J.B. Hunt Transport Services (JBHT) 10-K risk factor changes: FY2023 vs FY2022

Our business [removed: is] [added: can be] significantly impacted by economic conditions, customer business cycles and seasonal factors.

Our [removed: business is significantly] [added: business can be significantly] impacted by the effects of national or international health pandemics on general economic conditions and the operations of our customers and third-party suppliers and service providers.

Our operations can be heavily impacted by the effects of a widespread outbreak of contagious [removed: disease, principally the recent outbreak of the COVID-19 virus.][added: disease.]

The effects of [removed: the COVID-19] [added: a] pandemic [removed: have and] may [removed: continue to] disrupt or restrict the freight shipping activities of some of our customers, on which our business is dependent.

In addition, adverse economic conditions caused by [removed: COVID-19] [added: a pandemic] may also require us to increase our reserve for bad debt losses.

Furthermore, [removed: the continuation or resumption of COVID-19] [added: pandemic] related social and economic disruptions may lead to other events which could negatively impact our operations including service limitations of our third-party purchased transportation providers, reduced availability of drivers and other key employees, disruptions in the procurement of revenue equipment, restrictions at U.S. ports of call, excess capacity or rate reductions within the intermodal or trucking industries, inability of suppliers to continue activities, or volatile financial credit markets.

The extent to which [removed: the COVID-19 outbreak and any future resurgences] [added: a pandemic] will impact general economic and business conditions is highly uncertain and unpredictable; however, any of these factors could have a significant adverse effect on our financial condition and results of operations.

Any [removed: continued or future] [added: significant] delays in the availability of new revenue equipment or [removed: further] increases in the cost of such equipment could have a material adverse affect on our business and profitability by reducing productivity, increasing maintenance expenses and capital expenditures, and limiting our ability to expand our business.

As of December 31, [removed: 2022,] [added: 2023,] we had no derivative financial instruments to reduce our exposure to fuel-price fluctuations.

We have experienced substantial increases in the [removed: number and] severity of auto liability claims which have exceeded our insurance coverage layers, which has adversely impacted our operating results in recent periods.

We have policies in place for [removed: 2023] [added: 2024] with substantially the same terms as our [removed: 2022] [added: 2023] policies for personal injury, property damage, workers’ compensation, and cargo loss or damage.

For the calendar year ended December 31, [removed: 2022,] [added: 2023,] our top 10 customers, based on revenue, accounted for approximately [removed: 38%] [added: 36%] of our revenue.

One customer accounted for approximately [removed: 14%] [added: 13%] of our total revenue for the year ended December 31, [removed: 2022.][added: 2023.]

[removed: There can be no assurance that interpretations that support the independent contractor status will not change,] [added: However, it is possible] that other federal or state legislation [removed: will not] [added: or regulations could] be enacted or that various authorities [removed: will not successfully] [added: could] assert a position that re-classifies independent contractors [removed: to be] [added: as] employees.

If our independent contractors are determined to be [removed: our] [added: properly classified as] employees, that determination could materially increase our exposure under a variety of federal and state tax, workers’ compensation, unemployment benefits, labor, employment and tort laws, as well as our potential liability for employee benefits.

In addition, such changes may be applied retroactively, and if so, we may be required to pay additional amounts to compensate [added: individuals] for prior [added: time] periods.

We have also invested significantly in the development of our Marketplace for J.B. Hunt 360 online freight matching [removed: platform, through which we are generating an increasing amount of revenue.][added: platform.]

We [removed: may] [added: have] in the [removed: future experience] [added: past experienced] security breaches and other interruptions of our information technology systems [added: and may in the future experience such breaches or interruptions] despite our best efforts to prevent them.

[removed: A substantial portion of the growth of our FMS segment has resulted from strategic acquisitions, and our future] [added: Future] growth [removed: strategy] [added: strategies] for [removed: FMS and possibly other] [added: our] operating segments may involve the acquisition of one or more businesses.

Our business could be materially impacted if and to the extent that we are unable to succeed in addressing any of these risks or other problems encountered in connection with an acquisition or business [removed: combination involving FMS or other segments,] [added: combination,] many of which cannot be presently identified.

Recently issued rulemaking by the U.S. Department of Labor, which takes effect on March 11, 2024, and the laws of several states, including California, apply stricter tests for determining whether an independent contractor should be classified as an employee.

We believe we are in compliance with all applicable independent contractor classification requirements.

Since the beginning of the COVID-19 pandemic, equipment manufacturers have experienced production and delivery delays due to work stoppages, supply chain disruptions and high demand that have impacted the availability, cost and timing of our receipt of new equipment orders.

An example of such legislation has recently gone into effect in California, although a legal challenge to the law is pending.

ITEM 1B.

UNRESOLVED STAFF COMMENTS

None.

For [removed: 2020] [added: 2021] through [removed: 2022,] [added: 2023,] we were self-insured for $500,000 per occurrence as well as subject to coverage-layer-specific, aggregated reimbursement limits of covered excess claims for personal injury and property damage.

We have policies in place for [removed: 2023] [added: 2024] with substantially the same terms as our [removed: 2022] [added: 2023] policies for personal injury, property damage, workers’ compensation, and cargo loss or damage.

At December 31, [removed: 2022,] [added: 2023,] we had an accrual of approximately [removed: $427] [added: $523] million for estimated claims.

A significant increase in the volume of claims or amount of settlements exceeding our coverage-layer specific, aggregated reimbursement limits could result in [added: a] significant increase in our estimated liability for claims in future periods.

At December 31, [removed: 2022,] [added: 2023,] we have recorded [removed: $374] [added: $493] million of expected reimbursement for covered excess claims, other insurance deposits, and prepaid insurance premiums.

We have not identified any impairment to our assets at December 31, [removed: 2022.][added: 2023.]

To the extent we believe recovery does not meet the [removed: more-likely-than-not] [added: more likely than not] threshold, a valuation allowance is established.

| | | [removed: 2022] [added: 2023] | | | | [removed: 2021] [added: 2022] | | | | [removed: 2020] [added: 2021] | | | | [removed: 2022] [added: 2023] vs. [removed: 2021] [added: 2022] | | | | [removed: 2021] [added: 2022] vs. [removed: 2020] [added: 2021] | | |

| Operating revenues | | | 100.0 | % | | | 100.0 | % | | | 100.0 | % | | | [removed: 21.7] [added: (13.4] | [removed: %] [added: )%] | | | [removed: 26.3] [added: 21.7] | % |

| Rents and purchased transportation | | | [removed: 49.9] [added: 45.8] | | | | [removed: 53.0] [added: 49.9] | | | | [removed: 51.4] [added: 53.0] | | | | [removed: 14.6] [added: (20.6] | [added: )] | | | [removed: 30.2] [added: 14.6] | |

| Salaries, wages and employee benefits | | | [removed: 22.8] [added: 25.4] | | | | [removed: 22.7] [added: 22.8] | | | | [removed: 24.4] [added: 22.7] | | | | [removed: 22.1] [added: (3.4] | [added: )] | | | [removed: 17.6] [added: 22.1] | |

| Fuel and fuel taxes | | | [removed: 6.3] [added: 5.9] | | | | [removed: 4.4] [added: 6.3] | | | | [removed: 3.7] [added: 4.4] | | | | [removed: 75.6] [added: (19.3] | [added: )] | | | [removed: 48.4] [added: 75.6] | |

| Depreciation and amortization | | | [removed: 4.4] [added: 5.8] | | | | [removed: 4.6] [added: 4.4] | | | | [removed: 5.5] [added: 4.6] | | | | [removed: 15.7] [added: 14.5] | | | | [removed: 5.6] [added: 15.7] | |

| Operating supplies and expenses | | | [removed: 3.4] [added: 4.0] | | | | [removed: 3.0] [added: 3.4] | | | | [removed: 3.5] [added: 3.0] | | | | [removed: 36.1] [added: 1.4] | | | | [removed: 10.5] [added: 36.1] | |

| Insurance and claims | | | [removed: 2.1] [added: 2.5] | | | | [removed: 1.4] [added: 2.1] | | | | 1.4 | | | | [removed: 92.7] [added: (0.8] | [added: )] | | | [removed: 22.7] [added: 92.7] | |

| General and administrative expenses, net of asset dispositions | | | [removed: 1.4] [added: 2.0] | | | | [removed: 1.5] [added: 1.4] | | | | [removed: 1.8] [added: 1.5] | | | | [removed: 10.1] [added: 27.5] | | | | [removed: 8.6] [added: 10.1] | |

| Operating taxes and licenses | | | [removed: 0.5] [added: 0.6] | | | | 0.5 | | | | [removed: 0.6] [added: 0.5] | | | | [removed: 14.8] [added: 9.9] | | | | [removed: 9.4] [added: 14.8] | |

| Communication and utilities | | | [removed: 0.2] [added: 0.3] | | | | [removed: 0.3] [added: 0.2] | | | | 0.3 | | | | [removed: 5.3] [added: 15.4] | | | | [removed: 4.0] [added: 5.3] | |

| Total operating expenses | | | [removed: 91.0] [added: 92.3] | | | | [removed: 91.4] [added: 91.0] | | | | [removed: 92.6] [added: 91.4] | | | | [removed: 21.2] [added: (12.2] | [added: )] | | | [removed: 24.6] [added: 21.2] | |

| Operating income | | | [removed: 9.0] [added: 7.7] | | | | [removed: 8.6] [added: 9.0] | | | | [removed: 7.4] [added: 8.6] | | | | [removed: 27.4] [added: (25.4] | [added: )] | | | [removed: 46.6] [added: 27.4] | |

| Net interest expense | | | 0.4 | | | | 0.4 | | | | [removed: 0.5] [added: 0.4] | | | | [removed: 9.7] [added: 16.2] | | | | [removed: (2.8] [added: 9.7] | [removed: )] |

| Earnings before income taxes | | | [removed: 8.6] [added: 7.3] | | | | [removed: 8.2] [added: 8.6] | | | | [removed: 6.9] [added: 8.2] | | | | [removed: 28.2] [added: (27.0] | [added: )] | | | [removed: 50.1] [added: 28.2] | |

| Income taxes | | | [removed: 2.1] [added: 1.6] | | | | [removed: 1.9] [added: 2.1] | | | | [removed: 1.6] [added: 1.9] | | | | [removed: 30.6] [added: (33.8] | [added: )] | | | [removed: 49.4] [added: 30.6] | |

| Net earnings | | | [removed: 6.5] [added: 5.7] | % | | | [removed: 6.3] [added: 6.5] | % | | | [removed: 5.3] [added: 6.3] | % | | | [removed: 27.4] [added: (24.9] | [removed: %] [added: )%] | | | [removed: 50.3] [added: 27.4] | % |

[removed: If] [added: Revenues excluding] fuel surcharge revenues [removed: were excluded from both years, our 2022 revenue] increased 13.4% [removed: over] [added: from] 2021.

Insurance and claims expense increased 92.7% in 2022, primarily due to increased cost per claim, higher insurance policy premium expense, and the inclusion of $94.0 million of expense for additional casualty claim reserves for claims subject to insurance [removed: coverage layer specific] [added: coverage-layer-specific] aggregated limits in 2022.

We operated five business segments during [removed: 2022.][added: 2023.]

| | | [removed: Operating] [added: Operating] Revenue by [removed: Segment] [added: Segment] | | | | | | | | | | |

| | | [removed: 2022] [added: 2023] | | | | [removed: 2021] [added: 2022] | | | | [removed: 2020] [added: 2021] | | |

| JBI | | $ | [removed: 7,022] [added: 6,208] | | | $ | [removed: 5,454] [added: 7,022] | | | $ | [removed: 4,675] [added: 5,454] | |

| Total segment revenues | | | [removed: 14,848] [added: 12,848] | | | | [removed: 12,208] [added: 14,848] | | | | [removed: 9,681] [added: 12,208] | |

| Intersegment eliminations | | | [removed: (34] [added: (18] | ) | | | [removed: (40] [added: (34] | ) | | | [removed: (44] [added: (40] | ) |

| Total | | $ | [removed: 14,814] [added: 12,830] | | | $ | [removed: 12,168] [added: 14,814] | | | $ | [removed: 9,637] [added: 12,168] | |

| | | [removed: Operating] [added: Operating] Income by [removed: Segment] [added: Segment] | | | | | | | | | | |

| JBI | | $ | [removed: 800] [added: 569] | | | $ | [removed: 603] [added: 800] | | | $ | [removed: 428] [added: 603] | |

| ICS | | | [removed: 59] [added: (44] | [added: )] | | | [removed: 46] [added: 57] | | | | [removed: (45] [added: 40] | [removed: )] |

| JBT | | | [removed: 93] [added: 16] | | | | [removed: 65] [added: 77] | | | | [removed: 17] [added: 55] | |

| FMS | | | [removed: 35] [added: 47] | | | | [removed: 28] [added: 37] | | | | [removed: (1] [added: 34] | [removed: )] |

| Total | | $ | [removed: 1,332] [added: 993] | | | $ | [removed: 1,046] [added: 1,332] | | | $ | [removed: 713] [added: 1,046] | |

| Loads | | | [removed: 2,068,278] [added: 2,044,980] | | | | [removed: 1,984,834] [added: 2,068,278] | | | | [removed: 2,019,391] [added: 1,984,834] | |

2023 Compared With 2022

Our total consolidated operating revenues decreased 13.4% to $12.83 billion in 2023, compared to $14.81 billion in 2022.

This decrease was primarily due to lower volume and revenue per load within ICS and JBI, decreased revenue per load within JBT, and decreased revenue and stop counts in FMS.

Fuel surcharge revenues decreased 23.9% to $1.85 billion in 2023, compared to $2.43 billion in 2022.

Revenues, excluding fuel surcharge revenues, decreased 11.3% from 2022.

This decrease was primarily related to a decrease in employee headcounts and lower incentive compensation, partially offset by increased base driver pay and office personnel compensation in 2023.

Insurance and claims expense decreased 0.8% in 2023, primarily due to lower reserve expense for claims subject to insurance coverage-layer-specific aggregated limits and lower claim volume, partially offset by increased cost per claim and higher insurance policy premium expense.

General and administrative expenses increased 27.5% from 2022, primarily due to a decrease in net gains from sale or disposal of assets, higher building and yard rental expense, and higher software subscription expense, partially offset by lower advertising costs and decreased professional service expense.

Net loss from sale or disposal of assets was $27.8 million in 2023, compared to a net gain from sale or disposal of assets of $25.4 million in 2022.

Income tax expense decreased 33.8% in 2023, due primarily to decreased taxable earnings in 2023 and the recording of a discrete benefit associated with the favorable settlement of an uncertain tax position which had been reserved in a prior period during the current year.

| DCS | | | 3,543 | | | | 3,524 | | | | 2,706 | |

| ICS | | | 1,390 | | | | 2,323 | | | | 2,471 | |

| FMS | | | 918 | | | | 1,042 | | | | 909 | |

| JBT | | | 789 | | | | 937 | | | | 668 | |

| | | 2023 | | | | 2022 | | | | 2021 | | |

| DCS | | | 405 | | | | 361 | | | | 314 | |

| | | 2023 | | | | 2022 | | | | 2021 | | |

| Loads | | | 4,274,677 | | | | 4,508,864 | | | | 4,138,889 | |

| Trucks (end of period) | | | 13,252 | | | | 13,374 | | | | 12,306 | |

| Average effective trailing equipment | | | 32,408 | | | | 31,350 | | | | 30,150 | |

| Loads | | | 764,839 | | | | 1,027,529 | | | | 1,063,473 | |

| Revenue per load | | $ | 1,818 | | | $ | 2,261 | | | $ | 2,324 | |

| Gross profit margin | | | 13.4 | % | | | 14.6 | % | | | 11.5 | % |

| Stops | | | 4,596,715 | | | | 5,636,432 | | | | 6,677,186 | |

| Loads | | | 410,091 | | | | 398,070 | | | | 327,231 | |

| Revenue per load | | $ | 1,925 | | | $ | 2,353 | | | $ | 2,042 | |

| Average length of haul | | | 652 | | | | 570 | | | | 548 | |

| Company-owned | | | 27 | | | | 147 | | | | 165 | |

| Independent contractor | | | 1,931 | | | | 2,095 | | | | 1,454 | |

| Total tractors | | | 1,958 | | | | 2,242 | | | | 1,619 | |

| Trailers (end of period) | | | 13,561 | | | | 13,020 | | | | 8,785 | |

| Average effective trailing equipment usage | | | 13,000 | | | | 10,611 | | | | 7,123 | |

JBI segment revenue decreased 12% to $6.21 billion in 2023, from $7.02 billion in 2022.

The decrease is primarily due to decreased revenue and an increase in loss on sale of equipment, together with higher driver and non-driver wages, insurance and claims expense, and increased network and equipment-related costs as a percentage of gross revenue, partially offset by lower rail and third-party dray purchased transportation expense.

In addition, JBI incurred $16 million and $33 million in expense for the segment’s portion of the additional casualty claim reserves in 2023 and 2022, respectively.

The increase in productivity excluding fuel surcharge revenue was primarily due to contractual index-based rate increases and improved utilization of equipment.

Customer retention rates are approximately 93%.

The increase is primarily due to the maturing of new long-term customer contracts, partially offset by higher driver and non-driver wages and benefits, an increase in loss on sale of equipment, higher insurance and claims expense, increased equipment-related costs, and increased bad debt expense when compared to 2022.

In addition, DCS incurred $20 million and $27 million in expense for the segment’s portion of the additional casualty claim reserves in 2023 and 2022, respectively.

ICS segment revenue decreased 40% to $1.39 billion in 2023, from $2.32 billion in 2022.

| DCS | | | 3,378 | | | | 2,578 | | | | 2,196 | |

| ICS | | | 2,386 | | | | 2,538 | | | | 1,658 | |

| JBT | | | 1,082 | | | | 796 | | | | 463 | |

| FMS | | | 980 | | | | 842 | | | | 689 | |

| DCS | | | 345 | | | | 304 | | | | 314 | |

| Loads | | | 4,406,527 | | | | 4,020,308 | | | | 3,676,212 | |

| Trucks (end of period) | | | 12,899 | | | | 11,689 | | | | 9,911 | |

| Loads | | | 1,231,334 | | | | 1,326,979 | | | | 1,265,897 | |

| Revenue per load | | $ | 1,938 | | | $ | 1,912 | | | $ | 1,310 | |

| Gross profit margin | | | 14.7 | % | | | 11.8 | % | | | 9.9 | % |

| Loads | | | 500,407 | | | | 445,812 | | | | 406,550 | |

| Average trailers during the period | | | 12,798 | | | | 9,299 | | | | 7,866 | |

| Revenue per load | | $ | 2,163 | | | $ | 1,785 | | | $ | 1,138 | |

| Average length of haul | | | 520 | | | | 482 | | | | 420 | |

| Company-owned | | | 620 | | | | 734 | | | | 798 | |

| Independent contractor | | | 2,098 | | | | 1,501 | | | | 971 | |

| Total tractors | | | 2,718 | | | | 2,235 | | | | 1,769 | |

| Trailers (end of period) | | | 14,718 | | | | 11,172 | | | | 8,567 | |

| Stops | | | 5,432,627 | | | | 6,413,680 | | | | 5,771,533 | |

2021 Compared With 2020

Our total consolidated operating revenues increased 26.3% to $12.17 billion in 2021, compared to $9.64 billion in 2020.

This increase was primarily due to increased ICS and JBT revenue, higher JBI revenue per load, increased average revenue producing trucks and fleet productivity within DCS, and increased FMS stops and revenue per stop.

Fuel surcharge revenues increased 65.5% to $1.25 billion in 2021, compared to $757 million in 2020.

If fuel surcharge revenues were excluded from both years, our 2021 revenue increased 22.9% over 2020.

This increase was primarily related to increases in driver pay and office personnel compensation due to a tighter supply of qualified drivers, a trend we anticipate continuing, and an increase in the number of employees as well as an increase in incentive compensation compared to 2020.

Insurance and claims expense increased 22.7% in 2021, primarily due to higher incident volume and severity and increased insurance policy premium expenses, partially offset by a $3.2 million benefit from the net settlement of claims within the FMS segment.

General and administrative expenses increased 8.6% from 2020, primarily due to higher advertising costs, increased technology spend, and increased driver hiring expenses, partially offset by a $5.7 million benefit from the reduction of a contingent liability in the FMS segment.

Additionally, net losses from sale or disposal of assets were $5.5 million in 2021, compared to net losses of $4.4 million in 2020.

Income tax expense increased 49.4% in 2021, due primarily to increased taxable earnings in 2021.

JBI segment revenue increased 17% to $5.45 billion in 2021, from $4.68 billion in 2020.

Benefits from increased revenue per load were partially offset by network inefficiencies caused by continued rail and customer fluidity challenges, higher rail and third-party dray purchased transportation expense, higher driver wages and recruiting costs, increased non-driver salary, wages, and incentive compensation, and higher equipment costs when compared to 2020.

The increase in productivity was primarily a result of contracted indexed-based price escalators and less unassigned idle equipment, partially offset by expected lower productivity within start-up accounts and an increase in open assigned trucks due to the tighter supply of qualified drivers and COVID-related labor disruptions.

Higher revenues during the current year were more than offset by increases in driver wage and recruiting costs, increased non-driver salary, wages, and incentive compensation, increased casualty insurance and claims costs, higher group medical benefits, and additional costs related to the implementation of new, long-term customer contracts.

ICS segment revenue increased 53% to $2.54 billion in 2021, from $1.66 billion in 2020.

Overall volumes increased 5%, with truckload volumes increasing 13% when compared to 2020.

ICS’s carrier base increased 36% when compared to 2020.

JBT segment revenue increased 72% to $796 million in 2021, from $463 million in 2020.

At the end of 2021, JBT operated 11,172 trailers and 2,235 tractors compared to 8,567 and 1,769 at the end of 2020.

JBT segment had operating income of $65 million in 2021 compared with $17 million in 2020.

The increase in operating income was driven primarily by increased load counts and revenue per load during 2021, which were partially offset by increases in purchased transportation expense, higher costs to attract and retain drivers, higher non-driver salary, wages, and incentive compensation, and additional costs from further investments in the trailer network and technology related to the continued expansion of J.B. Hunt 360box.

Our [removed: revolving line of] [added: senior] credit [added: facility] has variable interest rates, which are based on either SOFR or a Base Rate, depending upon the specific type of borrowing, plus an applicable margin and other fees.

At December 31, [removed: 2022,] [added: 2023,] the average interest rate under our [removed: revolving line of] [added: senior] credit [added: facility] was [removed: 5.32%.][added: 6.44%.]

At our current level of borrowing, a one-percentage-point increase in our applicable rate would reduce annual pretax earnings by [removed: $3.2] [added: $6.3] million.

Additionally, foreign currency transaction gains and losses were not material to our results of operations for the year ended December 31, [removed: 2022.][added: 2023.]

As of December 31, [removed: 2022,] [added: 2023,] we had no derivative financial instruments to reduce our exposure to fuel-price fluctuations.

During 2022, we had an interest rate swap agreement which effectively converted our then outstanding $350 million of 3.30% fixed-rate senior notes due August 2022 to a variable rate.

The applicable interest rate under this swap agreement was based on LIBOR plus an established margin.

These senior notes matured in August 2022 and the related interest rate swap was terminated.

We are not currently utilizing any hedging instruments to manage our interest rate risk.

OUR [added: VISION,] MISSION AND STRATEGY

Our [removed: Mission:] [added: Vision:] To create the most efficient transportation network in North America.

We believe our unique operating strategy can add value to customers and increase our profits and returns to [removed: stockholders.][added: shareholders.]

These actions should, in turn, yield increasing returns to our [removed: stockholders.][added: shareholders.]

Our Company’s [removed: mission,] [added: vision,] to create the most efficient transportation network in North America, focuses on delivering both for our customers across all of our business segments.

JBI operates [removed: 115,150] [added: 118,171] pieces of company-owned trailing equipment systemwide.

We own and maintain our own chassis fleet, consisting of [removed: 95,553] [added: 100,825] units.

The containers and chassis are uniquely designed so that they may only be paired [removed: together,] [added: together for optimal productivity,] which we feel creates an operational competitive advantage.

JBI also manages a fleet of [removed: 6,081] [added: 5,944] company-owned tractors and [removed: 7,972] [added: 7,567] company drivers and contracts [removed: 615] [added: 436] independent contractor trucks.

At December 31, [removed: 2022,] [added: 2023,] the total JBI employee count was [removed: 9,229.][added: 8,756.]

Revenue for the JBI segment in [removed: 2022] [added: 2023] was [removed: $7.02] [added: $6.21] billion.

At December 31, [removed: 2022,] [added: 2023,] this segment operated [removed: 12,328] [added: 12,574] company-owned trucks, [removed: 570] [added: 674] customer-owned trucks, and [removed: 1] [added: 4] independent contractor [removed: truck.][added: trucks.]

DCS also operates [removed: 23,354] [added: 27,194] owned pieces of trailing equipment and [removed: 4,968] [added: 5,406] customer-owned trailers.

The DCS segment employed [removed: 16,334] [added: 16,196] people, including [removed: 13,887] [added: 13,752] drivers, at December 31, [removed: 2022.][added: 2023.]

DCS revenue for [removed: 2022] [added: 2023] was [removed: $3.38] [added: $3.54] billion.

By leveraging the J.B. Hunt brand, systems, and network, we provide a broader service offering to customers by providing flatbed, refrigerated, [removed: expedited,] and [removed: LTL,] [added: expedited,] as well as a variety of dry-van and intermodal solutions.

Furthermore, we offer an online multimodal marketplace via J.B. Hunt 360 that helps shippers and carriers match the right load with the right [removed: carrier and the best mode.][added: carrier.]

ICS also provides [added: the majority of our] single-source logistics management [added: services] for customers desiring to outsource their transportation functions and utilize our proven supply chain technology and design expertise to improve efficiency.

At December 31, [removed: 2022,] [added: 2023,] the ICS segment employed [removed: 984] [added: 861] people, with approximately [removed: 156,400] [added: 122,100] available third-party carriers.

ICS revenue for [removed: 2022] [added: 2023] was [removed: $2.39] [added: $1.39] billion.

We use [removed: our company-owned tractors and employee drivers or] independent contractors or third-party carriers who agree to transport freight in our [removed: trailers.][added: trailers as well as our company-owned tractors and employee drivers.]

At December 31, [removed: 2022,] [added: 2023,] the JBT segment operated [removed: 620 company-owned tractors, 14,718] [added: 13,561] company-owned trailers, [added: 27 company-owned tractors,] and employed [removed: 1,055] [added: 329] people, [removed: 626] [added: 28] of whom were drivers.

At December 31, [removed: 2022,] [added: 2023,] we had [removed: 2,098] [added: 1,931] independent contractors operating in the JBT segment.

JBT revenue for [removed: 2022] [added: 2023] was [removed: $1.08 billion.][added: $789 million.]

FMS provides both asset and non-asset (brokerage) big and bulky delivery and installation services, as well as [removed: fulfillment and] [added: fulfillment,] retail-pooling [removed: distributions] [added: distributions, and LTL] services.

At December 31, [removed: 2022,] [added: 2023,] this segment operated [removed: 1,506] [added: 1,166] company-owned trucks, [removed: 303] [added: 225] customer-owned trucks, and 20 independent contractor trucks.

FMS also operates [removed: 1,297] [added: 1,212] owned pieces of trailing equipment and [removed: 316] [added: 102] customer-owned trailers.

The FMS segment employed [removed: 3,768] [added: 2,972] people, including [removed: 1,926] [added: 1,418] drivers and [removed: 607] [added: 416] delivery and material assistants, at December 31, [removed: 2022.][added: 2023.]

FMS revenue for [removed: 2022] [added: 2023] was [removed: $980] [added: $918] million.

Despite operating over [removed: 182,000] [added: 187,000] pieces of transportation equipment, our single greatest asset and one of the factors differentiating us from our competitors is our service-oriented people.

As of December 31, [removed: 2022,] [added: 2023,] we had [removed: 37,151] [added: 34,718] employees, which consisted of [removed: 24,411] [added: 22,765] company drivers, [removed: 10,795] [added: 9,976] office personnel, [removed: 1,324] [added: 1,510] maintenance technicians, and [removed: 621] [added: 467] delivery and material assistants.

We also had arrangements with [removed: 2,734] [added: 2,391] independent contractors to transport freight in our trailing equipment.

Our Inclusion Office is a division of our People Team where our inclusion strategy and work are centralized to enable our [removed: mission] [added: goal] of creating an inclusive culture where all employees feel welcomed, valued, respected, safe, and heard.

Our Inclusion Council was established in 2022 and is comprised of [removed: 15] senior leaders with diverse identities from across our organization.

Since its inception in 1996, the program has awarded more than [removed: $35] [added: $38] million to over [removed: 4,600] [added: 4,700] drivers.

The composition of our DCS trailing fleet varies with specific customer requirements and may include dry-vans, flatbeds, [added: bulk,] temperature-controlled, curtain-side vans, and dump trailers.

As of December 31, [removed: 2022,] [added: 2023,] our company-owned tractor and truck fleet consisted of [removed: 20,535] [added: 19,711] units.

In addition, we had [removed: 2,734] [added: 2,391] independent contractors who operate their own tractors but transport freight in our trailing equipment.

We believe operating with relatively newer revenue equipment provides better customer service, attracts quality drivers, [removed: improved] [added: improves] fuel efficiency and lowers maintenance expense.

At December 31, [removed: 2022,] [added: 2023,] the average age of our combined tractor fleet was [removed: 2.6] [added: 1.9] years, while our containers averaged [removed: 8.3] [added: 9.0] years of age and our trailers averaged 6.3 years.

Our Mission: Driving long-term value for our people, customers and shareholders.

Our operations have been impacted by the COVID-19 global pandemic.

We began our COVID-19 response activities in the first quarter of 2020, which required remote working when possible, expanded health and safety policies, facility modifications, increased security coverage, and purchase and distribution of personal protective equipment and supplies.

In addition, we provided incremental paid time off for employees to help offset any financial loss caused by their absence from work when receiving the COVID-19 vaccination.

We also worked with local healthcare organizations to provide vaccination assistance under applicable area guidelines and procedures to employees and their family members.

In April 2022, we eliminated the requirement of remote working when possible, resulting in previously remote employees returning to our home office campus and all other field locations throughout North America.

We continue to review and analyze both external and internal COVID-related data, including the effects of new variants.

We are pleased with the continued performance of our employees, particularly our drivers, who provided consistent service to our customers throughout the pandemic.

In April 2022, we successfully implemented our return to office plan and began concluding our COVID-19 specific safety response activities at our home office campus and all other field locations throughout North America.

Our COVID-19 safety response included requiring remote working when possible, expanded health and safety policies, facility modifications, increased security coverage, and purchase and distribution of personal protective equipment and supplies.

Due to the nature of our business and the large portion of our workforce consisting of drivers and other non-office personnel, fewer than 25% of our total employees were able to work remotely; however, we remained, and continue to remain, committed to the safety of our workforce, suppliers, and customers while continuing to meet our customers’ needs.

| | ☐ | [removed: TRANSITION] [added: TRANSITION] REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM [removed: TO] [added: TO] |

| | Arkansas | [removed: 71-0335111] [added: 71-0335111] | |

| | [removed: 615] [added: 615] J.B. Hunt Corporate [removed: Drive] [added: Drive] | [removed: 72745-0130] [added: 72745-0130] | |

| [removed: Common] [added: Common] Stock, $0.01 par [removed: value] [added: value] | JBHT | 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 S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit [added: and post] such files).

The aggregate market value of [removed: 82,346,856] [added: 82,833,644] shares of the registrant’s $0.01 par value common stock held by non-affiliates as of June 30, [removed: 2022,] [added: 2023,] was [removed: $13.0] [added: $15.0] billion (based upon [removed: $157.47] [added: $181.03] per share).

As of February [removed: 21, 2023,] [added: 20, 2024,] the number of outstanding shares of the registrant’s common stock was [removed: 103,770,366.][added: 103,298,462.]

Certain portions of the Notice and Proxy Statement for the Annual Meeting of [removed: Stockholders,] [added: Shareholders,] to be held April [removed: 27, 2023,] [added: 25, 2024,] are incorporated by reference in Part III of this Form 10-K.

For The Fiscal Year Ended December 31, [removed: 2022][added: 2023]

Risk Factors [removed: 8][added: 7]

December 31, 2023

Item 1B.

Unresolved Staff Comments 11

Item 1C.

Cybersecurity 12

Item 2.

Properties 13

Item 3.

Legal Proceedings 13

December 31, 2022

| | | |

Market for Registrant’s Common Equity, Related [removed: Stockholder] [added: Shareholder] Matters and Issuer Purchases of Equity Securities [removed: 13][added: 14]

| | | |

Management’s Discussion and Analysis of Financial Condition and Results of Operations [removed: 15][added: 16]

Quantitative and Qualitative Disclosures About Market Risk [removed: 25][added: 26]

Financial Statements and Supplementary Data [removed: 25][added: 26]

Item 9.

Changes in and Disagreements with Accountants on Accounting and Financial Disclosure 27

Item 9A.

Controls and Procedures 27

Item 9B.

Other Information 27

| | | |

Directors, Executive Officers and Corporate Governance [removed: 27][added: 28]

Executive Compensation [removed: 27][added: 28]

Security Ownership of Certain Beneficial Owners and Management and Related [removed: Stockholder] [added: Shareholder] Matters [removed: 27][added: 28]

Certain Relationships and Related Transactions, and Director Independence [removed: 27][added: 28]

Principal Accounting Fees and Services [removed: 27][added: 28]

Exhibits, Financial Statement Schedules [removed: 28][added: 29]

| Signatures | | [removed: 31] [added: 32] |

[removed: Stockholders] [added: Shareholders] and prospective investors are cautioned that actual results and future events may differ materially from these forward-looking statements as a result of many factors.

Some of the factors and events that are not within our control and that could have a material impact on future operating results include the following: general economic and business conditions; potential business or operational disruptions resulting from the effects of [removed: the novel coronavirus (COVID-19) pandemic, including any future spikes] [added: a national] or [removed: outbreaks of the virus, as well as government actions taken in response to the] [added: international health] pandemic; competition and competitive rate fluctuations; excess capacity in the intermodal or trucking industries; a loss of one or more major customers; cost and availability of diesel fuel; interference with or termination of our relationships with certain railroads; rail service delays; disruptions to U.S. port-of-call activity; ability to attract and retain qualified drivers, delivery personnel, independent contractors, and third-party carriers; retention of key employees; insurance costs and availability; litigation and claims expense; determination that independent contractors are employees; new or different environmental or other laws and regulations; volatile financial credit markets or interest rates; terrorist attacks or actions; acts of war; adverse weather conditions; disruption or failure of information systems; inability to keep pace with_ _technological advances affecting our information technology platforms;_ _operational disruption or adverse effects of business acquisitions; increased costs for and availability of new revenue equipment; increased tariffs assessed on or disruptions in the procurement of imported revenue equipment; decreases in the value of used equipment; and the ability of revenue equipment manufacturers to perform in accordance with agreements for guaranteed equipment trade-in values._

_You should understand that many important [removed: factors,] [added: factors that are not within our control,] in addition to those listed above, could impact us operationally and financially.

Our [added: future financial and] operating results may fluctuate as a result of these and other risk factors or events as described in our filings with the SEC.

| | | |

None.

| | | |

Item 2.

Properties 12

Item 3.

Legal Proceedings 12

IT Risk Management

The Company maintains an Information Technology (IT) risk identification process that encompasses risks associated with enterprise solutions and products and services provided by third-party service providers.

Cybersecurity risks are considered a subcategory of IT risks and are therefore part of this process.

The Company maintains a risk register to document and track IT risks, including factors such as:

| | ● | Categories (including but not limited to cybersecurity, data privacy, governance, and application development) |

| --- | --- | --- |

| | ● | Likelihood and impact |

| --- | --- | --- |

| | ● | Initial risk score |

| --- | --- | --- |

| | ● | Mitigating controls and/or remediations |

| --- | --- | --- |

| | ● | Residual risk score |

| --- | --- | --- |

| | ● | Plan for remediation |

| --- | --- | --- |

| | ● | Risk stage |

| --- | --- | --- |

| | ● | Reviewers/owners |

| --- | --- | --- |

| | ● | Approvals/exceptions |

| --- | --- | --- |

The Company’s Governance, Risk, and Compliance (GRC) team maintains the IT risk register and reports updates to the IT Risk Council, which meets regularly.

The IT Risk Council is made up of members representing the Company’s cybersecurity, network, server, client, database, and software teams.

Cybersecurity Operations and Incident Response Capabilities

The Company maintains a Cybersecurity Operations Center (CSOC) comprised of in-house staff, contracted personnel, and other third-party security service providers.

Our CSOC provides constant monitoring, assessment, and defense of all enterprise information systems (including web sites, applications, databases, servers, clients, and data centers) as well as service provider connections and provides incident reporting as needed.

The Company also maintains a Security Incident Response Team (SIRT) that responds to high-risk security incidents on a 24-hour basis.

Members of this team include representatives of our CSOC and Networking Operations Center, as well as cloud/server engineering, network engineering, enterprise data, identity and access management, GRC, end-user computing, application development, and IT leadership teams.

Assessments and Audits

The Company uses various methods to assess our cybersecurity maturity and IT risk management program, including periodic self-assessments and engagements of independent third-party assessors and consultants.

We engaged third-party experts for the initial development of the IT risk management program, including preparation of the program charter, IT risk register, and responsibility assignment matrix.

We use these external engagements to provide multiple assessments of our cybersecurity functions, including a compromise assessment, a security posture assessment, and a cyber-defense assessment.

Risks Associated with Third-Party Service Providers

The Company’s GRC oversees assessments of third-party service providers in collaboration with our IT contracts, data privacy, technical architecture, and legal teams.

An initial review for any cybersecurity threat is completed when the provider is onboarded, with subsequent periodic reviews conducted thereafter.

These subsequent reviews occur at different intervals, based on the nature of the business relationship, the type of data being exchanged (if any), and the overall potential impact to the Company, and include consideration of factors such as the third party’s cybersecurity capabilities, data protections and privacy measures, and technical capabilities as related to required integrations with the Company’s systems.

Material Findings from Cybersecurity Risks

The Company faces many of the same risks and has experienced similar cybersecurity incidents as other transportation providers.

None of these risks or incidents to date have materially affected our business strategy, operations, or financial condition.

We also own or lease [removed: 52] [added: 55] other significant facilities across the United States where we perform maintenance on our equipment, provide bulk fuel, and employ personnel to support operations.

These facilities vary in size from [removed: 2] [added: 1] to 39 acres.

In addition, we have [removed: 129] [added: 123] leased or owned facilities in our FMS cross-dock and other delivery system networks and multiple leased or owned remote sales offices or branches in our ICS segment.

| Maintenance and support facilities | | | [removed: 563] [added: 567] | | | | [removed: 935,000] [added: 940,000] | | | | [removed: 198,000] [added: 196,000] | |

| Cross-dock and delivery system facilities | | | [removed: 82] [added: 80] | | | | [removed: 4,567,000] [added: 4,475,000] | | | | [removed: 140,000] [added: 136,000] | |

| Corporate headquarters campus, Lowell, Arkansas | | | [removed: 130] [added: 140] | | | | \- | | | | 707,000 | |

| Branch sales offices | | | \- | | | | \- | | | | [removed: 50,000] [added: 178,000] | |

| Other facilities, offices, and parking yards | | | [removed: 555] [added: 751] | | | | [removed: 995,000] [added: 835,000] | | | | [removed: 266,000] [added: 285,000] | |

Our common stock is traded on the NASDAQ Global Select Market (NASDAQ) under the symbol “JBHT.” At December 31, [removed: 2022,] [added: 2023,] we were authorized to issue up to 1 billion shares of our common stock, and 167.1 million shares were issued.

We had [removed: 103.7] [added: 103.2] million and [removed: 105.1] [added: 103.7] million shares outstanding as of December 31, [removed: 2022] [added: 2023] and [removed: 2021] [added: 2022] respectively.

On February [removed: 21, 2023,] [added: 20, 2024,] we had [removed: 967 stockholders] [added: 915 shareholders] of record of our common stock.

On January [removed: 19, 2023,] [added: 18, 2024,] we announced an increase in our quarterly cash dividend from [removed: $0.40 to] $0.42 [added: to $0.43] per share, which was paid February [removed: 24, 2023,] [added: 23, 2024,] to [removed: stockholders] [added: shareholders] of record on February [removed: 10, 2023.][added: 9, 2024.]

[added: | | (1) |] On [removed: January 22, 2020,] [added: July 20, 2022,] our Board of Directors authorized the purchase of up to $500 million of our common stock. [added: This stock repurchase program has no expiration date. |]

[removed: We made no] [added: The following table summarizes] purchases of our common stock during the three months ended December 31, [removed: 2022.][added: 2023:]

The following graph compares the cumulative 5-year total return of [removed: stockholders] [added: shareholders] of our common stock with the cumulative total returns of the S&P 500 [removed: index] [added: index, Nasdaq Transportation index,] and [removed: two] [added: a] customized peer [removed: groups.][added: group.]

The peer group [removed: labeled “2021 Peer Group”] consists of [removed: 13 companies: C.H. Robinson Worldwide Inc., CSX Corporation, Expeditors International of Washington Inc., Hub Group Inc., Knight-Swift Transportation Holdings Inc., Norfolk Southern Corporation, Old Dominion Freight Line Inc., Republic Services Inc., Ryder System Inc., Schneider National Inc., Stericycle Inc., Waste Management Inc., and XPO, Inc. The peer group labeled “2022 Peer Group” consists of] 14 companies: C.H. Robinson Worldwide Inc., CSX Corporation, Expeditors International of Washington Inc., Hub Group Inc., Knight-Swift Transportation Holdings Inc., Norfolk Southern Corporation, Old Dominion Freight Line Inc., Republic Services Inc., Ryder System Inc., Schneider National Inc., Stericycle Inc., Union Pacific Corporation, Waste Management Inc., and XPO, Inc. The graph assumes the value of the investment in our common stock, in the [removed: index,] [added: two indexes,] and in [removed: each of] the peer [removed: groups] [added: group] (including reinvestment of dividends) was $100 on December 31, [removed: 2017] [added: 2018] and tracks it through December 31, [removed: 2022.][added: 2023.]

[removed: ][added: ]

| | | [removed: 2017 | | | |] 2018 | | | | 2019 | | | | 2020 | | | | 2021 | | | | 2022 | | | [added: | 2023 | | |]

| Period | | Number of Common Shares Purchased | | | | Average Price Paid Per Common Share Purchased | | | | Total Number of Shares Purchased as Part of a Publicly Announced Plan (1) | | | | Maximum Dollar Amount of Shares That May Yet Be Purchased Under the Plan (in millions) (1) | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| October 1 through October 31, 2023 | | | 137,308 | | | $ | 178.72 | | | | 137,308 | | | $ | 392 | |

| November 1 through November 30, 2023 | | | \- | | | | \- | | | | \- | | | | 392 | |

| December 1 through December 31, 2023 | | | \- | | | | \- | | | | \- | | | | 392 | |

| Total | | | 137,308 | | | $ | 178.72 | | | | 137,308 | | | $ | 392 | |

| --- | --- | --- |

| J.B. Hunt Transport Services, Inc. | | $ | 100.00 | | | $ | 126.76 | | | $ | 149.71 | | | $ | 225.50 | | | $ | 194.09 | | | $ | 224.36 | |

| S&P 500 | | | 100.00 | | | | 131.49 | | | | 155.68 | | | | 200.37 | | | | 164.08 | | | | 207.21 | |

| Nasdaq Transportation | | | 100.00 | | | | 123.21 | | | | 130.96 | | | | 148.36 | | | | 120.19 | | | | 161.24 | |

| Peer Group | | | 100.00 | | | | 128.80 | | | | 154.13 | | | | 203.71 | | | | 175.10 | | | | 208.73 | |

On July 20, 2022, our Board of Directors authorized an additional purchase of up to $500 million of our common stock.

These stock repurchase programs have no expiration date.

At December 31, 2022, we had $551.1 million available under these authorized plans to purchase our common stock.

| J.B. Hunt Transport Services, Inc. | | $ | 100.00 | | | $ | 81.59 | | | $ | 103.43 | | | $ | 122.15 | | | $ | 183.99 | | | $ | 158.36 | |

| S&P 500 | | | 100.00 | | | | 95.62 | | | | 125.72 | | | | 148.85 | | | | 191.58 | | | | 156.89 | |

| 2021 Peer Group | | | 100.00 | | | | 100.83 | | | | 127.45 | | | | 154.02 | | | | 210.17 | | | | 182.35 | |

| 2022 Peer Group | | | 100.00 | | | | 102.30 | | | | 131.78 | | | | 157.84 | | | | 208.60 | | | | 179.30 | |

[removed: Reports] [added: Report] of Independent Registered Public Accounting [removed: Firms][added: Firm]

Consolidated Balance Sheets as of December 31, [removed: 2022] [added: 2023] and [removed: 2021][added: 2022]

Consolidated Statements of Earnings for years ended December 31, [added: 2023,] 2022, [removed: 2021,] and [removed: 2020][added: 2021]

Consolidated Statements of [removed: Stockholders’] [added: Shareholders’] Equity for years ended December 31, [added: 2023,] 2022, [removed: 2021,] and [removed: 2020][added: 2021]

Consolidated Statements of Cash Flows for years ended December 31, [added: 2023,] 2022, [removed: 2021,] and [removed: 2020][added: 2021]

ITEM 9.

CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE

None.

None.

| | | |

Item 9A.

Controls and Procedures 26

Based upon that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were effective as of December 31, [removed: 2022.][added: 2023.]

The effectiveness of internal control over financial reporting as of December 31, [removed: 2022,] [added: 2023,] has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm that also audited our Consolidated Financial Statements.

There has been no change in our internal control over financial reporting during the fourth quarter ended December 31, [removed: 2022,] [added: 2023,] that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

ITEM 9B.

OTHER INFORMATION

None.

ITEM 9C.

DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS

PART III

During the three months ended December 31, 2023, none of our directors or officers adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K.

ITEM 9C.

DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS

None.

PART III

| | | |

The information required for Item 10 is hereby incorporated by reference from the Notice and Proxy Statement for the Annual Meeting of [removed: Stockholders] [added: Shareholders] to be held April [removed: 27, 2023.][added: 25, 2024.]

The information required for Item 11 is hereby incorporated by reference from the Notice and Proxy Statement for the Annual Meeting of [removed: Stockholders] [added: Shareholders] to be held April [removed: 27, 2023.][added: 25, 2024.]

Except as set forth below, the information required for Item 12 is hereby incorporated by reference from the Notice and Proxy Statement for the Annual Meeting of [removed: Stockholders] [added: Shareholders] to be held April [removed: 27, 2023.][added: 25, 2024.]

The following table summarizes, as of December 31, [removed: 2022,] [added: 2023,] information about compensation plans under which equity securities of the Company are authorized for issuance.

| Equity compensation plans approved by security holders | | | [removed: 1,542,366] [added: 1,323,215] | | | $ | \- (2) | | | | [removed: 4,233,978] [added: 3,866,900] | |

The information required for Item 13 is hereby incorporated by reference from the Notice and Proxy Statement for the Annual Meeting of [removed: Stockholders] [added: Shareholders] to be held April [removed: 27, 2023.][added: 25, 2024.]

The information required for Item 14 is hereby incorporated by reference from the Notice and Proxy Statement for the Annual Meeting of [removed: Stockholders] [added: Shareholders] to be held April [removed: 27, 2023.][added: 25, 2024.]

| December 31, 2021 | | [added: $] | 18.4 | | | [added: $] | 2.6 | | | [added: $] | (4.2 | ) | | [added: $] | 16.8 | |

| [added: Exhibit] Number | | [added: |] Description |

| 3.1 | | [added: |] [Amended and Restated Articles of Incorporation of J.B. Hunt Transport Services, Inc. dated May 19, 1988 (incorporated by reference from Exhibit 3.1 of the Company’s quarterly report on Form 10-Q for the period ended March 31, 2005, filed April 29, 2005)](http://www.sec.gov/Archives/edgar/data/728535/000110465905019297/a05-7638_1ex3d1.htm) |

| 3.2 | | [added: |] [Second Amended and Restated Bylaws of J.B. Hunt Transport Services, Inc. dated October 21, 2021 (incorporated by reference from Exhibit 3.1 of the Company’s current report on Form 8-K, filed October 27, 2021)](http://www.sec.gov/Archives/edgar/data/728535/000143774921024359/ex_296473.htm) |

| 3.3 | | [added: |] [Amendment No. 1 to the Second Amended and Restated Bylaws J.B. Hunt Transport Services, Inc., dated July 20, 2022 (incorporated by reference from Exhibit 3.1 of the Company’s current report on Form 8-K filed July 26, 2022)](http://www.sec.gov/Archives/edgar/data/728535/000143774922017755/ex_399784.htm) |

| 3.4 | | [added: |] [Amendment No. 2 to the Second Amended and Restated Bylaws of J.B. Hunt Transport Services, Inc. dated January 19, 2023 (incorporated by reference from Exhibit 3.1 of the Company’s current report on Form 8-K, filed January 24, 2023)](http://www.sec.gov/Archives/edgar/data/728535/000143774923001645/ex_466500.htm) |

| 4.1 | | [added: |] [Description of Capital Stock of J.B. Hunt Transport Services, [removed: Inc.](https://www.sec.gov/Archives/edgar/data/728535/000143774923004530/ex_478219.htm)] [added: Inc.](https://www.sec.gov/Archives/edgar/data/728535/000143774924005368/ex_628107.htm)] |

| 4.2 | | [added: |] [Indenture (incorporated by reference from Exhibit 4.1 of the Company’s registration statement on Form S-3ASR (File No. 333-169365), filed September 14, 2010)](http://www.sec.gov/Archives/edgar/data/728535/000143774910002996/ex4-1.htm) |

| 4.3 | | [added: |] [Third Supplemental Indenture (incorporated by reference from Exhibit 4.4 of the Company’s current report on Form 8-K, filed March 6, 2014)](http://www.sec.gov/Archives/edgar/data/728535/000143774914003579/ex4-4.htm) |

| 4.4 | | [added: |] [Base Indenture, dated as of March 1, 2019 (incorporated by reference from Exhibit 4.1 of the Company’s current report on Form 8-K, filed March 1, 2019)](http://www.sec.gov/Archives/edgar/data/728535/000143774919003755/ex_136073.htm) |

| 4.5 | | [added: |] [First Supplemental Indenture, dated as of March 1, 2019 (incorporated by reference from Exhibit 4.2 of the Company’s current report on Form 8-K, filed March 1, 2019)](http://www.sec.gov/Archives/edgar/data/728535/000143774919003755/ex_136213.htm) |

| 10.1 | | [added: |] [Third Amended and Restated Management Incentive Plan (incorporated by reference from Appendix A of the Company’s definitive proxy statement on Schedule 14A, filed March 9, 2017)](http://www.sec.gov/Archives/edgar/data/728535/000119312517075917/d324322ddef14a.htm) |

| 10.2 | | [added: |] [Amendment to J.B. Hunt Transport Services, Inc. Third Amended and Restated Management Incentive Plan (incorporated by reference from Exhibit 10.2 of the Company’s current report on Form 8-K, filed April 22, 2019)](http://www.sec.gov/Archives/edgar/data/728535/000143774919007691/ex_141397.htm) |

| 10.3 | | [added: |] [Summary of Compensation Arrangements with Named Executive Officers for 2022 (incorporated by reference from Exhibit 99.1 of the Company’s current report on Form 8-K, filed January 24, 2022)](http://www.sec.gov/Archives/edgar/data/728535/000143774922001506/ex_327282.htm) |

| 10.4 | | [added: |] [Summary of Compensation Arrangements with Named Executive Officers for 2023 (incorporated by reference from Exhibit 99.1 of the Company’s current report on Form 8-K, filed January 24, 2023)](http://www.sec.gov/Archives/edgar/data/728535/000143774923001645/ex_466501.htm) |

| 10.5 | | [added: |] [Amended and Restated Credit Agreement and related documents (incorporated by reference from Exhibit 10.1 of the Company’s current report on Form 8-K, filed October 3, 2022)](http://www.sec.gov/Archives/edgar/data/728535/000143774922023462/ex_427496.htm) |

| 21.1 | | [added: |] [Subsidiaries of J.B. Hunt Transport Services, [removed: Inc.](https://www.sec.gov/Archives/edgar/data/728535/000143774923004530/ex_478220.htm)] [added: Inc.](https://www.sec.gov/Archives/edgar/data/728535/000143774924005368/ex_628108.htm)] |

| 22.1 | | [added: |] [List of Guarantor Subsidiaries of J.B. Hunt Transport Services, [removed: Inc.](https://www.sec.gov/Archives/edgar/data/728535/000143774923004530/ex_478221.htm)] [added: Inc.](https://www.sec.gov/Archives/edgar/data/728535/000143774924005368/ex_628109.htm)] |

| 23.1 | | [added: |] [Consent of PricewaterhouseCoopers [removed: LLP](https://www.sec.gov/Archives/edgar/data/728535/000143774923004530/ex_478222.htm)] [added: LLP](https://www.sec.gov/Archives/edgar/data/728535/000143774924005368/ex_628110.htm)] |

| 24.1 | | [added: |] [Powers of Attorney of Members of J.B. Hunt Transport Services, Inc. Board of [removed: Directors](https://www.sec.gov/Archives/edgar/data/728535/000143774923004530/ex_478224.htm)] [added: Directors](https://www.sec.gov/Archives/edgar/data/728535/000143774924005368/ex_628111.htm)] |

| 31.1 | | [added: |] [Rule 13a-14(a)/15d-14(a) [removed: Certification](https://www.sec.gov/Archives/edgar/data/728535/000143774923004530/ex_478225.htm)] [added: Certification](https://www.sec.gov/Archives/edgar/data/728535/000143774924005368/ex_628112.htm)] |

| 31.2 | | [added: |] [Rule 13a-14(a)/15d-14(a) [removed: Certification](https://www.sec.gov/Archives/edgar/data/728535/000143774923004530/ex_478226.htm)] [added: Certification](https://www.sec.gov/Archives/edgar/data/728535/000143774924005368/ex_628113.htm)] |

| 32.1 | | [added: |] [Section 1350 [removed: Certification](https://www.sec.gov/Archives/edgar/data/728535/000143774923004530/ex_478227.htm)] [added: Certification](https://www.sec.gov/Archives/edgar/data/728535/000143774924005368/ex_628114.htm)] |

| 101.INS | | [added: |] Inline XBRL Instance Document |

| 101.SCH | | [added: |] Inline XBRL Taxonomy Extension Schema Document |

| 101.CAL | | [added: |] Inline XBRL Taxonomy Extension Calculation Linkbase Document |

| 101.DEF | | [added: |] Inline XBRL Taxonomy Extension Definition Linkbase Document |

| 101.LAB | | [added: |] Inline XBRL Taxonomy Extension Label Linkbase Document |

| 101.PRE | | [added: |] Inline XBRL Taxonomy Extension Presentation Linkbase Document |

| 104 | | [added: |] Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101). |

Pursuant to the requirements of Sections 13 or 15(d) 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, in the City of Lowell, Arkansas, on the [removed: 24th] [added: 23rd] day of February [removed: 2023.][added: 2024.]

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on the [removed: 24th] [added: 23rd] day of February [removed: 2023,] [added: 2024,] on behalf of the registrant and in the capacities indicated.

| [removed: *By] [added: * By] | /s/ John N. Roberts, III | | [added: |]

| | John N. Roberts, III | | [added: |]

| | As Attorney-in-Fact Pursuant to Powers of Attorney filed herewith | | [added: |]

| Management’s Report on Internal Control Over Financial Reporting | [removed: 33] [added: 34] |

| Report of Independent Registered Public Accounting Firm (PCAOB ID Number 238) | [removed: 34] [added: 35] |

| Consolidated Balance Sheets as of December 31, [removed: 2022] [added: 2023] and [removed: 2021] [added: 2022] | 37 |

| Consolidated Statements of Earnings for years ended December 31, [added: 2023,] 2022, [removed: 2021,] and [removed: 2020] [added: 2021] | 38 |

| Consolidated Statements of [removed: Stockholders’] [added: Shareholders’] Equity for years ended December 31, [added: 2023,] 2022, [removed: 2021,] and [removed: 2020] [added: 2021] | 39 |

| | | | | | | | | | | | | | | | | |

| December 31, 2023 | | | 22.3 | | | | 9.0 | | | | (6.7 | ) | | | 24.6 | |

| 3.5 | | | [Amendment No. 3 to the Second Amended and Restated Bylaws of J.B. Hunt Transport Services, Inc., dated October 19, 2023 (incorporated by reference from Exhibit 3.1 of the Company’s current report on Form 8-K, filed October 24, 2023)](http://www.sec.gov/Archives/edgar/data/728535/000143774923028815/ex_583766.htm) |

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| 97.1 | | | [Policy relating to recovery of erroneously awarded compensation, as required by applicable listing standards adopted pursuant to 17 C.F.R. 240.10D-1.](https://www.sec.gov/Archives/edgar/data/728535/000143774924005368/ex_628115.htm) |

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| | | | |

| | Persio Lisboa | | |

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| | Patrick Ottensmeyer | | |

| | | | |

| --- | --- | --- | --- |

As described in Note 2 to the consolidated financial statements, the Company maintains insurance coverage for a portion of expenses related to employee injuries, vehicular collisions, accidents and cargo damage which include a level of self-insurance coverage applicable to each claim.

Springdale, Arkansas

February 23, 2024

| | | 2023 | | | | 2022 | | |

| Cash and cash equivalents | | $ | 53,344 | | | $ | 51,927 | |

| Shareholders’ equity: | | | | | | | | |

Years Ended December 31, 2023, 2022 and 2021

| Net earnings | | | \- | | | | \- | | | | 728,287 | | | | \- | | | | 728,287 | |

| Balances at December 31, 2023 | | $ | 1,671 | | | $ | 549,132 | | | $ | 6,978,119 | | | $ | (3,425,164 | ) | | $ | 4,103,758 | |

Years Ended December 31, 2023, 2022 and 2021

| --- | --- | --- |

| December 31, 2020 | | $ | 13.3 | | | $ | 5.6 | | | $ | (0.5 | ) | | $ | 18.4 | |

| Exhibit | | |

| | | |

| 23.2 | | [Consent of Ernst & Young LLP](https://www.sec.gov/Archives/edgar/data/728535/000143774923004530/ex_478223.htm) |

| | * | | Member of the Board of Directors |

| | Douglas G. Duncan | | |

| | Gary C. George | | |

| | Gale V. King | | |

| | |

| Report of Prior Independent Registered Public Accounting Firm (PCAOB ID Number 42) | 36 |

Report of Independent Registered Public Accounting Firm

As described in Note 2 to the consolidated financial statements, the Company is substantially self-insured for loss of and damage to owned and leased revenue equipment.

Fayetteville, Arkansas

February 24, 2023

To the Stockholders and the Board of Directors of J.B. Hunt Transport Services, Inc.

Opinion on the Financial Statements

We have audited the accompanying consolidated statements of earnings, stockholders' equity and cash flows of J.B. Hunt Transport Services, Inc. (the Company) for the year ended December 31, 2020, and the related notes to the financial statements (collectively referred to as the “consolidated financial statements”).

In our opinion, the consolidated financial statements present fairly, in all material respects, the results of the operations of the Company and its cash flows for the year ended December 31, 2020, in conformity with U.S. generally accepted accounting principles.

Basis for Opinion

These financial statements are the responsibility of the Company's management.

Our responsibility is to express an opinion on the Company’s financial statements based on our audit.

We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit in accordance with the standards of the PCAOB.

Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.

Our audit included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks.

Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements.

Our audit also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements.

We believe that our audit provides a reasonable basis for our opinion.

/s/ Ernst & Young LLP

We served as the Company’s auditor from 2005 to 2021.

Rogers, Arkansas

February 22, 2021

| Stockholders’ equity: | | | | | | | | |

| Balances at December 31, 2019 | | $ | 1,671 | | | $ | 374,049 | | | $ | 4,592,938 | | | $ | (2,701,629 | ) | | $ | 2,267,029 | |

| Net earnings | | | \- | | | | \- | | | | 506,035 | | | | \- | | | | 506,035 | |

| Cash and cash equivalents at end of year | | $ | 51,927 | | | $ | 355,549 | | | $ | 313,302 | |

Our $350 million of 3.30% senior notes matured in August 2022.

The entire outstanding balance was paid in full at maturity.

| Unvested at December 31, 2019 | | | 1,313,418 | | | $ | 91.22 | |