Universal Logistics Files 8-K Reporting Multiple Event Categories

TL;DR

**Universal Logistics filed an 8-K on Feb 15, 2024, signaling potential news on financials, bylaws, or other events, but the details aren't in this snippet.**

AI Summary

Universal Logistics Holdings, Inc. filed an 8-K on February 15, 2024, reporting an event that occurred on February 14, 2024. The filing indicates it covers 'Results of Operations and Financial Condition,' 'Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year,' and 'Other Events.' However, the provided text only contains the filing's metadata and item descriptions, without specific details on these events or any financial figures.

Why It Matters

An 8-K filing is used to announce significant events that shareholders should know about, providing transparency into a company's operations, governance, or financial status. While this filing indicates several important event categories, the specific details are not present in the provided text.

Risk Assessment

Risk Level: low — The provided text is only the header and initial boilerplate of an 8-K filing, containing no substantive information that would indicate financial or operational risk.

Key Players & Entities

• Universal Logistics Holdings, Inc. (company) — Registrant
• Universal Truckload Services, Inc. (company) — Former company name
• Michigan (location) — State of incorporation
• Warren (location) — Business address city

FAQ

Key Financial Figures

• $96,840,000 — basis of our treasury share holdings is $96,840,000. After giving effect to their retiremen
• $0.105 — t our Board declared a cash dividend of $0.105 per share of common stock. The dividend

Filing Documents

• ulh-20240215.htm (8-K) — 51KB
• ulh-ex3_1.htm (EX-3.1) — 183KB
• ulh-ex99_1.htm (EX-99.1) — 430KB
• img73119764_0.jpg (GRAPHIC) — 14KB
• 0000950170-24-015914.txt ( ) — 847KB
• ulh-20240215.xsd (EX-101.SCH) — 27KB
• ulh-20240215_htm.xml (XML) — 5KB

02 Results of Operations and Financial Condition

Item 2.02 Results of Operations and Financial Condition. On February 15, 2024, Universal Logistics Holdings, Inc. ("ULH," "we," "us," or "our") issued a press release announcing our financial and operating results for the thirteen weeks and year ended December 31, 2023, a copy of which is furnished as Exhibit 99.1 to this Form 8-K.

03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year

Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. On February 14, 2024, our Board of Directors (the "Board") approved and adopted our Sixth Amended and Restated Bylaws (the "Bylaws"), effective immediately. The Bylaws amend and restate our Fifth Amended and Restated Bylaws, which were adopted on December 13, 2019. Among other things, the amendments to the Bylaws: facilitate the issuance of uncertificated shares; add flexibility in setting shareholder meetings, including with respect to virtual meetings; permit the chairman of any shareholders meeting to determine the order of business at the meeting; require our Chief Executive Officer or Secretary to call a special meeting of the shareholders if requested by a majority of our directors (instead of any two directors); revise the procedures and disclosure requirements set forth in our advance notice bylaw provisions, including by requiring additional information, representations and disclosures from proposing shareholders, proposed nominees and other persons related to a shareholder's solicitation of proxies; address the universal proxy rules adopted by the U.S. Securities and Exchange Commission, by (a) clarifying that no person may solicit proxies in support of a director nominee other than the Board's nominees unless such person has complied with Rule 14a-19 under the Securities Exchange Act of 1934, as amended, including applicable notice and solicitation requirements, and (b) providing that if any shareholder fails to comply with the requirements of Rule 14a-19, then we will disregard the nomination of each of the director nominees proposed by such shareholder and any proxies or votes solicited for such nominees; require that a shareholder directly or indirectly soliciting proxies from other shareholders use a proxy card color other than white; permit a special meeting of the board of directors to be called upon 24 hours' notice; expand the restrictions on th

01 Other Events

Item 8.01 Other Events. On February 14, 2024, our Board approved a resolution to retire our current treasury share holdings. As of February 14, 2024, the number of issued shares of our common stock, no par value, is 31,027,100 shares, of which 26,304,223 shares are outstanding and 4,722,877 are treasury shares to be retired immediately. The cost basis of our treasury share holdings is $96,840,000. After giving effect to their retirement, our former treasury shares will be considered unissued shares, and we will have 26,304,223 shares issued and outstanding. The net financial impact on total shareholders' equity, after giving effect to retirement of the treasury shares, is zero. Separately, on February 15, 2024, we issued a press release announcing that our Board declared a cash dividend of $0.105 per share of common stock. The dividend is payable on April 1, 2024 to shareholders of record on March 4, 2024. A copy of the press release is furnished as Exhibit 99.1 to this Form 8-K.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. 3.1 Sixth Amended and Restated Bylaws . 99.1 Press Release dated February 15, 2024 . 104 Cover Page Interactive Data File (formatted as Inline XBRL)

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. UNIVERSAL LOGISTICS HOLDINGS, INC. Date: February 15, 2024 By: /s/ Steven Fitzpatrick Steven Fitzpatrick Secretary

View Full Filing

View this 8-K filing on SEC EDGAR