Radiant Logistics Posts $902.7M Revenue, Eyes Tech & Acquisitions

TL;DR

**RLGT is a steady logistics play, leveraging tech and M&A for consistent growth; vote FOR the board's recommendations.**

AI Summary

Radiant Logistics, Inc. (RLGT) reported fiscal year 2025 revenues of $902.7 million and a net income of $17.3 million, translating to $0.37 per basic and fully diluted share. The company achieved a non-GAAP adjusted gross profit of $239.4 million and non-GAAP adjusted net income of $30.9 million, or $0.66 per basic and $0.64 per fully diluted share. Non-GAAP adjusted EBITDA reached $38.8 million with a 16.2% margin. Operationally, RLGT maintains a robust network of over 30 company-owned locations and over 100 strategic operating partners, with no single customer accounting for more than 10% of revenues. Strategically, the company invested over $21.0 million in its technology platform, including Navegate, and has a proven growth platform with 33 acquisitions since 2006, including 12 strategic operating partner conversions. The upcoming Annual Meeting on November 13, 2025, will address the election of four directors, ratification of Baker Tilly US, LLP as auditors, and advisory votes on executive compensation and its frequency.

Why It Matters

This DEF 14A filing provides crucial insights into Radiant Logistics' governance and strategic direction, directly impacting investor confidence and long-term value. The company's continued investment of over $21.0 million in its technology platform, Navegate, signals a commitment to efficiency and competitive advantage in the logistics sector, potentially attracting new customers and retaining existing ones. The track record of 33 acquisitions since 2006, including 12 strategic operating partner conversions, demonstrates a clear growth strategy that could lead to market share expansion and increased profitability, especially as more strategic operating partners approach retirement age. For employees, a stable and growing company with a focus on technology and acquisitions suggests career opportunities and job security, while customers benefit from enhanced service offerings and a diversified, resilient logistics network.

Risk Assessment

Risk Level: low — The risk level is low due to the company's diversified customer base, with no single customer representing more than 10% of revenues, mitigating concentration risk. Furthermore, the robust network of over 30 company-owned locations and over 100 strategic operating partners provides operational resilience and geographic reach, reducing dependence on any single operational segment.

Analyst Insight

Investors should vote FOR the proposed director nominees and all other proposals, as they align with the company's stated strategy of leveraging technology and strategic acquisitions for growth. Consider RLGT for long-term portfolio exposure to the logistics sector, given its consistent financial performance and clear growth initiatives.

Financial Highlights

revenue

$902.7 million

net Income

$17.3 million

eps

$0.37

Key Numbers

• $902.7 million — Total Revenues (Achieved in fiscal year 2025)
• $239.4 million — Non-GAAP Adjusted Gross Profit (Achieved in fiscal year 2025)
• $17.3 million — Net Income (Achieved in fiscal year 2025)
• $0.37 — Basic and Fully Diluted Share Net Income (Per share in fiscal year 2025)
• $30.9 million — Non-GAAP Adjusted Net Income (Achieved in fiscal year 2025)
• $0.66 — Basic Non-GAAP Adjusted Net Income per share (Achieved in fiscal year 2025)
• $38.8 million — Non-GAAP Adjusted EBITDA (Achieved in fiscal year 2025)
• 16.2% — Non-GAAP Adjusted EBITDA Margin (Achieved in fiscal year 2025)
• $21.0 million — Technology Platform Investment (Spent in fiscal year 2025 to enhance software systems)
• 33 — Acquisitions (Since inception in 2006, including 12 strategic operating partner conversions)

Key Players & Entities

• RADIANT LOGISTICS, INC. (company) — Registrant
• Bohn H. Crain (person) — Chairman of the Board and Chief Executive Officer
• Baker Tilly US, LLP (company) — Independent registered public accounting firm
• Michael Gould (person) — Director nominee
• Kristin E. Toth (person) — Director nominee and lead for Nominating and Governance Committee functions
• Richard P. Palmieri (person) — Director nominee
• SEC (regulator) — Securities and Exchange Commission
• Navegate (company) — Proprietary global management and collaboration platform

FAQ

Industry Context

The logistics and transportation industry is characterized by intense competition, driven by factors such as pricing, service quality, and technological adoption. Companies like Radiant Logistics operate within a complex network of carriers, customers, and regulatory bodies. Key trends include the increasing demand for supply chain visibility, efficiency improvements through technology, and the consolidation of smaller players.

Regulatory Implications

As a logistics provider, Radiant Logistics is subject to various transportation and labor regulations. Changes in trade policies, environmental regulations, and safety standards can impact operational costs and compliance requirements. The company must maintain adherence to these evolving rules to avoid penalties and ensure smooth operations.

What Investors Should Do

1. Review the election of directors and consider their experience in the logistics sector.
2. Evaluate the company's rationale for the proposed executive compensation structure and its alignment with performance metrics.
3. Assess the company's strategic investments in technology, such as Navegate, and their potential impact on future growth and efficiency.
4. Consider the company's acquisition strategy and its track record of integrating new businesses, as evidenced by 33 acquisitions since 2006.

Key Dates

• 2025-11-13: 2025 Annual Meeting of Stockholders — Key decisions regarding director elections, auditor ratification, and executive compensation will be made.
• 2025-10-07: Mailing of proxy materials and 2025 Annual Report begins — Investors receive official documentation for the annual meeting, enabling informed voting.
• 2025-09-23: Record date for stockholders entitled to vote at the Annual Meeting — Establishes the list of shareholders eligible to participate in the voting process.

Glossary

DEF 14A

A proxy statement filed by public companies with the SEC, containing information about annual meetings, director nominations, executive compensation, and other shareholder matters. (This document provides the detailed information analyzed for Radiant Logistics' shareholder meeting.)

Non-GAAP

Financial measures that are not calculated in accordance with Generally Accepted Accounting Principles (GAAP). These often exclude certain items to provide a clearer view of core operating performance. (Used by RLGT to report adjusted gross profit, net income, and EBITDA, offering a performance perspective beyond standard accounting.)

EBITDA

Earnings Before Interest, Taxes, Depreciation, and Amortization. A measure of a company's operating performance. (RLGT reports Non-GAAP Adjusted EBITDA, highlighting operational profitability before financing and accounting decisions.)

Proxy Statement

A document required by the SEC that must be sent to shareholders before a shareholder meeting. It contains information about the matters to be voted on. (This is the primary document being analyzed, detailing the proposals for the 2025 Annual Meeting.)

Year-Over-Year Comparison

While specific comparative figures are not detailed in this excerpt, the provided data for fiscal year 2025 indicates a revenue of $902.7 million and a net income of $17.3 million. Investors should compare these figures to the prior fiscal year's reported revenues and net income to assess growth trends and profitability changes. The significant investment in technology ($21.0 million) suggests a strategic focus on future operational enhancements.

Key Financial Figures

• $902.7 million — ear 2025 BUSINESS SUMMARY FINANCIAL $902.7 million Revenues Achieved $902.7 million in
• $239.4 million — eved $902.7 million in total revenues $239.4 million Non-GAAP Adjusted Gross Profit Achi
• $17.3 million — ion in non-GAAP adjusted gross profit $17.3 million Net Income Achieved net income of $
• $17.3 m — n Net Income Achieved net income of $17.3 million, or $0.37 per basic and fully dil
• $0.37 — chieved net income of $17.3 million, or $0.37 per basic and fully diluted share $30
• $30.9 million — .37 per basic and fully diluted share $30.9 million Non-GAAP Adjusted Net Income Achiev
• $30.9 m — chieved non-GAAP adjusted net income of $30.9 million, or $0.66 per basic and $0.64 per
• $0.66 — djusted net income of $30.9 million, or $0.66 per basic and $0.64 per fully diluted s
• $0.64 — f $30.9 million, or $0.66 per basic and $0.64 per fully diluted share $38.8 million
• $38.8 million — sic and $0.64 per fully diluted share $38.8 million Non-GAAP Adjusted EBITDA and Adjusted
• $38.8 m — Achieved non-GAAP adjusted EBITDA of $38.8 million, and non-GAAP adjusted EBITDA Mar
• $21.0 million — than 10% of our revenues STRATEGIC $21.0 million Ongoing Commitment to Advance our Tec

Filing Documents

• rlgt-20251007.htm (DEF 14A) — 1789KB
• img202860365_0.jpg (GRAPHIC) — 29KB
• img202860365_1.jpg (GRAPHIC) — 9KB
• img202860365_2.jpg (GRAPHIC) — 9KB
• img202860365_3.jpg (GRAPHIC) — 5KB
• img202860365_4.jpg (GRAPHIC) — 2KB
• img202860365_5.jpg (GRAPHIC) — 8KB
• img202860365_6.jpg (GRAPHIC) — 7KB
• img202860365_7.jpg (GRAPHIC) — 19KB
• img202860365_8.jpg (GRAPHIC) — 19KB
• img202860365_9.jpg (GRAPHIC) — 240KB
• img202860365_10.jpg (GRAPHIC) — 260KB
• img202860365_11.jpg (GRAPHIC) — 9KB
• 0001193125-25-233492.txt ( ) — 4023KB
• rlgt-20251007.xsd (EX-101.SCH) — 23KB
• rlgt-20251007_htm.xml (XML) — 218KB

EXECUTIVE COMPENSATION

EXECUTIVE COMPENSATION 45 PAY VERSUS PERFORMANCE 53 DIRECTOR COMPENSATION 56 CERTAIN RELATIONSHIPS AND RELATED PARTY TRANSACTIONS 57 STOCK OWNERSHIP 58 INFORMATION ABOUT THE 2025 ANNUAL MEETING 60 OTHER MATTERS 64 ANNEX I – RECONCILIATION OF NON-GAAP FINANCIAL MEASURES 68 _____________________ References in this proxy statement to: "Radiant Logistics," "we," "us," "our," or the "Company" refer to Radiant Logistics, Inc.; "Board" refers to the Board of Directors of Radiant Logistics; "Annual Meeting" refers to our 2025 Annual Meeting of Stockholders; and "2025 Annual Report" or "2025 Annual Report to Stockholders" refers to our Annual Report on Form 10-K for the year ended June 30, 2025, being made available together with this proxy statement. Information on our website and any other website referenced herein is not incorporated by reference into, and does not constitute a part of, this proxy statement. and denote trademarks and registered trademarks of Radiant Logistics, Inc. or our affiliates, registered as indicated in the United States. All other trademarks and trade names referred to in this release are the property of their respective owners. We intend to make this proxy statement and our 2025 Annual Report available online and to commence mailing of the notice to all stockholders entitled to vote at the Annual Meeting beginning on or about October 7, 2025. We will mail paper copies of these materials, together with a proxy card, within three business days of a request properly made by a stockholder entitled to vote at the 2025 Annual Meeting of Stockholders. Radiant Logistics, Inc. – 2025 Proxy Statement 3 PROXY STATEMENT SUMMARY This executive summary provides an overview of the information included in this proxy statement. We recommend that you review the entire proxy statement and our 2025 Annual Report to Stockholders before voting. 2025 ANNUAL MEETING OF STOCKHOLDERS DATE AND TIME Thursday, Novem

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