchased transportation paid to a BCO Independent Contractor is primarily based on a contractually agreedself-~~upon~~insured ~~percentage~~retention ~~of revenue generated by loads hauled by the BCO Independent Contractor. Purchased transportation paid to a Truck Brokerage Carrier is based on either a negotiated rate~~ for ~~each~~commercial ~~load~~trucking ~~hauled~~claims ~~or,~~up to a$5 million ~~lesser extent, a contractually agreed-upon fixed rate~~ per ~~load~~occurrence. ~~Purchased~~The ~~transportation~~Company ~~paid~~also tomaintains ~~railroads~~third ~~and~~party ~~ocean~~insurance ~~cargo~~arrangements ~~carriers~~providing iscoverage ~~based on either a negotiated rate~~ for ~~each~~commercial ~~load~~trucking ~~hauled~~liabilities orin aexcess ~~contractually~~of ~~agreed-upon fixed rate per load~~$5 million. ~~Purchased~~Historically, ~~transportation~~these ~~paid~~third toparty ~~air~~insurance ~~cargo~~arrangements ~~carriers~~were ~~is generally~~ based on apolicy ~~negotiated~~year ~~rate~~periods ~~for~~beginning ~~each~~on ~~load~~May 1 ~~hauled.~~and ~~Purchased~~ending ~~transportation~~on as a ~~percentage~~subsequent ofApril ~~revenue for truck brokerage, rail intermodal and ocean cargo services is normally higher than that of BCO Independent Contractor and air cargo services~~30. ~~Purchased~~Beginning ~~transportation~~with is the ~~largest~~policy ~~component~~year ofperiod ~~costs~~commencing ~~and expenses and~~May 1, ~~on a consolidated basis~~2025, ~~increases or decreases as a percentage of consolidated revenue in proportion to changes in~~ the ~~percentage~~Company ~~of consolidated revenue generated through BCO Independent Contractors~~ and ~~other~~its third party ~~capacity~~insurance providers ~~and~~adjusted ~~external~~the ~~revenue~~applicable ~~from~~policy ~~the~~year ~~insurance segment~~period, ~~consisting~~beginning ~~of reinsurance premiums. Purchased transportation as a percent of revenue also increases or decreases~~ in ~~relation~~2026, to ~~the~~commence ~~availability~~on ofJune 1 ~~truck brokerage capacity~~ and ~~with~~end ~~changes in the price of fuel~~ on ~~revenue~~a ~~generated~~subsequent ~~from~~May ~~shipments hauled by Truck Brokerage Carriers~~31. ~~The~~All ~~Company~~applicable ~~passes~~third ~~100%~~party ofinsurance ~~fuel~~arrangements ~~surcharges~~with ~~billed~~a topolicy ~~customers~~period ~~for~~ending ~~freight~~April 30, ~~hauled~~2026, byhave ~~BCO~~been ~~Independent~~amended ~~Contractors~~ to ~~its~~provide ~~BCO~~for ~~Independent~~a ~~Contractors.~~policy ~~These~~period ~~fuel~~ending ~~surcharges~~May 31, ~~are~~2026, ~~excluded from revenue and the cost of purchased transportation. Purchased transportation costs are recognized over the freight transit period~~ as ~~the~~reflected ~~performance obligation to the customer is completed~~below.

~~Commissions~~Effective toMay 1, ~~agents~~2023, the Company entered into a three year commercial auto liability insurance arrangement for losses incurred between $5 million and $10 million (the “2023 Initial Excess Policy”) with a third party insurance company. For commercial trucking claims incurred on or after May 1, 2023 through May 31, 2026, the 2023 Initial Excess Policy provides for an aggregate deductible of $18 million over the thirty-seven month term ending May 31, 2026. After payment of the deductible, the 2023 Initial Excess Policy provides for a limit for a single loss of $5 million, with an aggregate limit of $15 million for the thirty-seven month term ending May 31, 2026.

~~Commissions~~The toCompany ~~agents~~also ~~are~~maintains ~~based~~third onparty ~~contractually~~insurance ~~agreed-upon~~arrangements ~~percentages~~providing excess coverage for commercial trucking liabilities in excess of ~~(i)~~$10 ~~revenue,~~million. ~~(ii)~~These ~~revenue~~third ~~less~~party ~~the~~arrangements ~~cost~~provide ofcoverage ~~purchased~~on ~~transportation,~~a per occurrence or ~~(iii) revenue~~aggregated ~~less~~basis. Over the past decade, there has been a ~~contractually~~significant ~~agreed~~increase ~~upon~~in ~~percentage~~the occurrence of ~~revenue~~trials ~~retained~~in bycourts ~~Landstar~~throughout the United States involving catastrophic injury and ~~the~~fatality ~~cost~~claims against commercial motor carriers that have resulted in verdicts in excess of ~~purchased~~$10 million. ~~transportation~~Within (the transportation logistics industry, these verdicts are often referred to as “~~retention~~Nuclear ~~contracts”)~~Verdicts.” ~~Commissions~~The toincrease ~~agents~~in asNuclear Verdicts has had a ~~percentage~~significant impact on the cost of ~~consolidated~~commercial ~~revenue~~auto ~~vary~~liability ~~directly~~claims ~~with~~throughout ~~fluctuations~~the inUnited States. Due to the ~~percentage~~increasing cost of ~~consolidated~~commercial ~~revenue~~auto ~~generated~~liability byclaims, the ~~various~~availability ~~modes~~ of ~~transportation~~excess ~~and~~coverage ~~reinsurance~~has ~~premiums~~significantly ~~and~~decreased, inand ~~general,~~the ~~vary~~pricing ~~inversely~~associated with ~~changes~~such inexcess coverage, to the ~~amount~~extent ofavailable, ~~purchased~~has ~~transportation~~significantly asincreased. aSince ~~percentage~~the ofannual ~~revenue~~policy onyear ~~services~~ended ~~provided~~April 30, by2020, ~~Truck~~as ~~Brokerage~~compared ~~Carriers~~to the annual policy year ending May 31, ~~railroads~~2026, ~~air~~the ~~cargo~~Company ~~carriers~~experienced ~~and~~an ~~ocean~~increase ~~cargo~~of ~~carriers.~~approximately ~~Commissions~~$22 million, toor ~~agents~~approximately ~~are~~400%, ~~recognized~~in ~~over~~ the ~~freight~~premiums ~~transit~~charged ~~period~~by asthird ~~the~~party ~~performance~~insurance ~~obligation~~companies to the ~~customer~~Company isfor ~~completed~~excess coverage for commercial trucking liabilities in excess of $10 million.

~~Other~~Moreover, ~~operating~~the ~~costs~~Company from year to year manages the level of its financial exposure to commercial trucking claims in excess of $10 million, ~~net~~including through the use of ~~gains~~additional self-insurance, deductibles, aggregate loss limits, quota shares and other structured arrangements with third party insurance companies, based on ~~asset~~the ~~sales/dispositions~~availability of coverage within certain excess insurance coverage layers and estimated cost differentials between proposed premiums from third party insurance companies and historical and actuarially projected losses experienced by the Company at various levels of excess insurance coverage. For example, with respect to a single hypothetical claim in the amount of $65 million incurred during the annual policy year ending May 31, 2026, the Company would have an aggregate financial exposure of approximately $36 million.

~~Maintenance~~Within ~~costs~~the Company’s third party insurance arrangements providing excess coverage for ~~Company~~commercial trucking liabilities, structured arrangements with third party reinsurers within a specific loss layer may include provisions that require additional payments of premium in the event of unfavorable loss experience or a refund of premium in the event of favorable loss experience. During the 2025 second fiscal quarter, with respect to one such three-~~provided~~year ~~trailing~~commercial ~~equipment~~auto liability reinsurance arrangement relating to certain excess claims incurred between May 1, 2020 through April 30, 2023, the ~~provision~~Company ~~for~~received ~~uncollectible~~$9,000,000 ~~advances~~of ~~and~~an ~~other~~anticipated ~~receivables~~$12,000,000 ~~due~~cash payment from ~~BCO~~third ~~Independent~~party ~~Contractors~~reinsurance ~~and~~providers ~~independent~~in ~~commission~~the ~~sales~~form ~~agents~~of ~~and~~a ~~recruiting~~“no ~~and~~claims ~~qualification~~bonus” ~~costs~~due ~~for~~to ~~BCO~~favorable ~~Independent~~loss ~~Contractors~~experience with respect to claims incurred during the applicable policy period. The Company recorded this payment as a deferred gain within other current liabilities in the consolidated balance sheet as of June 28, 2025, until such time as all underlying claims with exposure under the applicable excess layer insurance arrangement are resolved and the ~~largest~~gain ~~components~~can be recognized. On the first business day of ~~other~~the ~~operating~~2025 ~~costs~~third fiscal quarter, the Company received the remaining $3,000,000 cash payment. ~~Also~~As ~~included~~discussed in ~~other~~Part ~~operating~~I, ~~costs~~Item ~~are~~2, ~~trailer~~“Management’s ~~rental~~Discussion ~~costs~~and Analysis of Financial Condition and ~~gains/losses~~Results of Operations - Legal Matters,” ifon ~~any~~July 22, 2025, a jury trial (the “Trial”) began in state court in El Paso County, Texas, in connection with a tragic vehicular accident (the “Accident”) that occurred on ~~sales~~December of31, ~~Company-owned~~2021, ~~trailing~~near ~~equipment~~El Paso. A substantial verdict

2125

~~Table~~ resulting offrom ~~Contents~~the Trial could result in the Company not meeting the requirements relating to the “no claims bonus”. No assurances can be provided regarding whether the Company will be able to recognize a gain with respect to the “no claims bonus.”

~~Insurance~~Furthermore, the Company’s third party insurance arrangements provide excess coverage up to an uppermost coverage layer, in excess of which the Company retains additional financial exposure. No assurances can be given that the availability of excess coverage for commercial trucking claims will not continue to deteriorate, that the pricing associated with such excess coverage, to the extent available, will not continue to increase, nor that insurance coverage from third party insurers for excess coverage of commercial trucking claims will even be available on commercially reasonable terms at certain levels. Moreover, the occurrence of a Nuclear Verdict, or the settlement of a catastrophic injury and/or fatality claim that could have otherwise resulted in a Nuclear Verdict, could have a material adverse effect on Landstar’s cost of insurance and claims and its results of operations.

~~With~~Further, ~~respect~~the Company retains liability of up to ~~insurance~~$2,000,000 for each general liability claim, $250,000 for each workers’ compensation claim and $250,000 for each cargo claim. In addition, under reinsurance arrangements by Signature of certain risks of the Company’s BCO Independent Contractors, the Company retains liability of up to $500,000, $1,000,000 or $2,000,000 with respect to certain occupational accident claims ~~cost~~and up to $750,000 ~~potential~~with respect to certain workers’ compensation claims. The Company’s exposure to liability associated with accidents incurred by Truck Brokerage Carriers, railroads and air and ocean cargo carriers who transport freight on behalf of the Company is reduced by various legal defenses and other factors including the extent to which such carriers maintain their own insurance coverage. A material increase in the ~~trucking~~frequency ~~industry~~or isseverity ~~severe~~of accidents, cargo claims or workers’ compensation claims or the material unfavorable development of existing claims could have a material adverse effect on Landstar’s cost of insurance and ~~occurrences~~claims ~~are~~and ~~unpredictable~~its results of operations.

Landstar retains liability through a self-insured retention for commercial trucking claims up to $5 million per occurrence. The Company also maintains third party insurance arrangements providing coverage for commercial trucking liabilities in excess of $5 million. HistoricallySelling, ~~these~~general ~~third party insurance arrangements were based on policy year periods beginning on May 1~~ and ~~ending~~administrative on a subsequent April 30. Beginning with the policy year period commencing May 1, 2025, the Company and its third party insurance providers adjusted the applicable policy year period, beginning in 2026, to commence on June 1 and end on a subsequent May 31. All applicable third party insurance arrangements with a policy period ending April 30, 2026, have been amended to provide for a policy period ending May 31, 2026, as reflected below.

~~Effective~~During ~~May 1, 2023,~~ the ~~Company~~twenty-six-week ~~entered~~period ~~into~~ended aJune 28, ~~three~~2025, ~~year~~employee ~~commercial~~compensation ~~auto~~and ~~liability~~benefits ~~insurance~~accounted ~~arrangement~~ for ~~losses~~approximately ~~incurred~~62% ~~between~~of ~~$5 million and $10 million (~~the ~~“2023~~Company’s ~~Initial~~selling, ~~Excess~~general ~~Policy”)~~and ~~with~~administrative ~~a third party insurance company~~costs. ~~For~~Employee ~~commercial~~compensation ~~trucking~~and ~~claims~~benefits ~~incurred~~include onwages orand ~~after~~employee ~~May 1,~~benefit ~~2023~~costs ~~through~~as ~~May 31,~~well ~~2026,~~as ~~the~~incentive ~~2023~~compensation ~~Initial~~and ~~Excess Policy provides for an aggregate deductible of $18 million over the thirty~~stock-~~seven~~based ~~month~~compensation ~~term ending May 31, 2026~~expense. ~~After~~Incentive ~~payment~~compensation ofand ~~the~~stock-based ~~deductible,~~compensation ~~the~~expense ~~2023~~is ~~Initial~~highly ~~Excess~~variable ~~Policy~~in ~~provides~~nature ~~for~~in acomparison ~~limit~~to ~~for~~wages aand ~~single~~employee ~~loss~~benefit ~~of $5 million, with an aggregate limit of $15 million for the thirty-seven month term ending May 31, 2026~~costs.

~~The~~Depreciation Company also maintains third party insurance arrangements providing excess coverage for commercial trucking liabilities in excess of $10 million. These third party arrangements provide coverage on a per occurrence or aggregated basis. Over the past decade, there has been a significant increase in the occurrence of trials in courts throughout the United States involving catastrophic injury and ~~fatality~~amortization claims against commercial motor carriers that have resulted in verdicts in excess of $10 million. Within the transportation logistics industry, these verdicts are often referred to as “Nuclear Verdicts.” The increase in Nuclear Verdicts has had a significant impact on the cost of commercial auto liability claims throughout the United States. Due to the increasing cost of commercial auto liability claims, the availability of excess coverage has significantly decreased, and the pricing associated with such excess coverage, to the extent available, has significantly increased. Since the annual policy year ended April 30, 2020, as compared to the annual policy year ending May 31, 2026, the Company experienced an increase of approximately $22 million, or approximately 400%, in the premiums charged by third party insurance companies to the Company for excess coverage for commercial trucking liabilities in excess of $10 million.

~~Moreover,~~Depreciation ~~the~~and ~~Company~~amortization ~~from~~primarily ~~year~~relate to ~~year~~depreciation ~~manages the level~~ of ~~its~~trailing ~~financial~~equipment ~~exposure to commercial trucking claims in excess of $10 million, including through the use of additional self-insurance, deductibles, aggregate loss limits, quota shares~~ and ~~other~~information ~~structured~~technology ~~arrangements~~hardware ~~with third party insurance companies, based on the availability of coverage within certain excess insurance coverage layers~~ and estimated cost differentials between proposed premiums from third party insurance companies and historical and actuarially projected losses experienced by the Company at various levels of excess insurance coveragesoftware. For example, with respect to a single hypothetical claim in the amount of $65 million incurred during the annual policy year ending May 31, 2026, the Company would have an aggregate financial exposure of approximately $36 million.

~~Within~~Costs the Company’s third party insurance arrangements providing excess coverage for commercial trucking liabilities, structured arrangements with third party reinsurers within a specific loss layer may include provisions that require additional payments of ~~premium~~revenue in the event of unfavorable loss experience or a refund of premium in the event of favorable loss experience. With respect to one such three year commercial auto liability reinsurance arrangement relating to certain excess claims incurred between May 1, 2020 through April 30, 2023, it is anticipated that during the 2025 second fiscal quarter, the Company will receive a $12,000,000 cash payment from a third party reinsurance provider in the form of a “no claims bonus” due to favorable loss experience with respect to claims incurred during the policy period. The Company intends to record the receipt of this payment as a deferred gain on the balance sheet until such time as all underlying claims with exposure under the applicable excess layer insurance arrangement are resolved.

~~Furthermore,~~The Company incurs costs of revenue related to the ~~Company’s~~transportation ~~third~~of ~~party~~freight ~~insurance~~and, ~~arrangements~~to ~~provide~~a ~~excess~~much ~~coverage~~lesser upextent, to anreinsurance ~~uppermost~~premiums ~~coverage~~received ~~layer~~by Signature. Costs of revenue include variable costs of revenue and other costs of revenue. Variable costs of revenue include purchased transportation and commissions to agents, inas ~~excess~~these costs are entirely variable on a shipment-by-shipment basis. Other costs of ~~which~~revenue include fixed costs of revenue and semi-variable costs of revenue, where such costs may vary over time based on certain economic factors or operational metrics such as the number of Company-controlled ~~retains~~trailers, ~~additional~~the ~~financial~~number ~~exposure.~~of NoBCO ~~assurances~~Independent ~~can~~Contractors, bethe ~~given~~frequency ~~that~~and severity of insurance claims, the ~~availability~~number of ~~excess~~miles ~~coverage~~traveled ~~for~~by ~~commercial~~BCO ~~trucking~~Independent ~~claims~~Contractors, ~~will~~or ~~not~~the ~~continue~~number and/or scale of information technology projects in process or in-service to ~~deteriorate~~support revenue generating activities, ~~that~~rather ~~the~~than ~~pricing~~on a shipment-by-shipment basis. Other costs of revenue associated with ~~such~~the ~~excess~~transportation ~~coverage~~of freight include: (i) other operating costs, toprimarily ~~the~~consisting ~~extent~~of ~~available~~trailer maintenance, ~~will~~the ~~not~~provision ~~continue~~for touncollectible ~~increase~~advances and other receivables due from BCO Independent Contractors and independent commission sales agents and BCO Independent Contractor recruiting and qualification costs, ~~nor~~as ~~that~~reported in the Company’s Consolidated Statements of Income, (ii) transportation-related insurance ~~coverage~~premiums ~~from~~paid ~~third~~and ~~party~~claim ~~insurers~~costs ~~for~~incurred, ~~excess~~included ~~coverage~~as a portion of ~~commercial~~insurance ~~trucking~~and claims ~~will~~in ~~even~~the beCompany’s ~~available~~Consolidated onStatements ~~commercially~~of ~~reasonable~~Income, ~~terms~~(iii) costs atincurred ~~certain~~related ~~levels.~~to ~~Moreover~~internally developed software including ASC 350-40 amortization, implementation costs, hosting costs and other support costs utilized to support the ~~occurrence~~Company’s ofindependent acommission ~~Nuclear~~sales ~~Verdict~~agents, orthird ~~the~~party ~~settlement~~capacity ofproviders, and customers, included as a ~~catastrophic~~portion ~~injury~~of depreciation and~~/or~~ ~~fatality~~amortization ~~claim~~and ~~that~~of ~~could~~selling, ~~have~~general ~~otherwise~~and ~~resulted~~administrative in athe ~~Nuclear~~Company’s ~~Verdict~~Consolidated Statements of Income; and (iv) depreciation on Company-owned trailing equipment, ~~could~~included ~~have~~as a ~~material~~portion ~~adverse~~of ~~effect~~depreciation onand ~~Landstar~~amortization in the Company’s ~~cost~~Consolidated Statements of Income. Other costs of revenue associated with reinsurance premiums received by Signature are comprised of broker commissions and other fees paid related to the administration of insurance programs to BCO Independent Contractors and ~~claims~~are included in selling, general and administrative in the Company’s Consolidated Statements of Income. In addition to costs of revenue, the Company incurs various other costs relating to its ~~results~~business, including most selling, general and administrative costs and portions of ~~operations~~costs attributable to insurance and claims and depreciation and amortization. Management continually monitors all components of the costs incurred by the Company and establishes annual cost budgets that, in general, are used to benchmark costs incurred on a monthly basis.

2226

~~Table~~Gross ofProfit, ~~Contents~~Variable Contribution, Gross Profit Margin and Variable Contribution Margin

~~Further,~~The ~~the~~following ~~Company~~table ~~retains~~sets ~~liability~~forth calculations of upgross ~~to $2~~profit,~~000,000~~ ~~for~~defined ~~each~~as ~~general~~revenue ~~liability~~less ~~claim~~costs of revenue, ~~$250~~and gross profit margin,~~000~~ ~~for~~defined ~~each~~as ~~workers’~~gross ~~compensation~~profit ~~claim~~divided ~~and~~by ~~$250~~revenue,~~000~~ for ~~each~~the ~~cargo~~periods ~~claim~~indicated. InThe ~~addition,~~Company ~~under~~refers ~~reinsurance~~to ~~arrangements~~revenue byless ~~Signature~~variable costs of ~~certain~~revenue ~~risks~~as of“variable ~~the~~contribution” ~~Company’s~~and ~~BCO~~variable ~~Independent~~contribution ~~Contractors,~~divided ~~the~~by ~~Company~~revenue ~~retains~~as ~~liability~~“variable ofcontribution upmargin.” toVariable ~~$500,000,~~contribution ~~$1,000,000~~and orvariable ~~$2,000,000~~contribution ~~with~~margin ~~respect~~are toeach ~~certain~~non-GAAP ~~occupational~~financial ~~accident~~measures. ~~claims~~The ~~and~~closest upcomparable GAAP financial measures to ~~$750~~variable contribution and variable contribution margin are,~~000~~ ~~with~~respectively, ~~respect~~gross toprofit ~~certain~~and ~~workers’~~gross ~~compensation~~profit ~~claims~~margin. The Company’s ~~exposure~~believes tovariable ~~liability~~contribution ~~associated~~and ~~with~~variable ~~accidents~~contribution ~~incurred~~margin byare ~~Truck~~useful ~~Brokerage~~measures ~~Carriers,~~of ~~railroads~~the ~~and~~variable ~~air~~costs ~~and~~that ~~ocean~~we ~~cargo~~incur ~~carriers~~at ~~who~~a ~~transport~~shipment-by-shipment ~~freight~~level onattributable ~~behalf~~to ofour ~~the~~transportation ~~Company~~network isof ~~reduced~~third-party bycapacity ~~various~~providers ~~legal defenses~~ and ~~other~~independent ~~factors~~commission ~~including~~sales ~~the~~agents ~~extent~~in order to ~~which~~provide ~~such~~services ~~carriers~~to ~~maintain~~our ~~their~~customers. ~~own~~The ~~insurance~~Company ~~coverage.~~believes Avariable ~~material~~contribution ~~increase~~and invariable ~~the~~contribution ~~frequency~~margin orare ~~severity~~important ofperformance ~~accidents,~~measurements ~~cargo~~and ~~claims~~management orconsiders ~~workers’~~variable ~~compensation~~contribution ~~claims~~and orvariable ~~the~~contribution ~~material~~margin ~~unfavorable~~in ~~development~~evaluating ofthe ~~existing~~Company’s ~~claims~~financial ~~could~~performance ~~have~~and ain ~~material~~its ~~adverse~~decision-making, ~~effect~~such onas ~~Landstar’s~~budgeting ~~cost~~for ofinfrastructure, ~~insurance~~trailing ~~and~~equipment ~~claims~~ and ~~its~~selling, ~~results~~general ofand ~~operations~~administrative costs.

~~Selling,~~The ~~general~~reconciliations of gross profit to variable contribution and ~~administrative~~gross profit margin to variable contribution margin are each presented below:

During the thirteen-week period ended March 29, 2025, employee compensation and benefits accounted for approximately 58% of the Company’s selling, general and administrative costs. Employee compensation and benefits include wages and employee benefit costs as well as incentive compensation and stock-based compensation expense. Incentive compensation and stock-based compensation expense is highly variable in nature in comparison to wages and employee benefit costs.


	Twenty-Six Weeks Ended						Thirteen Weeks Ended
	June 28,			June 29,			June 28,			June 29,
	2025			2024			2025			2024
Revenue	$	2,363,885		$	2,396,048		$	1,211,383		$	1,225,005
Costs of revenue:
Purchased transportation		1,839,289			1,855,579			941,411			950,058
Commissions to agents		192,836			197,098			99,522			99,816

Variable costs of revenue		2,032,125			2,052,677			1,040,933			1,049,874
Trailing equipment depreciation		13,844			13,834			6,867			6,937
Information technology costs		7,609			11,986			3,934			6,182
Insurance-related costs (1)		71,317			54,659			30,793			27,881
Other operating costs		31,424			28,994			19,595			14,135

Other costs of revenue		124,194			109,473			61,189			55,135

Total costs of revenue		2,156,319			2,162,150			1,102,122			1,105,009

Gross profit	$	207,566		$	233,898		$	109,261		$	119,996

Gross profit margin		8.8	%		9.8	%		9.0	%		9.8	%
Plus: other costs of revenue		124,194			109,473			61,189			55,135

Variable contribution	$	331,760		$	343,371		$	170,450		$	175,131

Variable contribution margin		14.0	%		14.3	%		14.1	%		14.3	%

As(1) ~~further~~Insurance-related ~~described~~costs in ~~Note~~the 14table inabove ~~the~~include ~~“Notes~~(i) toother ~~Consolidated~~costs ~~Financial~~of ~~Statements”~~revenue inrelated ~~this~~to ~~Quarterly~~the ~~Report~~transportation onof ~~Form~~freight ~~10-Q,~~that ~~during~~are ~~the~~included ~~last~~as ~~week~~a portion of insurance and claims in the Company’s ~~2025~~Consolidated ~~first~~Statements ~~quarter~~of Income and (ii) certain other costs of revenue related to reinsurance premiums received by Signature that are included as a portion of selling, general and administrative in the Company’s ~~identified~~Consolidated aStatements ~~supply~~of ~~chain~~Income. ~~fraud~~Insurance and claims costs included in other costs of revenue relating to the ~~Company’s~~transportation ~~international~~of freight ~~forwarding~~primarily ~~operations.~~consist ~~While~~of ~~remediation~~insurance ~~and~~premiums ~~collection~~paid ~~efforts~~for ~~continue,~~commercial ~~selling~~auto liability, general liability, cargo and ~~administrative~~other ~~costs~~lines ~~during~~of coverage related to the ~~thirteen-week~~transportation ~~period~~of ~~ended~~freight ~~March 29~~and the related cost of claims incurred under those programs, ~~2025~~and, ~~included~~to a ~~$4.8 million~~lesser ~~expense~~extent, ~~relating~~the tocost ~~this~~of ~~matter.~~claims Inincurred ~~addition,~~under itinsurance isprograms ~~anticipated~~available to BCO Independent Contractors that ~~legal~~are ~~and~~reinsured ~~other~~by ~~professional~~Signature. ~~fees~~Other ~~may~~insurance beand ~~slightly~~claims ~~elevated~~costs ~~during~~included ~~the~~in ~~remainder~~costs of revenue that are included in selling, general and administrative in the Company’s ~~2025~~Consolidated ~~fiscal~~Statements ~~year~~of asIncome aconsist ~~result~~of brokerage commissions and other fees incurred by Signature relating to the administration of ~~this~~insurance ~~matter.~~programs available to BCO Independent Contractors that are reinsured by Signature.

~~Depreciation~~In general, variable contribution margin on revenue generated by BCO Independent Contractors represents a fixed percentage due to the nature of the contracts that pay a fixed percentage of revenue to both the BCO Independent Contractors and ~~amortization~~independent commission sales agents. For revenue generated by Truck Brokerage Carriers, variable contribution margin may be either a fixed or variable percentage, depending on the contract with each individual independent commission sales agent. Variable contribution margin on revenue generated from shipments hauled by railroads, air cargo carriers, ocean cargo carriers and Truck Brokerage Carriers, other than those under retention contracts, is variable in nature, as the Company’s contracts with independent commission sales agents provide commissions to agents at a contractually agreed upon percentage of the amount represented by revenue less purchased transportation for these types of shipments. Approximately 43% of the Company’s consolidated revenue in the twenty-six-week period ended June 28, 2025 was generated under transactions that pay a fixed percentage of revenue to the third party capacity provider and/or agents while 57% was generated under transactions that pay a variable percentage of revenue to the third party capacity provider and/or agents.

~~Depreciation~~27 ~~and amortization primarily relate to depreciation of trailing equipment and information technology hardware and software.~~

~~Costs~~Operating income as a percentage of ~~revenue~~gross profit and operating income as a percentage of variable contribution

The ~~Company~~following ~~incurs~~table ~~costs~~presents ofoperating ~~revenue~~income ~~related~~as toa ~~the~~percentage ~~transportation~~ of ~~freight~~gross profit and, tooperating aincome ~~much~~as ~~lesser~~a ~~extent,~~percentage ~~to reinsurance premiums received by Signature. Costs~~ of ~~revenue include~~ variable ~~costs of revenue and other costs of revenue~~contribution. ~~Variable~~The ~~costs~~Company’s ofoperating ~~revenue~~income ~~include purchased transportation and commissions to agents,~~ as ~~these~~a ~~costs~~percentage ~~are~~of ~~entirely~~ variable oncontribution is a ~~shipment~~non-~~by-shipment~~GAAP ~~basis.~~financial ~~Other~~measure ~~costs~~calculated ofas ~~revenue~~operating ~~include~~income ~~fixed~~divided ~~costs~~by ~~of revenue and semi-~~variable ~~costs~~contribution. ofThe ~~revenue,~~Company ~~where~~believes ~~such~~that ~~costs~~operating ~~may~~income ~~vary over time based on certain economic factors or operational metrics such~~ as ~~the~~a ~~number~~percentage of ~~Company-controlled~~variable ~~trailers,~~contribution ~~the~~is ~~number~~useful ~~of BCO Independent Contractors, the frequency~~ and ~~severity~~meaningful ~~of insurance claims, the number of miles traveled by BCO Independent Contractors, or the number and/or scale of information technology projects in process or in-service~~ to ~~support~~investors ~~revenue~~for ~~generating activities, rather than on a shipment-by-shipment basis. Other costs of revenue associated with~~ the ~~transportation~~following ofprincipal ~~freight include~~reasons: (i) ~~other~~the ~~operating~~variable costs, ~~primarily consisting~~ of ~~trailer~~revenue ~~maintenance, the provision~~ for ~~uncollectible~~a ~~advances~~significant ~~and~~portion ~~other~~of ~~receivables due from BCO Independent Contractors and independent commission sales agents and BCO Independent Contractor recruiting and qualification costs, as reported in~~ the ~~Company’s~~business ~~Consolidated~~are ~~Statements~~highly ofinfluenced ~~Income,~~by ~~(ii) transportation~~short-~~related~~term ~~insurance~~market-based ~~premiums~~trends ~~paid and claim costs incurred, included as a portion of insurance and claims~~ in the ~~Company’s~~freight ~~Consolidated~~transportation ~~Statements of Income~~industry, ~~(iii) costs~~whereas ~~incurred~~other ~~related to internally developed software including ASC 350-40 amortization, implementation~~ costs, ~~hosting~~including ~~costs and~~ other ~~support~~ costs ~~utilized~~of ~~to support the Company’s independent commission sales agents~~revenue, ~~third~~are ~~party~~much ~~capacity~~less ~~providers,~~impacted ~~and~~by ~~customers,~~short-term ~~included~~freight asmarket atrends; ~~portion~~(ii) disclosure of ~~depreciation~~this ~~and~~measure ~~amortization~~allows ~~and~~investors ofto ~~selling,~~better ~~general~~understand ~~and~~the ~~administrative~~underlying trends in the Company’s ~~Consolidated~~results ~~Statements~~ of ~~Income~~operations; ~~and~~ (iviii) ~~depreciation~~this onmeasure ~~Company-owned~~is ~~trailing~~meaningful ~~equipment,~~to ~~included~~investors’ asevaluations ~~a portion~~ of ~~depreciation and amortization in~~ the Company’s ~~Consolidated~~management ~~Statements~~ of ~~Income. Other~~ costs ofattributable ~~revenue~~to ~~associated~~operations ~~with reinsurance premiums received by Signature are comprised of broker commissions and~~ other ~~fees~~than ~~paid related to~~ the ~~administration~~purely ofvariable ~~insurance~~costs ~~programs~~associated towith ~~BCO~~purchased ~~Independent~~transportation ~~Contractors~~ and ~~are~~commissions ~~included in selling, general and administrative in the Company’s Consolidated Statements of Income. In addition~~ to ~~costs~~agents ofthat ~~revenue,~~ the Company incurs ~~various other costs relating~~ to ~~its~~provide ~~business,~~services ~~including most selling, general and administrative costs and portions of costs attributable~~ to ~~insurance~~our ~~and~~customers; ~~claims~~ and ~~depreciation~~(iv) management ~~and~~considers ~~amortization.~~this ~~Management~~financial ~~continually~~information ~~monitors~~in ~~all~~its ~~components~~decision-making, ofsuch ~~the~~as ~~costs~~budgeting ~~incurred~~for byinfrastructure, ~~the~~trailing ~~Company~~equipment and ~~establishes annual cost budgets that~~selling, in general, ~~are~~and ~~used~~administrative ~~to benchmark~~ costs ~~incurred on a monthly basis~~.


	Twenty-Six Weeks Ended						Thirteen Weeks Ended
	June 28,			June 29,			June 28,			June 29,
	2025			2024			2025			2024
Gross profit	$	207,566		$	233,898		$	109,261		$	119,996
Operating income	$	95,699		$	128,020		$	56,280		$	68,059
Operating income as % of gross profit		46.1	%		54.7	%		51.5	%		56.7	%
Variable contribution	$	331,760		$	343,371		$	170,450		$	175,131
Operating income	$	95,699		$	128,020		$	56,280		$	68,059
Operating income as % of variable contribution		28.8	%		37.3	%		33.0	%		38.9	%

~~Table~~The decrease in operating income as a percentage of ~~Contents~~gross profit from the 2024 twenty-six-week period to the 2025 twenty-six-week period and from the 2024 thirteen-week period to the 2025 thirteen-week period resulted from the decrease of operating income at a more rapid percentage rate than the decrease in gross profit, primarily due to the impact of the Company’s fixed cost infrastructure, principally certain components of selling, general and administrative costs, in comparison to a smaller gross profit base.

~~Gross~~The ~~Profit~~decrease in operating income as a percentage of variable contribution from the 2024 twenty-six-week period to the 2025 twenty-six-week period and from the 2024 thirteen-week period to the 2025 thirteen-week period resulted from the decrease of operating income at a more rapid percentage rate than the decrease in variable contribution, ~~Variable~~primarily ~~Contribution~~due to the impact of the Company’s fixed cost infrastructure, ~~Gross~~principally ~~Profit~~certain ~~Margin~~components of selling, general and ~~Variable~~administrative ~~Contribution~~costs, ~~Margin~~in comparison to a smaller variable contribution base, and the impact of increased insurance and claims costs.

~~The~~Also, ~~following~~as ~~table~~previously ~~sets~~mentioned, ~~forth~~the ~~calculations~~Company ofreports ~~gross~~two ~~profit,~~operating ~~defined~~segments: asthe ~~revenue~~transportation ~~less~~logistics ~~costs~~segment ofand ~~revenue,~~the ~~and~~insurance ~~gross~~segment. ~~profit~~External ~~margin,~~revenue ~~defined~~at asthe ~~gross~~insurance ~~profit~~segment, ~~divided~~representing byreinsurance ~~revenue~~premiums, ~~for~~has ~~the~~historically ~~periods~~been ~~indicated.~~relatively ~~The~~consistent ~~Company~~on ~~refers~~an toannual ~~revenue~~basis ~~less~~at ~~variable~~2% ~~costs~~or less of consolidated revenue asand ~~“variable~~generally ~~contribution”~~corresponds ~~and~~directly ~~variable~~with ~~contribution~~the ~~divided~~number byof ~~revenue~~trucks asprovided ~~“variable~~by ~~contribution~~BCO ~~margin~~Independent Contractors.” ~~Variable~~The ~~contribution~~discussion ~~and~~of ~~variable~~cost ~~contribution~~line ~~margin~~items ~~are~~in ~~each~~Management’s ~~non-GAAP~~Discussion ~~financial~~and ~~measures.~~Analysis ~~The~~of ~~closest~~Financial ~~comparable~~Condition ~~GAAP~~and ~~financial~~Results ~~measures~~of toOperations ~~variable~~considers ~~contribution~~the ~~and~~Company’s ~~variable~~costs ~~contribution~~on ~~margin~~a ~~are,~~consolidated ~~respectively,~~basis ~~gross~~rather ~~profit~~than ~~and~~on ~~gross~~a ~~profit~~segment ~~margin~~basis. ~~The~~Management ~~Company~~ believes ~~variable~~this ~~contribution~~presentation ~~and~~format ~~variable~~is ~~contribution~~the ~~margin~~most ~~are~~appropriate ~~useful~~to ~~measures~~assist users of the ~~variable~~financial ~~costs~~statements ~~that~~in weunderstanding ~~incur~~the atCompany’s abusiness ~~shipment-by-shipment~~for ~~level~~the ~~attributable~~following toreasons: ~~our~~(1) the ~~transportation~~insurance ~~network~~segment ofhas ~~third-party~~no ~~capacity~~other ~~providers~~operating costs; (2) discussion of insurance and ~~independent~~claims ~~commission~~at ~~sales~~either ~~agents~~segment inwithout ~~order~~reference to ~~provide~~the ~~services~~other tomay ~~our~~create ~~customers.~~confusion ~~The~~amongst ~~Company~~investors ~~believes~~and ~~variable~~potential ~~contribution~~investors due to intercompany arrangements and ~~variable~~specific ~~contribution~~deductible ~~margin~~programs ~~are~~that ~~important~~affect ~~performance~~comparability ~~measurements~~of ~~and~~financial ~~management~~results ~~considers~~by ~~variable~~segment ~~contribution~~between ~~and~~various ~~variable~~fiscal ~~contribution~~periods ~~margin~~but inthat ~~evaluating~~have no effect on the Company’s ~~financial~~from ~~performance~~a ~~and~~consolidated inreporting ~~its~~perspective; ~~decision-making~~(3) selling, ~~such~~general asand ~~budgeting~~administrative ~~for~~costs ~~infrastructure,~~of ~~trailing~~the ~~equipment~~insurance ~~and~~segment comprise less than 10% of consolidated selling, general and administrative costs and have historically been relatively consistent on a year-over-year basis; and (4) the insurance segment has no depreciation and amortization.

~~The~~28 ~~reconciliations of gross profit to variable contribution and gross profit margin to variable contribution margin are each presented below:~~

	Thirteen Weeks Ended
	March 29,2025			March 30,2024
Revenue	$	1,152,502		$	1,171,043
Costs of revenue:
Purchased transportation		897,878			905,521
Commissions to agents		93,314			97,282
Variable costs of revenue		991,192			1,002,803
Trailing equipment depreciation		6,977			6,897
Information technology costs		3,675			5,804
Insurance-related costs (1)		40,524			26,778
Other operating costs		11,829			14,859
Other costs of revenue		63,005			54,338
Total costs of revenue		1,054,197			1,057,141
Gross profit	$	98,305		$	113,902
Gross profit margin		8.5	%		9.7	%
Plus: other costs of revenue		63,005			54,338
Variable contribution	$	161,310		$	168,240
Variable contribution margin		14.0	%		14.4	%

TWENTY-SIX WEEKS ENDED JUNE 28, 2025 COMPARED TO TWENTY-SIX WEEKS ENDED JUNE 29, 2024

~~(1)~~Revenue ~~Insurance-related~~for ~~costs in~~ the ~~table~~2025 ~~above~~twenty-six-week ~~include~~period ~~(i)~~was ~~other~~$2,363,885,000, ~~costs of revenue related to the transportation of freight that are included as~~ a ~~portion~~decrease of ~~insurance~~$32,163,000, ~~and~~or ~~claims~~1%, incompared to the ~~Company’s~~2024 ~~Consolidated~~twenty-six-week ~~Statements~~period. ofTransportation ~~Income and (ii) certain other costs of~~ revenue ~~related~~decreased ~~to reinsurance premiums received by Signature that are included as a portion of selling~~$29,175,000, ~~general~~or ~~and administrative in the Company’s Consolidated Statements of Income~~1%. ~~Insurance~~The ~~and~~decrease ~~claims costs included~~ in ~~other~~transportation ~~costs of~~ revenue ~~relating~~was attributable to ~~the~~a ~~transportation~~decreased number of ~~freight~~loads ~~primarily~~hauled ~~consist~~ of ~~insurance~~approximately ~~premiums paid for commercial auto liability~~1%, ~~general~~while ~~liability,~~revenue ~~cargo~~per ~~and~~load ~~other~~was ~~lines~~approximately ~~of coverage related to~~ the ~~transportation~~same ofas ~~freight~~compared ~~and~~to the ~~related~~2024 ~~cost~~twenty-six-week ofperiod. ~~claims~~Reinsurance ~~incurred~~premiums ~~under~~were ~~those programs~~$29,453,000 and, ~~to a lesser extent~~$32,441,000 for the ~~cost~~2025 ofand ~~claims~~2024 ~~incurred~~twenty-six-week ~~under~~periods, ~~insurance programs available to BCO Independent Contractors that are reinsured by Signature~~respectively. ~~Other~~The ~~insurance~~decrease ~~and claims costs included~~ in ~~costs of~~ revenue ~~that~~from ~~are~~reinsurance ~~included~~premiums inwas ~~selling,~~primarily ~~general~~attributable ~~and~~to ~~administrative~~a decrease in the ~~Company’s~~average ~~Consolidated~~number ~~Statements~~ of ~~Income~~trucks ~~consist~~provided ofby ~~brokerage~~BCO ~~commissions~~Independent ~~and~~Contractors ~~other~~in ~~fees~~the ~~incurred~~2025 bytwenty-six-week ~~Signature~~period ~~relating~~compared to the ~~administration~~2024 oftwenty-six-week ~~insurance programs available to BCO Independent Contractors that are reinsured by Signature~~period.

InTruck ~~general,~~transportation ~~variable contribution margin on~~ revenue generated by BCO Independent Contractors ~~represents~~and aTruck ~~fixed~~Brokerage ~~percentage~~Carriers ~~due~~(together, to the ~~nature~~“third ofparty ~~the~~truck ~~contracts~~capacity ~~that~~providers”) ~~pay~~for ~~a fixed percentage of revenue to both~~ the ~~BCO~~2025 ~~Independent~~twenty-six-week ~~Contractors~~period ~~and~~was ~~independent~~$2,167,856,000, ~~commission~~representing ~~sales~~92% ~~agents.~~of ~~For~~total revenue, ~~generated~~a bydecrease ~~Truck~~of ~~Brokerage Carriers~~$6,765,000, ~~variable contribution margin may be either a fixed~~ or ~~variable~~less ~~percentage~~than 1%, ~~depending~~compared onto the ~~contract~~2024 ~~with~~twenty-six-week ~~each~~period. ~~individual~~The ~~independent~~number ~~commission~~of ~~sales~~loads ~~agent.~~hauled ~~Variable~~by ~~contribution~~third ~~margin~~party ontruck ~~revenue~~capacity ~~generated~~providers ~~from~~decreased ~~shipments~~approximately ~~hauled~~1% bycompared ~~railroads,~~to ~~air~~the ~~cargo~~2024 ~~carriers~~twenty-six-week period, ~~ocean~~while ~~cargo~~revenue ~~carriers~~per ~~and~~load ~~Truck~~on ~~Brokerage~~loads ~~Carriers,~~hauled ~~other~~by ~~than~~third ~~those~~party ~~under~~truck ~~retention~~capacity ~~contracts,~~providers isincreased ~~variable~~approximately 1% in ~~nature, as~~ the ~~Company’s~~2025 ~~contracts~~twenty-six-week ~~with~~period ~~independent~~compared ~~commission~~to ~~sales~~the ~~agents~~2024 ~~provide~~twenty-six-week ~~commissions~~period. to

24The decrease in the number of loads hauled via truck compared to the 2024 twenty-six-week period was primarily due to decreased demand from the 2024 twenty-six-week period for the Company’s less-than-truckload and van transportation services. Loads hauled via less-than-truckload loadings decreased 7% and loads hauled via van equipment decreased 5%, while loads hauled via other truck transportation services increased 26% and loads hauled via unsided/platform equipment increased 1% as compared to the 2024 twenty-six-week period.

~~Table~~The increase in revenue per load on loads hauled via truck was primarily due to an increased revenue per load on loads hauled via unsided/platform equipment, which was entirely attributable to an increase in the percentage of ~~Contents~~revenue contributed by heavy/specialized equipment, which typically has a higher revenue per load than standard unsided/platform loadings. Revenue per load on loads hauled via unsided/platform equipment increased 2% and on loads hauled via other truck transportation services increased 2%, while revenue per load on less-than-truckload loadings decreased 4%. Revenue per load on loads hauled via van equipment was approximately the same as compared to the 2024 twenty-six-week period.

~~agents~~Fuel atsurcharges abilled ~~contractually~~to ~~agreed~~customers ~~upon~~on ~~percentage~~revenue ofgenerated ~~the~~by ~~amount~~BCO ~~represented~~Independent byContractors are excluded from revenue. ~~less~~Fuel ~~purchased~~surcharges ~~transportation~~on ~~for~~Truck ~~these~~Brokerage ~~types~~Carrier ofrevenue ~~shipments.~~identified ~~Approximately~~separately ~~42%~~in billings to customers and included as a component of ~~the~~Truck ~~Company’s~~Brokerage ~~consolidated~~Carrier revenue were $54,016,000 and $60,302,000 in the ~~thirteen-week~~2025 ~~period~~and ~~ended~~2024 ~~March 29~~twenty-six-week periods, ~~2025~~respectively. ~~was~~It ~~generated~~should ~~under~~be ~~transactions~~noted that ~~pay~~billings ato ~~fixed~~many ~~percentage~~customers of ~~revenue~~the toCompany’s ~~the~~truck ~~third~~brokerage ~~party~~services ~~capacity~~include ~~provider~~a ~~and/or~~single ~~agents~~all-in ~~while~~rate ~~58%~~that ~~was~~do ~~generated~~not ~~under~~separately ~~transactions~~identify ~~that~~fuel ~~pay~~surcharges aon ~~variable~~loads ~~percentage~~hauled ofvia ~~revenue~~Truck toBrokerage Carriers. Accordingly, the ~~third~~overall ~~party~~impact ~~capacity~~of ~~provider~~changes in fuel prices on revenue and~~/or~~ ~~agents~~revenue per load on loads hauled via truck is likely to be greater than that indicated.

~~Operating~~Transportation ~~income~~revenue asgenerated by rail intermodal, air cargo and ocean cargo carriers (collectively, the “multimode capacity providers”) for the 2025 twenty-six-week period was $155,941,000, or 7% of total revenue, a ~~percentage~~decrease of ~~gross~~$14,441,000, ~~profit~~or 8%, compared to the 2024 twenty-six-week period. Revenue per load on revenue generated by multimode capacity providers decreased approximately 5% in the 2025 twenty-six-week period compared to the 2024 twenty-six-week period, and ~~operating~~the ~~income~~number of loads hauled by multimode capacity providers decreased approximately 3% over the same period. Revenue per load on loads hauled via rail intermodal and ocean decreased 10% and 5%, respectively, while revenue per load on loads hauled via air increased approximately 12% during the 2025 twenty-six-week period as acompared ~~percentage~~to the 2024 twenty-six-week period. The decrease in revenue per load on loads hauled by rail intermodal carriers was broad-based with decreases at several customers during the 2025 twenty-six-week period. The decrease in revenue per load on loads hauled by ocean cargo carriers was primarily attributable to one specific customer during the 2025 twenty-six-week period. The increase in revenue per load on loads hauled by air cargo carriers was primarily attributable to the impact of ~~variable~~high ~~contribution~~value air loadings at one specific customer during the 2025 twenty-six-week period. Revenue per load on revenue generated by multimode capacity providers is influenced by many factors, including revenue mix among the various modes of transportation used, length of haul, complexity of freight, density of freight lanes, fuel costs and availability of capacity. The decrease in the number of loads hauled by multimode capacity providers was due to a 5% decrease in air loadings, a 4% decrease in ocean loadings and a 3% decrease in rail loadings. The 5% decrease in air loadings was broad-based with decreases at several customers. The 4% decrease in ocean loadings was broad-based with decreases at several customers. The 3% decrease in rail loadings was primarily attributable to decreased loadings at one specific customer.

~~The~~Purchased ~~following~~transportation ~~table~~was ~~presents~~77.8% ~~operating income as a percentage of gross profit~~ and ~~operating~~77.4% ~~income as a percentage~~ of ~~variable~~revenue ~~contribution.~~in ~~The~~the ~~Company’s~~2025 ~~operating~~and ~~income~~2024 ~~as a percentage of variable contribution is a non~~twenty-~~GAAP~~six-week ~~financial~~periods, ~~measure calculated as operating income divided by variable contribution~~respectively. The ~~Company~~increase ~~believes~~in ~~that~~purchased ~~operating~~transportation ~~income~~ as a percentage of ~~variable~~revenue ~~contribution~~was isprimarily ~~useful~~due ~~and meaningful~~ to ~~investors~~a ~~for~~decreased ~~the~~percentage ~~following principal reasons: (i) the variable costs~~ of revenue ~~for~~generated ~~a significant portion of the business are highly influenced~~ by ~~short-term~~BCO ~~market-based~~Independent ~~trends in the freight transportation industry~~Contractors, ~~whereas~~which ~~other~~typically ~~costs,~~has ~~including~~a ~~other~~lower ~~costs~~rate of ~~revenue,~~purchased ~~are~~transportation ~~much~~than ~~less~~Truck ~~impacted~~Brokerage byCarriers. ~~short-term~~Commissions ~~freight~~to ~~market~~agents ~~trends;~~were ~~(ii) disclosure~~8.2% of ~~this~~revenue ~~measure allows investors to better understand the underlying trends~~ in ~~the~~both ~~Company’s results of operations; (iii) this measure is meaningful to investors’ evaluations of~~ the ~~Company’s~~2025 ~~management of costs attributable to operations other than the purely variable costs associated with purchased transportation~~ and ~~commissions~~2024 ~~to agents that the Company incurs to provide services to our customers; and (iv) management considers this financial information in its decision~~twenty-~~making,~~six-week ~~such as budgeting for infrastructure, trailing equipment and selling, general and administrative costs~~periods.

	Thirteen Weeks Ended
	March 29,2025			March 30,2024
Gross profit	$	98,305		$	113,902
Operating income	$	39,419		$	59,961
Operating income as % of gross profit		40.1	%		52.6	%
Variable contribution	$	161,310		$	168,240
Operating income	$	39,419		$	59,961
Operating income as % of variable contribution		24.4	%		35.6	%

~~The~~Investment ~~decrease in operating~~ income aswas a$7,327,000 ~~percentage~~and of$7,066,000 ~~gross~~in ~~profit~~the ~~from~~2025 ~~the~~and 2024 ~~thirteen~~twenty-~~week period to the 2025 thirteen~~six-week ~~period~~periods, ~~resulted~~respectively. ~~from~~The ~~the~~increase ~~decrease~~in ofinvestment ~~operating~~ income atwas aattributable ~~more~~to ~~rapid~~a ~~percentage~~higher ~~rate~~average ~~than~~investment ~~the~~balance ~~decrease~~held inby ~~gross~~the ~~profit,~~insurance ~~primarily~~segment ~~due~~during to the ~~impact~~2025 oftwenty-six-week ~~the~~period, ~~Company’s~~partially ~~fixed~~offset ~~cost~~by ~~infrastructure,~~lower ~~principally~~average ~~certain~~rates ~~components~~ of ~~selling,~~return ~~general~~on ~~and~~investments ~~administrative costs,~~ in ~~comparison~~the to2025 ~~a smaller gross profit base~~twenty-six-week period.

~~The~~Other ~~decrease in~~ operating ~~income~~costs asincreased a$2,430,000 ~~percentage~~in ~~of variable contribution from~~ the ~~2024~~2025 ~~thirteen~~twenty-six-week period compared to the ~~2025~~2024 ~~thirteen~~twenty-six-week period. ~~resulted~~The ~~from~~increase ~~the~~in ~~decrease~~other of operating ~~income~~costs atcompared ato ~~more~~the ~~rapid~~prior ~~percentage~~year ~~rate~~was ~~than~~primarily ~~the~~due ~~decrease~~to inan ~~variable~~approximately ~~contribution~~$4,800,000 ~~primarily~~expense ~~due~~relating to the ~~impact~~supply ofchain ~~the~~fraud ~~Company’s~~matter ~~fixed~~referenced ~~cost~~above ~~infrastructure,~~under ~~principally~~“Expenses ~~certain~~- ~~components~~Other ofoperating ~~selling~~costs, ~~general~~net ~~and~~of ~~administrative~~gains ~~costs,~~on inasset ~~comparison~~sales/dispositions” toand aincreased ~~smaller~~trailer ~~variable~~equipment ~~contribution~~maintenance ~~base~~costs, ~~and~~partially ~~the~~offset ~~impact~~by of increased ~~insurance~~gains ~~and~~on ~~claims~~sales ~~costs~~of ~~during~~operating ~~the 2025 thirteen-week period~~property.

~~Also,~~Insurance ~~as previously mentioned, the Company reports two operating segments: the transportation logistics segment~~ and ~~the~~claims ~~insurance~~increased ~~segment. External revenue at the insurance segment~~$16, ~~representing reinsurance premiums~~869,000 ~~has~~in ~~historically~~the ~~been~~2025 ~~relatively~~twenty-six-week ~~consistent~~period oncompared anto ~~annual basis at 2% or less of consolidated revenue and generally corresponds directly with~~ the ~~number~~2024 oftwenty-six-week ~~trucks provided by BCO Independent Contractors~~period. The ~~discussion~~increase ~~of cost line items~~ in ~~Management’s~~insurance ~~Discussion~~ and ~~Analysis~~claims ofexpense ~~Financial~~compared ~~Condition~~to ~~and Results of Operations considers~~ the ~~Company’s~~prior ~~costs~~year onwas aprimarily ~~consolidated~~due ~~basis~~to ~~rather~~increased ~~than~~net onunfavorable adevelopment ~~segment basis. Management believes this presentation format is the most appropriate to assist users~~ of ~~the~~prior ~~financial statements in understanding the Company~~years’s ~~business for the following reasons: (1) the insurance segment has no other operating costs; (2) discussion of insurance and~~ claims atin ~~either segment without reference to~~ the ~~other~~2025 ~~may~~twenty-six-week ~~create~~period ~~confusion amongst investors~~ and ~~potential~~increased ~~investors~~severity ~~due~~of tocurrent ~~intercompany~~year ~~arrangements~~trucking and ~~specific~~cargo ~~deductible~~claims ~~programs~~during ~~that~~the ~~affect~~2025 ~~comparability~~twenty-six-week ofperiod, ~~financial~~partially ~~results~~offset by ~~segment~~decreased ~~between~~BCO ~~various~~miles ~~fiscal~~traveled ~~periods~~during ~~but~~the ~~that~~2025 ~~have~~twenty-six-week noperiod. ~~effect~~During on the ~~Company~~2025 ~~from~~and a2024 ~~consolidated~~twenty-six-week ~~reporting perspective; (3) selling~~periods, ~~general~~insurance and ~~administrative~~claims costs ofincluded ~~the insurance segment comprise less than 10% of consolidated selling~~$13,641,000 ~~general~~ and ~~administrative~~$2,116,000 ~~costs~~of ~~and~~net ~~have~~unfavorable ~~historically~~adjustments ~~been~~to ~~relatively~~prior ~~consistent~~years’ onclaims aestimates, ~~year-over-year basis; and (4) the insurance segment has no depreciation and amortization~~respectively.

25Selling, general and administrative costs increased $5,927,000 in the 2025 twenty-six-week period compared to the 2024 twenty-six-week period. The increase in selling, general and administrative costs compared to prior year was primarily attributable to increased project consulting fees, increased wages, increased employee benefit costs, primarily attributable to increased medical and pharmacy costs under the self-insured portion of the Company’s medical plan, increased legal fees and increased annual agent convention costs, partially offset by the impact of Chief Executive Officer (“CEO”) transition costs on the 2024 twenty-six-week period.

~~Table~~Depreciation ofand ~~Contents~~amortization decreased $4,255,000 in the 2025 twenty-six-week period compared to the 2024 twenty-six-week period. The decrease in depreciation and amortization expense was primarily due to decreased depreciation on information technology software in the 2025 twenty-six-week period.

~~THIRTEEN~~The ~~WEEKS~~year-over-prior-year ~~ENDED~~change ~~MARCH 29~~in interest and debt expense (income) was $3,825,000, with net interest and debt expense of $539,000 in the 2025 ~~COMPARED~~twenty-six-week TOperiod ~~THIRTEEN~~compared ~~WEEKS~~to ~~ENDED~~net ~~MARCH 30~~interest and debt income of $3,286,000 in the 2024 twenty-six-week period. The increase in interest and debt expense (income) was primarily attributable to decreased interest income earned on cash balances held by the transportation logistics segment and increased interest expense related to finance lease obligations.

~~Revenue~~The provisions for income taxes for the 2025 ~~thirteen~~and 2024 twenty-six-week ~~period~~periods ~~was~~were ~~$1,152,502,000,~~based aon ~~decrease~~estimated annual effective income tax rates of ~~$18,541,000,~~24.3% orand 224.5%, ~~compared~~respectively, toadjusted ~~the~~for ~~2024~~discrete ~~thirteen-week~~events, ~~period.~~such ~~Transportation~~as ~~revenue~~benefits ~~decreased~~resulting ~~$16,787,000,~~from orstock-based 1%awards. The ~~decrease~~effective inincome ~~transportation~~tax ~~revenue~~rate ~~was~~for ~~attributable~~the to2025 atwenty-six-week ~~decreased~~period ~~number~~was of24.7%. ~~loads~~The ~~hauled~~effective ofincome ~~approximately~~tax 1%rate ~~while~~was ~~revenue~~higher ~~per~~than ~~load~~the ~~was~~statutory ~~approximately~~federal ~~the~~income ~~same~~tax asrate ~~compared~~of to21% in the ~~2024~~2025 ~~thirteen-week~~ period. ~~Reinsurance~~primarily ~~premiums~~attributable ~~were~~to ~~$14,757,000~~state ~~and~~taxes. ~~$16,511,000~~The ~~for~~effective ~~the~~income ~~2025~~tax ~~and~~rate for the 2024 ~~thirteen~~twenty-six-week ~~periods,~~period ~~respectively~~was 24.1%. The ~~decrease~~effective inincome ~~revenue~~tax ~~from~~rate ~~reinsurance premiums~~ was ~~primarily~~higher ~~attributable~~than tothe astatutory ~~decrease~~federal inincome ~~the~~tax ~~average~~rate ~~number~~ of ~~trucks~~21% ~~provided by BCO Independent Contractors~~ in the ~~2025~~2024 ~~thirteen-week~~ period ~~compared~~primarily attributable to ~~the~~state ~~2024 thirteen-week period~~taxes.

~~Truck~~Net ~~transportation~~income ~~revenue~~was ~~generated~~$71,699,000, byor ~~BCO~~$2.05 ~~Independent~~per ~~Contractors~~basic and ~~Truck~~diluted ~~Brokerage Carriers (together~~share, ~~the~~in ~~“third party truck capacity providers”) for~~ the 2025 ~~thirteen~~twenty-six-week period. ~~was~~Net ~~$1,049,718,000,~~income ~~representing~~was ~~91% of total revenue, a decrease of~~ $1999,~~214~~720,000, or $2~~%, compared to the 2024 thirteen-week period~~.79 ~~The~~per ~~number~~basic ofand ~~loads~~diluted ~~hauled by third party truck capacity providers decreased approximately 1% compared to the 2024 thirteen-week period~~share, ~~and revenue per load on loads hauled by third party truck capacity providers decreased approximately 1%~~ in the ~~2025 thirteen-week period compared to the~~ 2024 ~~thirteen~~twenty-six-week period.

~~The~~THIRTEEN ~~decrease~~WEEKS inENDED ~~the number of loads hauled via truck compared to the 2024 thirteen-week period was primarily due to decreased demand from the 2024 thirteen-week period for the Company’s less-than-truckload~~JUNE 28, ~~van~~2025 ~~and~~COMPARED ~~unsided/platform~~TO ~~transportation~~THIRTEEN ~~services.~~WEEKS ~~Loads~~ENDED ~~hauled via less-than-truckload loadings decreased 12%~~JUNE 29, ~~loads hauled via van equipment decreased 4% and loads hauled via unsided/platform equipment decreased 1%, while loads hauled via other truck transportation services increased 31% as compared to the~~ 2024 ~~thirteen-week period.~~

~~The~~Revenue ~~decrease~~for inthe ~~revenue~~2025 ~~per~~thirteen-week ~~load~~period onwas ~~loads~~$1,211,383,000, ~~hauled~~a ~~via~~decrease ~~truck~~of ~~was~~$13,622,000, ~~primarily~~or ~~due~~1%, compared to athe ~~shorter~~2024 ~~average~~thirteen-week ~~length~~period. ofTransportation ~~haul~~revenue ~~and~~decreased ~~the~~$12,388,000, ~~impact~~or of1%. ~~lower~~The ~~diesel~~decrease ~~fuel~~in ~~costs~~transportation onrevenue was attributable to a decreased number of loads hauled ~~via~~of ~~Truck~~approximately ~~Brokerage~~2%, ~~Carriers.~~partially ~~Revenue~~offset by an increased revenue per load onof ~~loads~~approximately ~~hauled~~1% ~~via~~as ~~other~~compared ~~truck~~to ~~transportation~~the ~~services~~2024 ~~decreased~~thirteen-week ~~3%,~~period. onReinsurance ~~loads~~premiums ~~hauled~~were ~~via~~$14,696,000 ~~van~~and ~~equipment~~$15,930,000 ~~decreased~~for 2%the 2025 and on2024 ~~less~~thirteen-~~than-truckload~~week ~~loadings~~periods, ~~decreased 1%~~respectively. ~~Revenue~~The ~~per~~decrease ~~load~~in onrevenue ~~loads~~from ~~hauled~~reinsurance ~~via~~premiums ~~unsided/platform~~was ~~equipment~~primarily ~~was~~attributable ~~approximately~~to a decrease in the ~~same~~average asnumber of trucks provided by BCO Independent Contractors in the 2025 thirteen-week period compared to the 2024 thirteen-week period.

~~Fuel~~Truck ~~surcharges~~transportation ~~billed to customers on~~ revenue generated by ~~BCO~~third ~~Independent~~party ~~Contractors~~truck ~~are~~capacity ~~excluded~~providers ~~from~~for ~~revenue.~~the ~~Fuel~~2025 ~~surcharges~~thirteen-week onperiod ~~Truck~~was ~~Brokerage~~$1,118,138,000, ~~Carrier~~representing ~~revenue~~92% ~~identified~~of ~~separately~~total inrevenue, ~~billings~~an toincrease ~~customers and included as a component~~ of ~~Truck Brokerage Carrier revenue were~~ $2612,~~925~~449,000, ~~and~~or ~~$30~~1%,~~033,000~~ incompared to the ~~2025 and~~ 2024 thirteen-week ~~periods, respectively~~period. ItRevenue ~~should~~per beload ~~noted~~on ~~that~~loads ~~billings~~hauled toby ~~many~~third ~~customers~~party ~~of the Company’s~~ truck ~~brokerage~~capacity ~~services~~providers ~~include~~increased aapproximately ~~single~~3%, ~~all-in~~while ~~rate~~the ~~that~~number doof ~~not separately identify fuel surcharges on~~ loads hauled ~~via~~by ~~Truck~~third ~~Brokerage~~party ~~Carriers.~~truck ~~Accordingly,~~capacity ~~the~~providers ~~overall~~decreased ~~impact~~approximately of1% ~~changes~~ in ~~fuel~~the ~~prices~~2025 onthirteen-week ~~revenue~~period ~~and~~compared ~~revenue per load on loads hauled via truck is likely~~ to bethe ~~greater~~2024 ~~than~~thirteen-week ~~that indicated~~period.

~~Transportation~~30 revenue generated by rail intermodal, air cargo and ocean cargo carriers (collectively, the “multimode capacity providers”) for the 2025 thirteen-week period was $83,124,000, or 7% of total revenue, an increase of $6,355,000, or 8%, compared to the 2024 thirteen-week period. Revenue per load on revenue generated by multimode capacity providers increased approximately 13% in the 2025 thirteen-week period compared to the 2024 thirteen-week period, while the number of loads hauled by multimode capacity providers decreased approximately 4% over the same period. Revenue per load on loads hauled via air and ocean increased 19% and 14%, respectively, while rail intermodal decreased approximately 10% during the 2025 thirteen-week period as compared to the 2024 thirteen-week period. The increase in revenue per load on loads hauled by air cargo carriers was primarily attributable to the impact of high value air loadings at one specific customer during the 2025 thirteen-week period. The increase in revenue per load on loads hauled by ocean cargo carriers was primarily attributable to one specific customer during the 2025 thirteen-week period. The decrease in revenue per load on loads hauled by rail intermodal carriers was primarily attributable to one specific agency during the 2025 thirteen-week period. Revenue per load on revenue generated by multimode capacity providers is influenced by many factors, including revenue mix among the various modes of transportation used, length of haul, complexity of freight, density of freight lanes, fuel costs and availability of capacity. The decrease in the number of loads hauled by multimode capacity providers was due to a 14% decrease in rail loadings and a 1% decrease in air loadings, partially offset by a 7% increase in ocean loadings. The 14% decrease in rail loadings was primarily attributable to decreased loadings at one specific agency. The 7% increase in ocean loadings was broad-based with increases at several customers.

~~Purchased~~The ~~transportation~~increase ~~was~~in ~~77.9%~~revenue ~~and~~per ~~77.3%~~load ofon ~~revenue~~loads inhauled ~~the~~via ~~2025~~truck ~~and~~was ~~2024~~primarily ~~thirteen-week~~due ~~periods,~~to ~~respectively.~~an ~~The~~increased ~~increase~~revenue inper ~~purchased~~load ~~transportation~~on asloads ahauled ~~percentage~~via ofunsided/platform ~~revenue~~equipment, which was primarily ~~due~~attributable to aan ~~decreased~~increase in the percentage of revenue ~~generated~~contributed by ~~BCO~~heavy/specialized ~~Independent Contractors~~equipment, which typically has a ~~lower~~higher ~~rate~~revenue ofper ~~purchased~~load ~~transportation~~ than ~~Truck~~standard ~~Brokerage~~unsided/platform ~~Carriers~~loadings, ~~and~~ an increased ~~rate~~revenue ofper ~~purchased~~load ~~transportation~~ on ~~revenue~~loads ~~generated~~hauled byvia ~~Truck~~other ~~Brokerage~~truck ~~Carriers.~~transportation ~~Commissions~~services toand ~~agents~~an ~~were~~increase ~~8.1%~~in ~~and~~revenue ~~8.3%~~per ofload ~~revenue~~on inloads ~~the~~hauled ~~2025~~via ~~and~~van ~~2024~~equipment. ~~thirteen-week~~Revenue ~~periods,~~per ~~respectively.~~load ~~The~~on ~~decrease~~loads inhauled ~~commissions~~via toother ~~agents~~truck astransportation aservices ~~percentage~~increased of6%, ~~revenue~~on ~~was~~loads ~~primarily~~hauled ~~attributable~~via tounsided/platform anequipment increased ~~cost~~3% ofand ~~purchased~~on ~~transportation~~loads ashauled avia ~~percentage~~van ofequipment ~~revenue~~increased on1%, while revenue ~~generated~~per byload ~~Truck~~on ~~Brokerage~~less-than-truckload ~~Carriers~~loadings decreased 7%.

26The decrease in the number of loads hauled via truck compared to the 2024 thirteen-week period was primarily due to decreased demand from the 2024 thirteen-week period for the Company’s van and less-than-truckload transportation services. Loads hauled via van equipment decreased 6% and loads hauled via less-than-truckload loadings decreased 3%, while loads hauled via other truck transportation services increased 22% and loaded hauled via unsided/platform equipment increased 2% as compared to the 2024 thirteen-week period.

~~Table~~Fuel surcharges billed to customers on revenue generated by BCO Independent Contractors are excluded from revenue. Fuel surcharges on Truck Brokerage Carrier revenue identified separately in billings to customers and included as a component of ~~Contents~~Truck Brokerage Carrier revenue were $27,091,000 and $30,269,000 in the 2025 and 2024 thirteen-week periods, respectively.

~~Investment~~Transportation ~~income~~revenue generated by multimode capacity providers for the 2025 thirteen-week period was $372,~~598~~817,000, ~~and~~or 6% of total revenue, a decrease of $320,~~412~~796,000, or 22%, compared to the 2024 thirteen-week period. Revenue per load on revenue generated by multimode capacity providers decreased approximately 20% in the 2025 ~~and~~thirteen-week period compared to the 2024 thirteen-week ~~periods~~period, and the number of loads hauled by multimode capacity providers decreased approximately 3% over the same period. Revenue per load on loads hauled via ocean and rail intermodal decreased 20% and 9%, respectively, while revenue per load on loads hauled via air increased approximately 5% during the 2025 thirteen-week period as compared to the 2024 thirteen-week period. The ~~increase~~decrease in ~~investment~~revenue ~~income~~per load on loads hauled by ocean cargo carriers was primarily attributable to aone ~~higher~~specific ~~average~~customer ~~investment~~during ~~balance~~the ~~held~~2025 thirteen-week period. The decrease in revenue per load on loads hauled by ~~the~~rail ~~insurance~~intermodal ~~segment~~carriers was primarily attributable to one specific agency during the 2025 thirteen-week period,. ~~partially~~The ~~offset~~increase in revenue per load on loads hauled by ~~lower~~air ~~average~~cargo ~~rates~~carriers was primarily attributable to the impact of ~~return~~high onvalue ~~investments~~air inloadings at several specific customers during the 2025 thirteen-week period. Revenue per load on revenue generated by multimode capacity providers is influenced by many factors, including revenue mix among the various modes of transportation used, length of haul, complexity of freight, density of freight lanes, fuel costs and availability of capacity. The decrease in the number of loads hauled by multimode capacity providers was due to a 14% decrease in ocean loadings and an 8% decrease in air loadings, partially offset by an 8% increase in rail loadings. The 14% decrease in ocean loadings was broad-based with decreases at several customers. The 8% decrease in air loadings was primarily attributable to decreased loadings at one specific customer. The 8% increase in rail loadings was primarily attributable to increased loadings at one specific agency.

~~Other~~Purchased ~~operating~~transportation ~~costs~~was ~~decreased~~77.7% ~~$3,030,000~~and 77.6% of revenue in the 2025 and 2024 thirteen-week ~~period~~periods, ~~compared~~respectively. The increase in purchased transportation as a percentage of revenue was primarily due to an increased rate of purchased transportation on revenue generated by Truck Brokerage Carriers. Commissions to agents were 8.2% and 8.1% of revenue in the 2025 and 2024 thirteen-week ~~period~~periods, respectively. The ~~decrease~~increase in ~~other~~commissions ~~operating~~to ~~costs~~agents ~~compared~~as toa ~~the~~percentage ~~prior~~of ~~year~~revenue was primarily ~~due~~attributable to a decreased ~~provision~~cost ~~for~~of ~~contractor~~purchased ~~bad~~transportation ~~debt~~as ~~and~~a ~~increased~~percentage ~~gains~~of revenue on ~~sales~~revenue ofgenerated ~~operating~~by ~~property~~multimode capacity providers.

~~Insurance~~Investment ~~and~~income ~~claims~~was ~~increased~~$3,729,000 and $133,~~584~~654,000 in the 2025 ~~thirteen-week~~and ~~period compared to the~~ 2024 thirteen-week ~~period~~periods, respectively. The increase in ~~insurance~~investment ~~and~~income ~~claims expense compared to the prior year~~ was ~~primarily~~attributable ~~due~~ to ~~increased~~a ~~net~~higher ~~unfavorable~~average ~~development~~investment ofbalance ~~prior~~held ~~years’~~by ~~claims in~~ the ~~2025~~insurance ~~thirteen-week~~segment ~~period and increased severity of current year trucking and cargo claims~~ during the 2025 thirteen-week period, partially offset by ~~decreased~~lower ~~BCO~~average ~~miles~~rates ~~traveled~~of ~~during~~return ~~the~~on ~~2025~~investments ~~thirteen-week~~in ~~period. During~~ the 2025 ~~and 2024~~ thirteen-week ~~periods, insurance and claims costs included $11,352,000 and $1,127,000 of net unfavorable adjustments to prior years’ claims estimates, respectively~~ period.

~~Selling,~~Other ~~general~~operating ~~and administrative~~ costs increased $5,~~160~~460,000 in the 2025 thirteen-week period compared to the 2024 thirteen-week period. The increase in ~~selling,~~other ~~general~~operating ~~and administrative~~ costs compared to the prior year was primarily ~~attributable~~due to anthe reclassification of the approximately $4,800,000 expense relating to the supply chain fraud matter referenced above under “Expenses~~—Selling,~~ ~~general~~- ~~and~~Other ~~administrative”~~operating ~~and increased project consulting fees~~costs, ~~partially~~net ~~offset by a decreased provision for incentive compensation and the impact~~ of ~~Chief~~gains ~~Executive~~on ~~Officer~~asset ~~(“CEO~~sales/dispositions”) ~~transition~~from ~~costs on the 2024 thirteen-week period. Included in~~ selling, general and administrative costs ~~was~~and ~~incentive~~increased ~~compensation~~trailer ~~expense~~equipment ofmaintenance $1costs,~~000,000~~ ~~and~~partially ~~$2,853,000~~offset ~~for~~by ~~the~~gains ~~2025~~on ~~and~~sales ~~2024~~of ~~thirteen-week~~operating ~~periods, respectively~~property.

~~Depreciation~~Insurance and ~~amortization~~claims ~~decreased~~increased $13,~~916~~285,000 in the 2025 thirteen-week period compared to the 2024 thirteen-week period. The ~~decrease~~increase in ~~depreciation~~insurance and ~~amortization~~claims expense compared to the prior year was primarily due to ~~decreased~~increased ~~depreciation~~severity onof ~~information~~current ~~technology~~year ~~software~~trucking and cargo claims during the 2025 thirteen-week period and increased net unfavorable development of prior years’ claims in the 2025 thirteen-week period, partially offset by decreased BCO miles traveled during the 2025 thirteen-week period. During the 2025 and 2024 thirteen-week periods, insurance and claims costs included $2,289,000 and $989,000 of net unfavorable adjustments to prior years’ claims estimates, respectively.

~~Net~~31 interest and debt income decreased $1,452,000 in the 2025 thirteen-week period compared to the 2024 thirteen-week period. The decrease in interest and debt income was primarily attributable to decreased interest income earned on cash balances held by the transportation logistics segment and increased interest expense related to finance lease obligations.

~~The~~Selling, ~~provisions~~general ~~for~~and ~~income~~administrative ~~taxes~~costs ~~for~~increased $767,000 in the 2025 ~~and~~thirteen-week period compared to the 2024 thirteen-week ~~periods~~period. ~~were~~The ~~based~~increase onin ~~estimated~~selling, ~~annual~~general ~~effective~~and ~~income~~administrative ~~tax~~costs ~~rates~~compared ofto ~~24.3%~~prior ~~and~~year ~~24.5%,~~was ~~respectively,~~primarily ~~adjusted~~attributable to an increased provision for ~~discrete~~incentive ~~events~~compensation, ~~such~~increased asproject ~~benefits~~consulting ~~resulting~~fees, ~~from~~increased ~~stock-based~~employee ~~awards.~~benefit ~~The~~costs, ~~effective~~primarily ~~income~~attributable ~~tax~~to ~~rate~~increased ~~for~~medical ~~the~~and ~~2025~~pharmacy ~~thirteen~~costs under the self-~~week~~insured ~~period~~portion ~~was~~of ~~24.7%.~~the ~~The~~Company’s ~~effective~~medical ~~income~~plan, ~~tax~~increased ~~rate~~wages ~~was~~and ~~higher~~increased ~~than~~costs associated with the ~~statutory~~Company’s ~~federal~~annual ~~income~~agent ~~tax~~convention, ~~rate~~mostly ofoffset ~~21%~~by inthe reclassification of the ~~2025~~approximately ~~period~~$4,800,000 ~~primarily~~expense ~~attributable~~relating to ~~state~~the ~~taxes.~~supply ~~The~~chain ~~effective~~fraud ~~income~~matter ~~tax~~referenced ~~rate~~above ~~for~~under ~~the~~“Expenses ~~2024 thirteen~~-~~week~~ ~~period~~Other ~~was~~operating 23costs, net of gains on asset sales/dispositions” to other operating costs.~~5%.~~ ~~The~~Included ~~effective~~in ~~income~~selling, ~~tax~~general ~~rate~~and administrative costs was ~~higher~~incentive ~~than~~compensation expense of $950,000 and a reduction to the ~~statutory~~Company’s ~~federal~~provision ~~income~~for ~~tax~~incentive ~~rate~~compensation of ~~21%~~$1,398,000 infor the ~~2024~~2025 ~~period~~and ~~primarily~~2024 ~~attributable~~thirteen-week toperiods, ~~state taxes~~respectively.

~~Net~~Depreciation ~~income~~and ~~was~~amortization decreased $292,~~806~~339,000, orin ~~$0.85~~the ~~per~~2025 ~~basic~~thirteen-week ~~and~~period ~~diluted~~compared ~~share,~~to in the ~~2025~~2024 thirteen-week period. ~~Net~~The ~~income~~decrease in depreciation and amortization expense was ~~$47,096,000,~~primarily ordue ~~$1.32~~to ~~per~~decreased ~~basic~~depreciation ~~and~~on ~~diluted~~information ~~share,~~technology software in the ~~2024~~2025 thirteen-week period.

~~CAPITAL~~The ~~RESOURCES~~year-over-prior-year ~~AND~~change ~~LIQUIDITY~~in interest and debt expense (income) was $2,373,000, with net interest and debt expense of $698,000 in the 2025 thirteen-week period compared to net interest and debt income of $1,675,000 in the 2024 thirteen-week period. The increase in interest and debt expense (income) was primarily attributable to decreased interest income earned on cash balances held by the transportation logistics segment and increased interest expense related to finance lease obligations.

~~Working~~The ~~capital~~provisions ~~and~~for ~~the~~income ~~ratio~~taxes offor ~~current~~the ~~assets~~2025 toand ~~current~~2024 ~~liabilities~~thirteen-week periods were ~~$629,307,000~~based ~~and~~on ~~2.0~~estimated toannual 1,effective ~~respectively,~~income attax ~~March 29,~~rates ~~2025,~~of ~~compared~~24.3% ~~with $646,713,000~~ and 224.~~0 to 1~~5%, respectively, atadjusted ~~December 28~~for discrete events, ~~2024.~~such ~~Landstar~~as ~~has~~benefits ~~historically~~resulting ~~operated~~from ~~with~~stock-based ~~current~~awards. ~~ratios~~The ~~within~~effective ~~the~~income ~~range~~tax ofrate ~~1.5~~for tothe 12025 tothirteen-week ~~2.0~~period towas 124.6%. ~~Cash~~The ~~provided~~effective byincome ~~operating~~tax ~~activities~~rate was ~~$55,698,000~~higher inthan the ~~2025~~statutory ~~thirteen-week~~federal ~~period~~income ~~compared~~tax ~~with~~rate ~~$94,208,000~~of 21% in the ~~2024~~2025 ~~thirteen-week~~ period primarily attributable to state taxes. The ~~decrease~~effective inincome ~~cash~~tax ~~flow~~rate ~~provided~~for bythe ~~operating~~2024 ~~activities~~thirteen-week period was ~~primarily~~24.5%. ~~attributable~~The toeffective ~~decreased~~income ~~net~~tax ~~income~~rate ~~and~~was ~~decreased~~higher ~~favorable~~than ~~net~~the ~~working~~statutory ~~capital~~federal ~~impacts~~income intax ~~connection~~rate ~~with~~of ~~decreased~~21% ~~net~~in ~~receivables,~~the ~~defined~~2024 asperiod ~~accounts~~primarily ~~receivable~~attributable ~~less~~to ~~accounts~~state ~~payable~~taxes.

~~The~~Net ~~Company~~income ~~declared~~was ~~and paid~~ $~~0.36 per share~~41, ~~or $12~~893,~~688,~~000 ~~in the aggregate~~, inor ~~cash dividends during the thirteen-week period ended March 29, 2025 and, during such period, also paid~~ $~~70,632,000 of dividends payable which were declared in December 2024 and included in current liabilities in the consolidated balance sheet at December 28, 2024~~1.20 ~~The~~per ~~Company~~basic ~~declared~~ and ~~paid~~diluted ~~$0.33 per~~ share, ~~or $11,802,000~~ in the ~~aggregate,~~2025 ~~in cash dividends during the~~ thirteen-week period. ~~ended~~Net ~~March 30,~~income ~~2024~~was ~~and, during such period, also paid~~ $7152,~~433~~624,000, ofor ~~dividends~~$1.48 ~~payable~~per ~~which~~basic ~~were declared in December 2023~~ and ~~included~~diluted inshare, ~~current liabilities~~ in the ~~consolidated~~2024 ~~balance sheet at December 30, 2023. During the~~ thirteen-week period. ~~ended March 29, 2025, the Company purchased 386,318 shares of its~~

27CAPITAL RESOURCES AND LIQUIDITY

~~Table~~Working capital and the ratio of ~~Contents~~current assets to current liabilities were $618,207,000 and 2.0 to 1, respectively, at June 28, 2025, compared with $646,713,000 and 2.0 to 1, respectively, at December 28, 2024. Landstar has historically operated with current ratios within the range of 1.5 to 1 to 2.0 to 1. Cash provided by operating activities was $62,836,000 in the 2025 twenty-six-week period compared with $142,343,000 in the 2024 twenty-six-week period. The decrease in cash flow provided by operating activities was primarily attributable to the unfavorable impact of net working capital in connection with increased net receivables, defined as accounts receivable less accounts payable, and decreased net income.

The Company declared and paid $0.76 per share, or $26,604,000 in the aggregate, in cash dividends during the twenty-six-week period ended June 28, 2025 and, during such period, also paid $70,632,000 of dividends payable which were declared in December 2024 and included in current liabilities in the consolidated balance sheet at December 28, 2024. The Company declared and paid $0.66 per share, or $23,579,000 in the aggregate, in cash dividends during the twenty-six-week period ended June 29, 2024 and, during such period, also paid $71,433,000 of dividends payable which were declared in December 2023 and included in current liabilities in the consolidated balance sheet at December 30, 2023. During the twenty-six-week period ended June 28, 2025, the Company purchased 686,459 shares of its common stock at a total cost of $60103,~~945~~295,000, including $60102,~~361~~300,000 in cash purchases and accrued excise tax of $~~584~~995,000, which is included in other current liabilities in the consolidated balance sheet at ~~March~~June 2928, 2025. During the ~~thirteen~~twenty-six-week period ended ~~March~~June 3029, 2024, the Company ~~did~~purchased ~~not~~315,649 ~~purchase any~~ shares of 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 was included in other current liabilities in the consolidated balance sheet at June 29, 2024. As of ~~March~~June 2928, 2025, the Company may purchase in the aggregate up to 21,~~161~~861,~~663~~522 shares of its common stock under its authorized stock purchase programs. Long-term debt, including current maturities, was $9385,~~968~~424,000 at ~~March~~June 2928, 2025, $816,~~339~~883,000 lower than at December 28, 2024.

Shareholders’ equity was $~~930~~921,~~755~~826,000, or 9192% of total capitalization (defined as long-term debt including current maturities plus equity), at ~~March~~June 2928, 2025, compared to $972,439,000, or 90% of total capitalization, at December 28, 2024. The decrease in shareholders’ equity was primarily the result of purchases of shares of the Company’s common stock and dividends declared by the Company, partially offset by the result of net income in the 2025 ~~thirteen~~twenty-six-week period.

On32 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 $600,000,000.

~~The~~On ~~Credit~~July 1, ~~Agreement~~2022, ~~contains~~Landstar aentered ~~number~~into ofa ~~covenants~~second ~~that~~amended ~~limit,~~and ~~among~~restated ~~other~~credit ~~things,~~agreement ~~the~~with ~~incurrence~~a ofbank ~~additional~~syndicate ~~indebtedness.~~led ~~The~~by ~~Company~~JPMorgan isChase ~~required to~~Bank, ~~among other things~~N.A., ~~maintain~~as aadministrative ~~minimum~~agent ~~fixed~~(as ~~charge~~further ~~coverage~~amended ~~ratio,~~ as ~~described~~of ~~in the Credit Agreement~~June 21, ~~and maintain a Leverage Ratio~~2024, ~~as defined in~~ the “Credit Agreement~~, below a specified maximum~~”). The Credit Agreement, ~~provides~~which ~~for~~matures ~~a restriction on cash dividends and other distributions to stockholders on the Company’s capital stock to the extent there is a default under the Credit Agreement.~~July In1, ~~addition~~2027, ~~the~~provides ~~Credit~~for ~~Agreement~~borrowing ~~under~~capacity ~~certain~~in ~~circumstances limits~~ the ~~amount~~form of ~~such~~a ~~cash~~revolving ~~dividends~~credit ~~and~~facility ~~other~~of ~~distributions~~$300,000,000, ~~to stockholders to the extent that~~$45,000,000 ~~after~~of ~~giving~~which ~~effect~~may tobe ~~any~~utilized ~~payment~~in ~~made to effect such cash dividend or other distribution,~~ the ~~Leverage~~form ~~Ratio would exceed 2.5 to 1 on a pro forma basis as~~ of ~~the~~letters ~~end~~ of ~~the Company’s most recently completed fiscal quarter~~credit. The Credit Agreement ~~provides~~also ~~for~~includes an ~~event~~“accordion” offeature ~~default~~providing infor ~~the event that, among other things,~~ a ~~person~~possible orincrease ~~group acquires 35% or more~~ of ~~the~~up ~~outstanding capital stock of the Company or obtains power~~ to ~~elect~~an aaggregate ~~majority~~amount of ~~the~~borrowing ~~Company’s~~capacity ~~directors or the directors cease to consist~~ of ~~a majority of Continuing Directors~~$600, ~~as defined in the Credit Agreement. None of these covenants are presently considered by the Company to be materially restrictive to the Company’s operations~~000, ~~capital resources or liquidity~~000. ~~The Company is currently in compliance with all of the debt covenants under the Credit Agreement.~~

AtThe ~~March 29~~Credit Agreement contains a number of covenants that limit, ~~2025~~among other things, the incurrence of additional indebtedness. The Company ~~had~~is norequired ~~borrowings~~to, ~~outstanding~~among ~~and~~other ~~$35~~things,~~250,000~~ ofmaintain ~~letters~~a ofminimum ~~credit~~fixed ~~outstanding~~charge ~~under~~coverage ratio, as described in the Credit Agreement., Atand ~~March 29,~~maintain ~~2025~~a Leverage Ratio, ~~there~~as ~~was~~defined ~~$264,750,000~~in ~~available~~the ~~for~~Credit ~~future~~Agreement, ~~borrowings~~below ~~under~~a ~~the~~specified maximum. The Credit Agreement provides for a restriction on cash dividends and ~~access~~other distributions to anstockholders ~~additional~~on ~~$300,000,000~~the Company’s capital stock to the extent there is a default under the Credit Agreement~~’s “accordion” feature~~. In addition, the ~~Company~~Credit ~~has~~Agreement ~~$74,321,000~~under incertain ~~letters~~circumstances limits the amount of ~~credit~~such ~~outstanding~~cash asdividends ~~collateral~~and ~~for~~other ~~insurance~~distributions ~~claims~~to stockholders to the extent that, ~~are~~after ~~secured~~giving byeffect ~~investments~~to ~~totaling~~any ~~$82,579,000~~payment atmade ~~March 29~~to effect such cash dividend or other distribution, ~~2025~~the Leverage Ratio would exceed 2.5 ~~Investments,~~to ~~all~~1 on a pro forma basis as of ~~which~~the ~~are~~end ~~carried~~of atthe ~~fair~~Company’s ~~value,~~most ~~include~~recently ~~primarily~~completed ~~investment-grade~~fiscal ~~bonds~~quarter. The Credit Agreement provides for an event of default in the event that, ~~asset-backed~~among ~~securities~~other things, ~~commercial~~a ~~paper~~person ~~and~~or ~~U.S.~~group ~~Treasury~~acquires ~~obligations~~35% ~~having~~or ~~maturities~~more of upthe outstanding capital stock of the Company or obtains power to ~~five~~elect ~~years.~~a ~~Fair~~majority ~~value~~of the Company’s directors or the directors cease to consist of ~~investments~~a ismajority ~~based~~of ~~primarily~~Continuing onDirectors, ~~quoted~~as ~~market~~defined ~~prices~~in the Credit Agreement. ~~See~~None ~~“Notes~~of these covenants are presently considered by the Company to ~~Consolidated~~be ~~Financial~~materially ~~Statements”~~restrictive ~~included~~to ~~herein~~the ~~for~~Company’s ~~further~~operations, ~~discussion~~capital onresources ~~measurement~~or ofliquidity. ~~fair~~The ~~value~~Company is currently in compliance with all of ~~investments~~the debt covenants under the Credit Agreement.

~~Historically~~At June 28, 2025, the Company ~~has~~had ~~generated~~no ~~sufficient~~borrowings ~~operating~~outstanding ~~cash~~and ~~flow~~$35,415,000 toof ~~meet~~letters ~~its~~of ~~debt~~credit ~~service~~outstanding ~~requirements,~~under ~~fund~~the ~~continued~~Credit ~~growth,~~Agreement. ~~both~~At ~~organic~~June 28, ~~and through acquisitions~~2025, ~~complete~~there orwas ~~execute~~$264,585,000 ~~share~~available ~~purchases~~for offuture ~~its~~borrowings ~~common stock~~ under ~~authorized~~the ~~share~~Credit ~~purchase~~Agreement ~~programs, pay dividends~~ and ~~meet~~access ~~working~~to ~~capital~~an ~~needs.~~additional As$300,000,000 anunder ~~asset-light~~the ~~provider~~Credit ofAgreement’s ~~integrated~~“accordion” ~~transportation~~feature. ~~management~~In ~~solutions~~addition, the Company’s ~~annual~~has ~~capital~~$74,321,000 ~~requirements~~in ~~for~~letters ~~operating~~of ~~property~~credit ~~are~~outstanding ~~generally~~as collateral for ~~trailing~~insurance ~~equipment~~claims ~~and~~that ~~information~~are ~~technology~~secured ~~hardware~~by ~~and~~investments ~~software.~~totaling In$82,579,000 ~~addition~~at June 28, a2025. ~~significant~~Investments, ~~portion~~all of ~~the~~which ~~trailing~~are ~~equipment~~carried ~~used~~at byfair ~~the Company is provided by third party capacity providers~~value, ~~thereby~~include ~~reducing~~primarily ~~the Company’s capital requirements. During the 2025 thirteen~~investment-~~week~~grade ~~period~~bonds, ~~the~~asset-backed ~~Company purchased $1~~securities,~~902,000~~ ofcommercial ~~operating~~paper ~~property~~and U.S. ~~Landstar~~Treasury ~~anticipates~~obligations ~~acquiring~~having ~~either~~maturities byof ~~purchase~~up orto ~~lease~~five ~~financing~~years. ~~during~~Fair ~~the~~value ~~remainder~~ of ~~fiscal~~investments ~~year~~is ~~2025~~based ~~approximately~~primarily ~~$32,000,000~~on inquoted ~~operating~~market ~~property~~prices. ~~consisting~~See ~~primarily~~“Notes ofto ~~new~~Consolidated ~~trailing~~Financial ~~equipment~~Statements” toincluded ~~replace~~herein ~~older~~for ~~trailing~~further ~~equipment~~discussion ~~and~~on ~~information~~measurement ~~technology~~of ~~hardware~~fair ~~and~~value ~~software~~of investments.

~~Management~~Historically, ~~believes that cash flow from operations combined with~~ the Company’s ~~borrowing~~has ~~capacity~~generated ~~under~~sufficient ~~the~~operating ~~Credit~~cash ~~Agreement~~flow ~~will be adequate~~ to meet ~~Landstar’s~~its debt service requirements, fund continued growth, both ~~internal~~organic and through acquisitions, ~~pay~~complete ~~dividends,~~or ~~complete~~execute ~~the~~share purchases of its common stock under authorized share purchase programs, pay dividends and meet working capital needs. As an asset-light provider of integrated transportation management solutions, the Company’s annual capital requirements for operating property are generally for trailing equipment and information technology hardware and software. In addition, a significant portion of the trailing equipment used by the Company is provided by third party capacity providers, thereby reducing the Company’s capital requirements. During the 2025 twenty-six-week period, the Company purchased $4,383,000 of operating property. Landstar anticipates acquiring either by purchase or lease financing during the remainder of fiscal year 2025 approximately $30,000,000 in operating property consisting primarily of new trailing equipment to replace older trailing equipment and information technology hardware and software.

28Management believes that available cash and cash flow from operations combined with the Company’s borrowing capacity under the Credit Agreement will be adequate to meet Landstar’s debt service requirements, fund continued growth, both internal and through acquisitions, pay dividends, complete the authorized share purchase programs and meet working capital needs.

~~Table~~LEGAL ofMATTERS ~~Contents~~

~~LEGAL~~On ~~MATTERS~~July 22, 2025, a jury trial (the “Trial”) began in state court in El Paso County, Texas, in the matter of Eduardo Cabral, et. al. v. Landstar Ranger, Inc., et. al., in connection with a tragic vehicular accident (the “Accident”) that occurred on December 31, 2021, on I-10 in Hudspeth County, Texas. The Accident involved a collision between a recreational vehicle, or RV, rented and occupied by ten members of the Cabral family and a tractor-trailer owned and operated by an independent trucking company named MyUniverse, Inc., a California-based motor carrier licensed by the U.S. Department of Transportation. Landstar Ranger, Inc., a wholly-owned subsidiary of the Company (“Landstar Ranger”), arranged the transportation of the shipment contained in the tractor-trailer owned by MyUniverse under a non-exclusive truck brokerage contractual arrangement. The plaintiffs principally assert that Landstar Ranger acted as a motor carrier rather than as a broker with respect to the shipment involved in the Accident, and, as a result, should be determined to be legally responsible for the operation of the MyUniverse truck and the conduct of the MyUniverse driver in connection with the Accident.

~~The~~Based ~~Company~~on isknowledge ~~involved~~of inthe ~~certain~~facts, ~~claims~~available insurance coverage and ~~pending~~the ~~litigation~~analysis ~~arising~~of ~~from~~the Company’s outside counsel, an immaterial accrual was included in insurance claims in the ~~normal~~Company’s ~~conduct~~consolidated balance sheet as of ~~business~~June 28, 2025. ~~Many~~No assurances can be provided as to the amount of ~~these~~the ~~claims~~verdict ~~are~~that ~~covered~~may inbe ~~whole~~entered oragainst inLandstar ~~part~~Ranger byat ~~insurance~~the conclusion of the Trial, which is expected to occur during the Company’s 2025 third quarter. ~~Based~~Moreover, the Trial could result in a substantial verdict against Landstar Ranger and could have a material negative effect on ~~knowledge~~the results of operations for the ~~facts~~Company’s 2025 third quarter and, infiscal ~~certain~~year. ~~cases,~~The ~~opinions~~Company ofintends ~~outside~~to ~~counsel,~~preserve ~~management~~its ~~believes~~right ~~that~~to ~~adequate~~appeal ~~provisions~~any ~~have~~such ~~been~~verdict. ~~made~~No ~~for~~assurances ~~probable~~can ~~losses~~be ~~with~~provided ~~respect~~as to the ~~resolution~~probability of ~~all~~success ~~such~~with ~~claims~~respect ~~and~~to ~~pending~~any ~~litigation~~potential ~~and~~appeal ~~that~~of any such verdict or the ultimate outcome of any such appeal. The total cost associated with this matter, ~~after~~which ~~provisions~~may ~~therefor~~include post-judgment interest, ~~will~~bonding-related ~~not~~costs ~~have~~and alegal ~~material~~and ~~adverse~~other ~~effect~~professional fees, will depend on many factors and the ultimate financial ~~condition~~impact, as well as the timing of the ~~Company~~ultimate resolution of this matter, ~~but~~are difficult to predict. The ultimate resolution of this matter could have a material negative effect on the results of operations in athe ~~given~~ quarter or year in which such ultimate resolution occurs.

~~CRITICAL~~As ~~ACCOUNTING~~previously ~~POLICIES~~disclosed ~~AND~~in ~~ESTIMATES~~the Company’s Quarterly Report on Form 10-Q for the 2025 first quarter, within the Company’s third-party insurance arrangements providing excess coverage for commercial trucking liabilities, structured arrangements with third party reinsurers within a specific loss layer may provide for a refund of premium in the event of favorable loss experience. With respect to one such three-year commercial auto liability reinsurance arrangement relating to certain excess claims incurred between May 1, 2020 through April 30, 2023, the Company received $9,000,000 of an anticipated $12,000,000 cash payment from third party reinsurance providers in the form of a “no claims bonus” due to favorable loss experience with respect to claims incurred during the applicable policy period. The Company recorded this payment as a deferred gain within other current liabilities in the consolidated balance sheet as of June 28, 2025, until such time as all underlying claims with exposure under the applicable excess layer insurance arrangement are resolved and the gain can be recognized. On the first business day of the 2025 third fiscal quarter, the Company received the remaining $3,000,000 cash payment. A substantial verdict resulting from the Trial could result in the Company not meeting the requirements relating to the “no claims bonus”. No assurances can be provided regarding whether the Company will be able to recognize a gain with respect to the “no claims bonus.”

~~Landstar provides for the estimated costs of self-insured claims primarily on an actuarial basis.~~ The ~~amount~~Company ~~recorded~~is ~~for~~involved ~~the~~in ~~estimated~~certain ~~liability~~other ~~for~~ claims ~~incurred is based upon the facts~~ and ~~circumstances~~pending ~~known~~litigation onarising from the ~~applicable~~normal ~~balance~~conduct ~~sheet~~of ~~date~~business. ~~The~~Many ~~ultimate resolution~~ of these claims ~~may~~are becovered ~~for~~in anwhole ~~amount greater~~ or ~~less~~in ~~than~~part ~~the amount estimated~~ by ~~the Company~~insurance. ~~The~~Based ~~Company continually revises its existing claim estimates as new or revised information becomes available~~ on ~~the~~knowledge ~~status~~ of ~~each~~the ~~claim.~~facts ~~Historically~~and, ~~the~~in ~~Company~~certain ~~has~~cases, ~~experienced~~opinions ~~both favorable and unfavorable development~~ of ~~prior~~outside ~~years’~~counsel, ~~claims~~management ~~estimates~~believes ~~within~~that ~~its~~adequate ~~various~~provisions ~~programs.~~have ~~During~~been ~~the~~made ~~2025~~for ~~and~~probable ~~2024~~losses ~~thirteen-week~~with ~~periods,~~respect ~~insurance~~to ~~and~~the ~~claims~~resolution ~~costs included $11,352,000 and $1,127,000~~ of ~~net~~all ~~unfavorable~~such ~~adjustments~~other ~~to prior years’~~ claims ~~estimates,~~and ~~respectively.~~pending Itlitigation isand ~~reasonably likely~~ that the ultimate outcome, ofafter ~~settling~~provisions ~~all~~therefor, ~~outstanding~~will ~~claims~~not ~~will~~have bea ~~more~~material oradverse ~~less~~effect ~~than~~on the ~~estimated~~financial ~~claims~~condition ~~liability~~of atthe ~~March 29~~Company, ~~2025,~~but ~~primarily~~could ~~due~~have toa ~~the~~material ~~inherent~~effect ~~difficulty~~on ~~in estimating~~ the ~~severity~~results of ~~commercial~~operations ~~trucking~~in ~~claims~~a ~~and~~given ~~the~~quarter ~~potential judgment~~ or ~~settlement amount that may be incurred in connection with the resolution of such claims~~year.

~~Significant~~33 variances from the Company’s estimates for the ultimate resolution of self-insured claims could be expected to positively or negatively affect Landstar’s earnings in a given quarter or year. However, management believes that the ultimate resolution of these items, given a range of reasonably likely outcomes, will not significantly affect the long-term financial condition of Landstar or its ability to fund its continuing operations.

~~SEASONALITY~~CRITICAL ACCOUNTING POLICIES AND ESTIMATES

Landstar’s ~~operations~~provides ~~are~~for ~~subject~~the toestimated ~~seasonal~~costs ~~trends~~of ~~common~~self-insured toclaims primarily on an actuarial basis. The amount recorded for the ~~trucking~~estimated ~~industry~~liability for claims incurred is based upon the facts and circumstances known on the applicable balance sheet date. The ultimate resolution of these claims may be for an amount greater or less than the amount estimated by the Company. The Company continually revises its existing claim estimates as new or revised information becomes available on the status of each claim. Historically, ~~truckload~~the ~~shipments~~Company ~~for~~has experienced both favorable and unfavorable development of prior years’ claims estimates within its various programs. During the ~~quarter~~2025 ~~ending~~and in2024 ~~March~~twenty-six-week ~~are~~periods, ~~typically~~insurance ~~lower~~and ~~than~~claims ~~for~~costs included $13,641,000 and $2,116,000 of net unfavorable adjustments to prior years’ claims estimates, respectively. It is reasonably likely that the ~~quarters~~ultimate ~~ending~~outcome of settling all outstanding claims will be more or less than the estimated claims liability at June 28, ~~September~~2025, primarily due to the inherent difficulty in estimating the severity of commercial trucking claims and ~~December~~the potential judgment or settlement amount that may be incurred in connection with the resolution of such claims.

~~Item~~Significant 3variances from the Company’s estimates for the ultimate resolution of self-insured claims could be expected to positively or negatively affect Landstar’s earnings in a given quarter or year. ~~Quantitative~~However, ~~and~~management ~~Qualitative~~believes ~~Disclosures~~that ~~About~~the ~~Market~~ultimate ~~Risk~~resolution of these items, given a range of reasonably likely outcomes, will not significantly affect the long-term financial condition of Landstar or its ability to fund its continuing operations.

~~The~~SEASONALITY Company is exposed to changes in interest rates as a result of its financing activities, primarily its borrowings on its revolving credit facility, if any, and investing activities with respect to investments held by the insurance segment.

~~On July 1, 2022,~~ Landstar’s ~~entered~~operations ~~into~~are ~~the~~subject ~~Second~~to ~~Amended~~seasonal ~~and~~trends ~~Restated~~common ~~Credit~~to ~~Agreement (as further amended as of June 21, 2024,~~ the ~~“Credit~~trucking ~~Agreement”) with a bank syndicate led by JPMorgan Chase Bank, N~~industry.~~A.,~~ ~~as administrative agent. The Credit Agreement~~Historically, ~~which~~truckload ~~matures~~shipments ~~July 1, 2027, provides~~ for ~~borrowing capacity in~~ the ~~form~~quarter ofending ~~a revolving credit facility of $300,000,000, $45,000,000 of which may be utilized~~ in ~~the~~March ~~form~~are oftypically ~~letters~~lower ofthan ~~credit. The Credit Agreement also includes an “accordion” feature providing~~ for athe ~~possible~~quarters ~~increase~~ending ofJune, upSeptember toand ~~an aggregate amount of borrowing capacity of $600,000,000~~December.

~~The~~Item revolving credit loans under the Credit Agreement as of March 29, 2025, at the option of Landstar, bear interest at (i) a forward-looking term rate based on the secured overnight financing rate plus 03.~~10%~~ ~~and~~Quantitative 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. The revolving credit facility bears a commitment fee, payable in arrears, of 0.20% to 0.30%, based on the Company’s Leverage Ratio at the end of the most recent applicable fiscal quarter for which financial statements have been delivered. During the entire first quarter of 2025 and asQualitative ofDisclosures ~~March 29,~~About ~~2025~~Market ~~and~~Risk ~~December 28, 2024, the Company had no borrowings outstanding under the Credit Agreement.~~

~~Long-term~~The ~~investments,~~Company ~~all~~is ofexposed ~~which are available-for-sale and are carried at fair value, include investment-grade bonds and asset-backed securities having maturities of up~~ to ~~five~~changes ~~years. Assuming that the long-term portion of investments remains at $90,402,000, the balance at March 29, 2025, a hypothetical increase or decrease~~ in interest rates ofas ~~100 basis points would not have~~ a ~~material~~result ~~impact~~of onits ~~future~~financing ~~earnings~~activities, ~~on an annualized basis. Short-term investments consist~~ primarily ofits ~~short-term~~borrowings ~~investment-grade~~on ~~instruments~~its ~~and~~revolving ~~the~~credit ~~current~~facility, ~~maturities~~if ofany, ~~investment-grade corporate bonds~~ and ~~asset-backed~~investing ~~securities.~~activities ~~Accordingly,~~with ~~any~~respect ~~future~~to ~~interest rate risk on these short-term~~ investments ~~would~~held ~~not~~by ~~be material to~~ the ~~Company’s~~insurance ~~operating results~~segment.

29On July 1, 2022, Landstar entered into the Second Amended and Restated Credit Agreement (as further amended as of June 21, 2024, the “Credit Agreement”) with a bank syndicate led by JPMorgan Chase Bank, N.A., as administrative agent. 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 $600,000,000.

~~Table~~The revolving credit loans under the Credit Agreement as of ~~Contents~~June 28, 2025, 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. The revolving credit facility bears a commitment fee, payable in arrears, of 0.20% to 0.30%, based on the Company’s Leverage Ratio at the end of the most recent applicable fiscal quarter for which financial statements have been delivered. During the entire second quarter of 2025 and as of June 28, 2025 and December 28, 2024, the Company had no borrowings outstanding under the Credit Agreement.

~~Assets~~Long-term ~~and~~investments, ~~liabilities~~all of ~~the~~which ~~Company’s~~are ~~Canadian~~available-for-sale and ~~Mexican operations~~ are ~~translated~~carried ~~from their functional currency to U.S. dollars using exchange rates in effect~~ at ~~the~~fair ~~balance~~value, ~~sheet~~include ~~date~~investment-grade ~~and~~bonds ~~revenue~~ and ~~expense~~asset-backed ~~accounts~~securities ~~are~~having ~~translated~~maturities atof ~~average~~up ~~monthly~~to ~~exchange~~five ~~rates during the period~~years. ~~Adjustments~~Assuming ~~resulting~~that ~~from~~ the ~~translation~~long-term ~~process~~portion ~~are~~of ~~included~~investments inremains ~~accumulated~~at ~~other~~$81,246,000, ~~comprehensive~~the ~~income.~~balance ~~Transactional~~at ~~gains~~June 28, ~~and~~2025, ~~losses~~a ~~arising~~hypothetical ~~from~~increase ~~receivable~~or ~~and~~decrease ~~payable balances, including intercompany balances,~~ in ~~the~~interest ~~normal~~rates ~~course~~ of ~~business~~100 ~~that~~basis ~~are~~points ~~denominated~~would innot have a ~~currency~~material ~~other~~impact ~~than~~on ~~the~~future ~~functional~~earnings ~~currency~~on ofan ~~the~~annualized ~~operation~~basis. ~~are~~Short-term ~~recorded~~investments inconsist ~~the~~primarily ~~statements~~ of ~~income~~short-term ~~when~~investment-grade ~~they~~instruments ~~occur.~~and ~~The~~the ~~assets~~current ~~held~~maturities atof ~~the~~investment-grade ~~Company’s~~corporate ~~Canadian~~bonds and ~~Mexican~~asset-backed ~~subsidiaries at March 29, 2025 were collectively, as translated to U~~securities.S. ~~dollars~~Accordingly, ~~less~~any ~~than~~future 3%interest ofrate ~~total~~risk ~~consolidated~~on ~~assets.~~these ~~Accordingly,~~short-term ~~translation~~investments ~~gains~~would ornot ~~losses~~be ofmaterial ~~25% or less related~~ to the ~~Canadian~~Company’s ~~and~~operating ~~Mexican operations would not be material~~results.

~~Item~~Assets 4and liabilities of the Company’s Canadian and Mexican operations are translated from their functional currency to U.S. ~~Controls~~dollars using exchange rates in effect at the balance sheet date and ~~Procedures~~revenue and expense accounts are translated at average monthly exchange rates during the period. Adjustments resulting from the translation process are included in accumulated other comprehensive income. Transactional gains and losses arising from receivable and payable balances, including intercompany balances, in the normal course of business that are denominated in a currency other than the functional currency of the operation are recorded in the statements of income when they occur. The assets held at the Company’s Canadian and Mexican subsidiaries at June 28, 2025 were collectively, as translated to U.S. dollars, less than 3% of total consolidated assets. Accordingly, translation gains or losses of approximately 25% or less related to the Canadian and Mexican operations would not be material.

As34 of the end of the period covered by this quarterly report on Form 10-Q, an evaluation was carried out, under the supervision and with the participation of the Company’s management, including the Chief Executive Officer (“CEO”) and the Chief Financial Officer (“CFO”), of the effectiveness of the Company’s disclosure controls and procedures (as defined in Rule 13a-15(e) promulgated under the Securities Exchange Act of 1934, as amended). Based on that evaluation, the CEO and CFO concluded that the Company’s disclosure controls and procedures were effective as of March 29, 2025 to provide reasonable assurance that information required to be disclosed by the Company in reports that it filed or submitted under the Securities Exchange Act of 1934, as amended, is recorded, processed, summarized and reported within the time periods specified in Securities and Exchange Commission rules and forms.

~~There~~Item ~~were~~4. noControls changes in the Company’s internal control over financial reporting during the first quarter of 2025, which were identified in connection with management’s evaluation required by paragraph (d) of Rules 13a-15 and ~~15d-15~~Procedures ~~under the Securities Exchange Act of 1934, as amended, that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.~~

InAs ~~designing~~of ~~and~~the ~~evaluating~~end ~~disclosure~~of ~~controls~~the ~~and~~period ~~procedures,~~covered ~~Company~~by ~~management~~this ~~recognizes~~quarterly ~~that~~report ~~any~~on ~~disclosure~~Form ~~controls~~10-Q, ~~and~~an ~~procedures,~~evaluation nowas ~~matter~~carried ~~how~~out, ~~well~~under ~~designed~~the supervision and ~~operated~~with the participation of the Company’s management, ~~can~~including ~~provide~~the ~~only~~Chief ~~reasonable~~Executive ~~assurance~~Officer of(“CEO”) ~~achieving~~and the ~~desired~~Chief ~~control~~Financial ~~objectives~~Officer (“CFO”), ~~and~~of ~~management~~the ~~necessarily~~effectiveness ~~was~~of ~~required~~the toCompany’s ~~apply~~disclosure ~~its~~controls ~~judgment~~and procedures (as defined in ~~evaluating~~Rule 13a-15(e) promulgated under the ~~cost-benefit~~Securities ~~relationship~~Exchange Act of ~~possible~~1934, as amended). Based on that evaluation, the CEO and CFO concluded that the Company’s disclosure controls and procedures. ~~Because~~were effective as of ~~the~~June 28, ~~inherent~~2025 ~~limitation~~to inprovide ~~any~~reasonable ~~control~~assurance ~~system,~~that noinformation ~~evaluation~~required to be disclosed by the Company in reports that it filed or ~~implementation~~submitted ofunder athe ~~control~~Securities ~~system~~Exchange ~~can~~Act ~~provide~~of ~~complete~~1934, ~~assurance~~as ~~that~~amended, ~~all~~is ~~control~~recorded, ~~issues~~processed, summarized and ~~all~~reported ~~possible~~within ~~instances~~the oftime ~~fraud~~periods ~~have~~specified ~~been~~in orSecurities ~~will~~and beExchange ~~detected~~Commission rules and forms.

30There were no changes in the Company’s internal control over financial reporting during the second quarter of 2025, which were identified in connection with management’s evaluation required by paragraph (d) of Rules 13a-15 and 15d-15 under the Securities Exchange Act of 1934, as amended, that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

~~Table~~In designing and evaluating disclosure controls and procedures, Company management recognizes that any disclosure controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of ~~Contents~~achieving the desired control objectives, and management necessarily was required to apply its judgment in evaluating the cost-benefit relationship of possible controls and procedures. Because of the inherent limitation in any control system, no evaluation or implementation of a control system can provide complete assurance that all control issues and all possible instances of fraud have been or will be detected.

~~PART~~35 II

~~OTHER~~PART ~~INFORMATION~~II

~~Item~~OTHER 1.INFORMATION ~~Legal Proceedings~~

~~Management’s~~Item ~~Discussion~~1. ~~and Analysis of Financial Condition and Results of Operations —~~ Legal ~~Matters~~Proceedings

See Part I, Item 2, “

~~Item~~Management’s ~~1A.~~Discussion ~~Risk~~and ~~Factors~~Analysis of Financial Condition and Results of Operations — Legal Matters

”

~~10-K~~Item 1A. Risk Factors

For a discussion identifying risk factors and other important factors that could cause actual results to differ materially from those anticipated, see the discussions under Part I, Item 1A, “Risk Factors” in the Company’s Annual Report on Form

10-Q.K

for the fiscal year ended December 28, 2024, under Part II, Item 1A, “Risk Factors” in the Company’s Quarterly Report on Form

10-KQ

for the quarterly period ended March 29, 2025, and in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and “Notes to Consolidated Financial Statements” in this Quarterly Report on Form

~~Increased severity or frequency of accidents and other claims or a material unfavorable development of existing claims~~10-Q.

Except as set forth under Part II, Item 1A, “Risk Factors” in the Company’s Quarterly Reports on Form

10-KQ

for the quarterly period ended March 29, 2025, there have been no material changes to the Risk Factors described in Part I “Item 1A. Risk Factors” in the Company’s Annual Report on Form

31 10-K

for the fiscal year ended December 28, 2024 as filed with the SEC.

~~Table~~Item 2. Unregistered Sales of ~~Contents~~Equity Securities and Use of Proceeds

~~Effective~~Purchases May 1, 2023, the Company entered into a three year commercial auto liability insurance arrangement for losses incurred between $5 million and $10 million (the “2023 Initial Excess Policy”) with a third party insurance company. For commercial trucking claims incurred on or after May 1, 2023 through May 31, 2026, the 2023 Initial Excess Policy provides for an aggregate deductible of ~~$18 million~~Equity ~~over~~Securities ~~the~~by ~~thirty-seven month term ending May 31, 2026. After payment of~~ the ~~deductible,~~Company ~~the 2023 Initial Excess Policy provides for a limit for a single loss of $5 million, with an aggregate limit of $15 million for the thirty-seven month term ending May 31, 2026.~~

The ~~Company~~following ~~also~~table ~~maintains~~provides ~~third~~information ~~party~~regarding insurance arrangements providing excess coverage for commercial trucking liabilities in excess of $10 million. These third party arrangements provide coverage on a per occurrence or aggregated basis. Over the ~~past~~Company’s ~~decade,~~purchase ~~there has been a significant increase in the prevalence~~ of ~~trials~~its incommon ~~courts~~stock ~~throughout~~during the ~~United~~period ~~States~~from ~~involving catastrophic injury and fatality claims against commercial motor carriers that have resulted in verdicts in excess of $10~~March million. Within the transportation logistics industry, these verdicts are often referred to as “Nuclear Verdicts.” The increase in Nuclear Verdicts has had a significant impact on the cost of commercial auto liability claims throughout the United States. Due to the increasing cost of commercial auto liability claims, the availability of excess coverage has significantly decreased, and the pricing associated with such excess coverage, to the extent available, has significantly increased. Since the annual policy year ended April 30, ~~2020,~~2024 ~~as compared~~ to ~~the annual policy year ending May~~June 3128, ~~2026~~2025, the Company’s ~~experienced~~second anfiscal ~~increase~~quarter: of approximately $22 million, or approximately 400%, in the premiums charged by third party insurance companies to the Company for excess coverage for commercial trucking liabilities in excess of $10 million.

Moreover, the Company from year to year manages the level of its financial exposure to commercial trucking claims in excess of $10 million, including through the use of additional self-insurance, deductibles, aggregate loss limits, quota shares and other structured arrangements with third party insurance companies, based on the availability of coverage within certain excess insurance coverage layers and estimated cost differentials between proposed premiums from third party insurance companies and historical and actuarially projected losses experienced by the Company at various levels of excess insurance coverage. For example, with respect to a single hypothetical claim in the amount of $65 million incurred during the annual policy year ending May 31, 2026, the Company would have an aggregate financial exposure of approximately $36 million.


Fiscal Period	Total Number of Shares Purchased		Average Price Paid Per Share (1)		Total Number of Shares Purchased as Part of Publicly Announced Programs		Maximum Number of Shares That May Yet Be Purchased Under the Programs
March 29, 2025								2,161,663
March 30, 2025 – April 26, 2025		—	$	—		—		2,161,663
April 27, 2025 – May 24, 2025		72,000		141.52		72,000		2,089,663
May 25, 2025 – June 28, 2025		228,141		139.16		228,141		1,861,522

Total		300,141	$	139.73		300,141

~~Within~~(1) ~~the~~The ~~Company’s~~average ~~third~~price ~~party~~paid ~~insurance~~per ~~arrangements~~share ~~providing~~does ~~excess~~not ~~coverage for commercial trucking liabilities, structured arrangements with third party reinsurers within a specific loss layer may~~ include ~~provisions that require additional payments of premium in~~ the event of unfavorable loss experience or a refund of premium in the event of favorable loss experience. With respect to one such three year commercial auto liability reinsurance arrangement relating to certain excess claims incurred between May 1,% ~~2020~~excise ~~through~~tax ~~April 30,~~on ~~2023,~~net itstock ~~is anticipated that during the 2025 second fiscal quarter~~repurchases, the Company will receive a $12,000,000 cash payment from a third party reinsurance provider in the form of a “no claims bonus” due to favorable loss experience with respect to claims incurred during the policy period. The Company intends to record the receipt of this payment as ~~a deferred gain on the balance sheet until such time as all underlying claims with exposure under the~~ applicable ~~excess layer insurance arrangement are resolved~~. No assurances can be provided, however, regarding the resolution of any remaining underlying claims with exposure under the applicable excess layer insurance arrangement and whether the Company will ultimately be in a position to recognize all or any portion of the $12,000,000 “no claims bonus” as a gain.

~~Furthermore,~~36 the Company’s third party insurance arrangements provide excess coverage up to an uppermost coverage layer, in excess of which the Company retains additional financial exposure. No assurances can be given that the availability of excess coverage for commercial trucking claims will not continue to deteriorate, that the pricing associated with such excess coverage, to the extent available, will not continue to increase, nor that insurance coverage from third party insurers for excess coverage of commercial trucking claims will even be available on commercially reasonable terms at certain levels. Moreover, the occurrence of a Nuclear Verdict, or the settlement of a catastrophic injury and/or fatality claim that could have otherwise resulted in a Nuclear Verdict, could have a material adverse effect on Landstar’s cost of insurance and claims and its results of operations.

~~Form 10-K~~Table of Contents

~~being~~On December 6, 2022, the Landstar System, Inc. Board of Directors authorized the Company to purchase up to 1,900,826 additional shares of the Company’s common stock from time to time in the open market and in privately negotiated transactions. On December 4, 2023, the Landstar System, Inc. Board of Directors authorized the Company to purchase up to 319,332 additional shares of its common stock from time to time in the open market and in privately negotiated transactions under its share purchase program. As of June 28, 2025, the Company had authorization to purchase in the aggregate up to 1,861,522 shares of its common stock under these programs. No specific expiration date has been assigned to the December 6, 2022 or December 4, 2023 authorizations.

~~clean-up~~Dividends

32Landstar entered into the Second Amended and Restated Credit Agreement, dated July 1, 2022, 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 provides for a restriction on cash dividends and other distributions to stockholders on the Company’s capital stock in the event there is a default under the Credit Agreement. In addition, the Credit Agreement, under certain circumstances, limits the amount of such cash dividends and other distributions to stockholders to the extent that, after giving effect to any payment made to effect such cash dividend or other distribution, the Leverage Ratio, as defined in the Credit Agreement, would exceed 2.5 to 1 on a pro forma basis as of the end of the Company’s most recently completed fiscal quarter.

~~Table~~Item of3. ~~Contents~~Defaults Upon Senior Securities

~~The Company retains liability of up to $2,000,000 for each general liability claim, $250,000 for each workers’ compensation claim and $250,000 for each cargo claim~~None. In addition, under reinsurance arrangements by Signature of certain risks of the Company’s BCO Independent Contractors, the Company retains liability of up to $500,000, $1,000,000 or $2,000,000 with respect to certain occupational accident claims and up to $750,000 with respect to certain workers’ compensation claims. The Company’s exposure to liability associated with accidents incurred by Truck Brokerage Carriers, railroads and air and ocean cargo carriers who transport freight on behalf of the Company is reduced by various legal defenses and other factors including the extent to which such carriers maintain their own insurance coverage.

~~track-and-trace~~Item 4. Mine Safety Disclosures

~~10-Q~~Not applicable.

AItem material increase in the frequency or severity of accidents, cargo claims, including further increases in the amount of cargo theft, incidences of supply chain fraud, workers’ compensation claims, claims in connection with the transportation of hazardous materials, or the material unfavorable development of existing claims could have a material adverse effect on Landstar’s business, cost of insurance and claims and its results of operations5. Other Information

During the thirteen-week period ended June 28, 2025, none of our directors or executive officers adopted or terminated any contract, instruction or written plan for the purchase or sale of Landstar’s securities that was intended to satisfy the affirmative defense conditions of Rule

~~Decreased demand for transportation services; U.S. trade relationships and tariffs.~~10b5-1(c)

or any

Moreover, Landstar hauls a significant number of shipments that have either been imported into the United States or are destined for export from the United States. There is significant uncertainty in the marketplace as to the potential actions of the U.S. government with respect to international trade policy and the impact of tariffs, particularly with respect to trade between the United States and, respectively, Mexico, Canada and China. Changes in U.S. trade policy and the impact of tariffs may significantly adversely impact our customers, our industry, and our business. The U.S. government has made significant changes in U.S. trade policy, including the imposition on April 2, 2025, of a baseline tariff of 10% on product imports from almost all countries and individualized higher tariffs on certain other countries. The announcement of the tariffs has been followed by announcements of limited exceptions and temporary pauses. Certain foreign governments either have taken or are threatening to take retaliatory actions in response. These changes in U.S. trade policy and tariffs have caused uncertainty and volatility in financial markets. Tariffs or other trade restrictions may lead to continuing uncertainty and volatility in U.S. and global financial and economic conditions, declining consumer confidence, inflation or an economic slowdown. These tariffs or other trade restrictions, including corresponding actions taken by other countries in response to U.S. governmental actions or continuing uncertainty around the timing, scope, level, magnitude, duration and product range of tariffs, could have an adverse economic impact in the markets in which the Company operates, could cause reduced demand for the Company’s services and a reduction in the volume of shipments transported by the Company’s network, and could have a material adverse effect on Landstar’s results of operations. “non-Rule

~~Acquisitions and Investments.~~10b5-1

trading arrangement.”

~~For~~37 example, during 2017, the Company established Landstar Metro, S.A.P.I. de C.V. (“Landstar Metro”), which acquired substantially all of the assets of the asset-light transportation logistics business of Fletes Avella, S.A. de C.V. Landstar Metro provides freight and logistics services within Mexico and in conjunction with Landstar’s U.S./Mexico cross-border services. The Company’s initial investment in Landstar Metro was approximately $8.5 million. The carrying value of the Company’s investment in Landstar Metro, as of March 29, 2025, was approximately $24 million, reflecting additional investment and the results of operations of Landstar Metro since inception, less a non-cash impairment charge recorded during the Company’s 2020 second fiscal quarter. Landstar Metro is subject to certain risks arising from doing business in Mexico, including: changes in Mexico’s economic strength; changes in trade agreements, US-Mexico trade relations, or the imposition of tariffs on imports from Mexico and related retaliatory tariffs that may be imposed by the Mexican government; disruptions related to port of entry restrictions; difficulties in enforcing contractual obligations; foreign currency fluctuations; theft or vandalism of equipment; and social, political, and economic instability. The Company may be unable to generate sufficient revenue or earnings from Landstar Metro and this business may otherwise fail to meet Landstar’s strategic or operational expectations. As such, the Company’s acquisition and investment in Landstar Metro could have a material adverse impact on our results of operations in a specific quarterly or annual period in the form of a non-cash impairment charge for all or a portion of Landstar’s investment.

InItem addition, as previously disclosed, on April 1, 2022, the Company acquired a minority equity investment in Cavnue, LLC (“Cavnue”), a privately held company focused on combining technology and road infrastructure to unlock the full potential of connected and autonomous vehicles6. ~~The~~Exhibits Company’s investment of $4,999,000 in Cavnue represents the carrying value as of March 29, 2025. The value of this investment may be adversely affected if Cavnue is unable to timely meet its performance objectives or continue to raise capital, if Cavnue completes a subsequent funding round at lower valuation, if Cavnue is sold at a valuation that does not return all or a portion of our investment, if Cavnue’s business is ultimately not commercially viable or Cavnue otherwise is unable to provide the Company with an adequate return of capital. As such, a decrease in the value of the Company’s investment in Cavnue could have a significant adverse impact on Landstar’s results of operations in a specific quarterly period in the form of a non-cash impairment charge for all or a portion of Landstar’s investment.

~~Item~~The 2.exhibits ~~Unregistered~~listed ~~Sales~~on ofthe ~~Equity~~Exhibit ~~Securities~~Index ~~and~~are ~~Use~~furnished as part of ~~Proceeds~~this quarterly report on Form 10-Q.

~~Purchases~~EXHIBIT ofINDEX ~~Equity Securities by the Company~~

~~The following table provides information regarding the Company~~Registrant’s ~~purchase~~Commission ofFile ~~its common stock during the period from December 29, 2024 to March 29, 2025, the Company’s first fiscal quarter~~No.: 0-21238

Fiscal Period

Total Number ofShares Purchased

Average PricePaid Per Share (1)

Total Number ofShares Purchased asPart of PubliclyAnnounced Programs

Maximum Number ofShares That May YetBe Purchased Underthe Programs

Exhibit No.

Description

December 28, 2024

2,547,981

(31

)

Certifications Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

Dec. 29, 2024 – Jan. 25, 2025

—

2,547,981

31.1

Chief Executive Officer certification, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

Jan. 26, 2025 – Feb. 22, 2025

139,918

160.51

139,918

2,408,063

31.2

Chief Financial Officer certification, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

Feb. 23, 2025 – Mar. 29, 2025

246,400

153.83

246,400

2,161,663

(32

)

Certifications Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

Total

386,318

156.25

386,318

32.1

Chief Executive Officer certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

32.2

Chief Financial Officer certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

101.INS

Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.

101.SCH

Inline XBRL Taxonomy Extension Schema Document

101.CAL

Inline XBRL Taxonomy Extension Calculation Linkbase Document

101.DEF

Inline XBRL Taxonomy Extension Definition Linkbase Document

101.LAB

Inline XBRL Taxonomy Extension Label Linkbase Document

101.PRE

Inline XBRL Taxonomy Extension Presentation Linkbase Document

104

Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

~~(1)~~* ~~The~~Filed ~~average price paid per share does not include the 1% excise tax on net stock repurchases, as applicable.~~herewith

33** Furnished herewith

~~Table~~38 ~~of Contents~~

OnSIGNATURES December 7, 2021, the Landstar System, Inc. Board of Directors authorized the Company to purchase up to 1,912,824 shares of the Company’s common stock from time to time in the open market and in privately negotiated transactions. This program was completed during the 2025 first fiscal quarter. On December 6, 2022, the Landstar System, Inc. Board of Directors authorized the Company to purchase up to 1,900,826 additional shares of the Company’s common stock from time to time in the open market and in privately negotiated transactions. On December 4, 2023, the Landstar System, Inc. Board of Directors authorized the Company to purchase up to 319,332 additional shares of its common stock from time to time in the open market and in privately negotiated transactions under its share purchase program. As of March 29, 2025, the Company had authorization to purchase in the aggregate up to 2,161,663 shares of its common stock under these programs. No specific expiration date has been assigned to the December 6, 2022 or December 4, 2023 authorizations.

~~Dividends~~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 thereunto duly authorized.

Landstar entered into the Second Amended and Restated Credit Agreement, dated July 1, 2022, 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 provides for a restriction on cash dividends and other distributions to stockholders on the Company’s capital stock in the event there is a default under the Credit Agreement. In addition, the Credit Agreement, under certain circumstances, limits the amount of such cash dividends and other distributions to stockholders to the extent that, after giving effect to any payment made to effect such cash dividend or other distribution, the Leverage Ratio, as defined in the Credit Agreement, would exceed 2.5 to 1 on a pro forma basis as of the end of the Company’s most recently completed fiscal quarter.


		LANDSTAR SYSTEM, INC.

Date: July 29, 2025		/s/ Frank A. Lonegro
		Frank A. Lonegro
		President and Chief Executive Officer

Date: July 29, 2025		/s/ James P. Todd
		James P. Todd
		Vice President, Chief Financial Officer and Assistant Secretary

~~Item~~39 ~~3. Defaults Upon Senior Securities~~

None.

Item 4. Mine Safety Disclosures

Not applicable.

Item 5. Other Information

During the thirteen-week period ended March 29, 2025,

of our directors or executive officers adopted or terminated any contract, instruction or written plan for the purchase or sale of Landstar’s securities that was intended to satisfy the affirmative defense conditions of Rule

10b5-1(c)

or any

“non-Rule

10b5-1

trading arrangement.”

Item 6. Exhibits

The exhibits listed on the Exhibit Index are furnished as part of this quarterly report on Form 10-Q.

EXHIBIT INDEX

Registrant’s Commission File No.: 0-21238

Exhibit No.		Description
(31)		Certifications Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.1*		Chief Executive Officer certification, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2*		Chief Financial Officer certification, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
(32)		Certifications Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.1**		Chief Executive Officer certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2**		Chief Financial Officer certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.INS*		Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
101.SCH*		Inline XBRL Taxonomy Extension Schema Document
101.CAL*		Inline XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF*		Inline XBRL Taxonomy Extension Definition Linkbase Document
101.LAB*		Inline XBRL Taxonomy Extension Label Linkbase Document
101.PRE*		Inline XBRL Taxonomy Extension Presentation Linkbase Document
104*		Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

* Filed herewith

** Furnished herewith

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 thereunto duly authorized.

				LANDSTAR SYSTEM, INC.
Date: May 13, 2025				/s/ Frank A. Lonegro
				Frank A. Lonegro
				President and Chief Executive Officer
Date: May 13, 2025				/s/ James P. Todd
				James P. Todd
				Vice President, Chief Financial Officer and Assistant Secretary

Operating lease
right-of-use
assets

Other assets

Finance lease assets

Operating property, less accumulated depreciation and amortization

Total lease assets

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