PACCAR 10-Q 2023-06-30

Filed 2023-08-02. 8 sections, 222K characters. Original on sec.gov · Markdown · JSON

Cover and table of contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

☒Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the quarterly period ended June 30, 2023

OR

☐Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the transition period from to

Commission File No. 001-14817

PACCAR Inc

(Exact name of registrant as specified in its charter)

Delaware91-0351110
(State or other jurisdiction of incorporation or organization)(I.R.S. Employer Identification No.)
777 - 106th Ave. N.E.****, Bellevue**,** WA98004
(Address of principal executive offices)(Zip Code)

(425) 468-7400

(Registrant's telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Title of Each ClassTrading Symbol(s)Name of Each Exchange on Which Registered
Common stock, $1 par valuePCARThe Nasdaq Stock Market

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. Yes ☒ No ☐

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 such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a 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 12b‑2 of the Exchange Act.

Large accelerated filer☒Accelerated filer☐
Non-accelerated filer☐Smaller reporting company☐
Emerging growth company☐

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. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date.

Common Stock, $1 par value — 522,805,095 shares as of July 27, 2023

PACCAR Inc – Form 10-Q

INDEX

Page
PART I.FINANCIAL INFORMATION:
ITEM 1.FINANCIAL STATEMENTS:
Consolidated Statements of Comprehensive Income – Three and Six Months Ended June 30, 2023 and 2022 (Unaudited)3
Consolidated Balance Sheets – June 30, 2023 (Unaudited) and December 31, 20224
Condensed Consolidated Statements of Cash Flows – Six Months Ended June 30, 2023 and 2022 (Unaudited)6
Consolidated Statements of Stockholders’ Equity – Three and Six Months Ended June 30, 2023 and 2022 (Unaudited)7
Notes to Consolidated Financial Statements (Unaudited)8
ITEM 2.MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS33
ITEM 3.QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK49
ITEM 4.CONTROLS AND PROCEDURES49
ITEM 5.OTHER INFORMATION49
PART II.OTHER INFORMATION:
ITEM 1.LEGAL PROCEEDINGS50
ITEM 1A.RISK FACTORS50
ITEM 2.UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS50
ITEM 6.EXHIBITS51
INDEX TO EXHIBITS51
SIGNATURE54

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PART I – FINANCI****AL INFORMATION

Item 1. FINANCIAL STATEMENTS

Consolidated Statements of Com****prehensive Income (Unaudited)

(Millions, Except Per Share Amounts)

Three Months EndedSix Months Ended
June 30June 30
2023202220232022
TRUCK, PARTS AND OTHER:
Net sales and revenues$8,441.3$6,786.2$16,491.4$12,892.6
Cost of sales and revenues6,851.75,811.013,344.811,096.5
Research and development101.380.4198.5158.4
Selling, general and administrative144.9144.9304.7292.9
Interest and other (income) expense, net**(**17.7)(22.4)561.1(54.4)
7,080.26,013.914,409.111,493.4
Truck, Parts and Other Income Before Income Taxes1,361.1772.32,082.31,399.2
FINANCIAL SERVICES:
Interest and fees238.7150.9446.7283.2
Operating lease, rental and other revenues201.1221.6416.3455.5
Revenues439.8372.5863.0738.7
Interest and other borrowing expenses115.546.4209.386.2
Depreciation and other expenses137.8145.4280.1288.9
Selling, general and administrative37.031.972.267.6
Provision for losses on receivables4.84.47.94.6
295.1228.1569.5447.3
Financial Services Income Before Income Taxes144.7144.4293.5291.4
Investment income62.75.4111.72.9
Total Income Before Income Taxes1,568.5922.12,487.51,693.5
Income taxes347.4201.7532.5372.6
Net Income$1,221.1$720.4$1,955.0$1,320.9
Net Income Per Share
Basic$2.33$1.38$3.73$2.53
Diluted$2.33$1.37$3.73$2.52
Weighted Average Number of Common Shares Outstanding
Basic523.8522.6523.6522.5
Diluted524.8523.2524.6523.2
Comprehensive Income$1,316.5$486.4$2,130.6$1,130.3

See Notes to Consolidated Financial Statements.

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Consolidated Balance Sheets (Millions)

June 30December 31
20232022 *
(Unaudited)
ASSETS
TRUCK, PARTS AND OTHER:
Current Assets
Cash and cash equivalents$4,927.9$4,544.7
Trade and other receivables, net (allowance for losses: 2023 - $.7, 2022 - $.6)2,350.91,919.8
Marketable securities1,690.51,614.2
Inventories, net2,712.92,198.8
Other current assets709.3682.0
Total Truck, Parts and Other Current Assets12,391.510,959.5
Equipment on operating leases, net163.2190.8
Property, plant and equipment, net3,601.83,468.4
Other noncurrent assets, net1,670.61,477.2
Total Truck, Parts and Other Assets17,827.116,095.9
FINANCIAL SERVICES:
Cash and cash equivalents218.0146.2
Finance and other receivables, net (allowance for losses: 2023 - $126.2, 2022 - $121.1)15,664.313,791.9
Equipment on operating leases, net2,351.22,612.5
Other assets807.1629.0
Total Financial Services Assets19,040.617,179.6
$36,867.7$33,275.5
  • The December 31, 2022 consolidated balance sheet has been derived from audited financial statements.

See Notes to Consolidated Financial Statements.

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Consolidated Balance Sheets (Millions)

June 30December 31
20232022 *
(Unaudited)
LIABILITIES AND STOCKHOLDERS' EQUITY
TRUCK, PARTS AND OTHER:
Current Liabilities
Accounts payable, accrued expenses and other$5,333.5$4,511.7
Dividend payable974.6
Total Truck, Parts and Other Current Liabilities5,333.55,486.3
Residual value guarantees and deferred revenues179.9209.2
Other liabilities1,970.81,490.1
Total Truck, Parts and Other Liabilities7,484.27,185.6
FINANCIAL SERVICES:
Accounts payable, accrued expenses and other1,028.0826.8
Commercial paper and bank loans4,637.03,604.9
Term notes7,953.17,866.7
Deferred taxes and other liabilities686.1624.4
Total Financial Services Liabilities14,304.212,922.8
STOCKHOLDERS' EQUITY:
Preferred stock, no par value - authorized 1.0 million shares, none issued
Common stock, $1 par value - authorized 1.2 billion shares, issued 522.8 and 522.0 million shares522.8522.0
Additional paid-in capital241.8196.1
Treasury stock, at cost - .04 million and nil shares**(**3.0)
Retained earnings15,095.513,402.4
Accumulated other comprehensive loss**(**777.8)(953.4)
*

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Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

OVERVIEW:

PACCAR is a global technology company whose Truck segment includes the design and manufacture of high-quality light-, medium- and heavy-duty commercial trucks. In North America, trucks are sold under the Kenworth and Peterbilt nameplates, in Europe, under the DAF nameplate and in Australia and South America, under the Kenworth and DAF nameplates. The Parts segment includes the distribution of aftermarket parts for trucks and related commercial vehicles. The Company’s Financial Services segment derives its earnings primarily from financing or leasing PACCAR products in North America, Europe, Australia and South America. The Company’s Other business includes the manufacturing and marketing of industrial winches.

Second Quarter Financial Highlights:

Worldwide net sales and revenues were $8.88 billion in 2023 compared to $7.16 billion in 2022, primarily due to higher truck and parts revenues.

Truck revenues were $6.83 billion in 2023 compared to $5.34 billion in 2022, primarily due to higher truck deliveries and price realization in all markets.

Parts sales were $1.60 billion in 2023 compared to $1.43 billion in 2022 reflecting higher price realization in North America and Europe.

Financial Services revenues were $439.8 million in 2023 compared to $372.5 million in 2022, primarily due to portfolio growth and higher portfolio yields.

Net income was $1.22 billion ($2.33 per diluted share) in 2023 compared to $720.4 million ($1.37 per diluted share) in 2022 due to higher Truck, Parts and Financial Services operating results.

Capital investments were $179.1 million in 2023 compared to $121.0 million in 2022.

Research and development (R&D) expenses were $101.3 million in 2023 compared to $80.4 million in 2022.

First Six Months Financial Highlights:

Worldwide net sales and revenues were $17.35 billion in 2023 compared to $13.63 billion in 2022, primarily due to higher truck and parts revenues.

Truck revenues were $13.24 billion in 2023 compared to $10.03 billion in 2022, primarily due to higher truck deliveries and price realization in all markets.

Parts sales were $3.22 billion in 2023 compared to $2.82 billion in 2022 reflecting higher price realization.

Financial Services revenues were $863.0 million in 2023 compared to $738.7 million in 2022, primarily due to portfolio growth and higher portfolio yields.

Net income was $1.96 billion ($3.73 per diluted share) in 2023 compared to $1.32 billion ($2.52 per diluted share) in 2022 due to higher Truck, Parts and Financial Services operating results.

Adjusted net income (non-GAAP), excluding a $446.4 million after-tax non-recurring charge related to civil litigation in Europe in the first quarter of this year, was $2.40 billion ($4.58 per diluted share). See Reconciliation of GAAP to Non-GAAP Financial Measures on page 47.

Capital investments were $312.0 million in 2023 compared to $234.5 million in 2022.

Research and development (R&D) expenses were $198.5 million in 2023 compared to $158.4 million in 2022.

The PACCAR Financial Services (PFS) group of companies has operations covering four continents and 26 countries. The global breadth of PFS and its rigorous credit application process support a portfolio of loans and leases with total assets of $19.04 billion. PFS issued $1.48 billion in medium-term notes during the first six months of 2023 to support new business volume and repay maturing debt.

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Truck Outlook

Truck industry heavy-duty retail sales in the U.S. and Canada in 2023 are expected to be 290,000 to 320,000 units compared to 283,500 in 2022. In Europe, 2023 truck industry registrations for over 16-tonne vehicles are expected to be 300,000 to 330,000 units compared to 297,500 in 2022. In South America, heavy-duty truck industry registrations in 2023 are projected to be 105,000 to 115,000 as compared to 137,100 in 2022.

The Company has been affected by an industry-wide undersupply of component parts and anticipates the shortages may continue to affect deliveries in 2023.

Parts Outlook

In 2023, PACCAR Parts sales are expected to increase 10-13% compared to 2022 levels reflecting good retail demand.

Financial Services Outlook

In 2023, average earning assets are expected to increase 7-10% compared to 2022. If current freight transportation conditions decline due to weaker economic conditions, then past due accounts, truck repossessions and credit losses would likely increase from the current low levels and new business volume would likely decline.

Capital Investments and R&D Outlook

Capital investments in 2023 are expected to be $625 to $675 million and R&D is expected to be $400 to $430 million. The Company is increasing its investment in fuel efficient diesel and electric powertrain technologies, autonomous systems, connected vehicle services, the next-generation manufacturing and parts and distribution capabilities.

See the Forward-Looking Statements section of Management’s Discussion and Analysis for factors that may affect these outlooks.

RESULTS OF OPERATIONS:

The Company’s results of operations for the three and six months ended June 30, 2023 and 2022 are presented below.

Three Months EndedSix Months Ended
June 30June 30
($ in millions, except per share amounts)2023202220232022
Net sales and revenues:
Truck$6,827.5$5,336.4$13,241.3$10,033.5
Parts1,598.91,434.73,221.92,823.6
Other14.915.128.235.5
Truck, Parts and Other8,441.36,786.216,491.412,892.6
Financial Services439.8372.5863.0738.7
$8,881.1$7,158.7$17,354.4$13,631.3
Income before income taxes:
Truck$948.3$422.1$1,842.6$698.8
Parts419.3353.3857.9693.5
Other*(6.5)(3.1)(618.2)6.9
Truck, Parts and Other1,361.1772.32,082.31,399.2
Financial Services144.7144.4293.5291.4
Investment income62.75.4111.72.9
Income taxes(347.4)(201.7)(532.5)(372.6)
Net income$1,221.1$720.4$1,955.0$1,320.9
Diluted earnings per share$2.33$1.37$3.73$2.52
After-tax return on revenues13.7%10.1%11.3%9.7%
After-tax adjusted return on revenues (non-GAAP)**13.8%
  • In 2023, Other includes a $600.0 million non-recurring charge related to civil litigation in Europe (EC-related claims) in the first quarter 2023.

** See Reconciliation of GAAP to Non-GAAP Financial Measures for 2023 on page 47.

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The following provides an analysis of the results of operations for the Company’s three reportable segments - Truck, Parts and Financial Services. Wh

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Item 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

There were no material changes in the Company’s market risk during the three months ended June 30, 2023. For additional information, refer to Item 7A as presented in the 2022 Annual Report on Form 10‑K.

Item 4. CONTROLS AND PROCEDURES

The Company’s management, with the participation of the Principal Executive Officer and Principal Financial Officer, conducted an evaluation of the effectiveness of the Company’s disclosure controls and procedures (as defined in Exchange Act Rule 13a-15(e)) as of the period covered by this report. Based on that evaluation, the Principal Executive Officer and Principal Financial Officer concluded that the Company’s disclosure controls and procedures were effective as of the end of the period covered by this report.

There have been no changes in the Company’s internal controls over financial reporting that occurred during the fiscal quarter covered by this quarterly report that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

Item 5. OTHER INFORMATION

None of the Company’s directors or officers adopted, modified or terminated a Rule 10b5-1 trading arrangement or a non-Rule 10b5-1 trading arrangement during the Company’s quarter ended June 30, 2023, as such terms are defined under Item 408(a) of Regulation S-K.

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PART II – OTHE****R INFORMATION

For Items 3, 4 and 5, there was no reportable information for the six months ended June 30, 2023.

ITEM 1. LEGAL PROCEEDINGS

Refer to Note M – “Commitments and Contingencies” in the Notes to Consolidated Financial Statements (Part I, Item 1) for discussion on litigation matters, which is incorporated by reference herein.

Item 1A. RISK FACTORS

For information regarding risk factors, refer to Part I, Item 1A as presented in the 2022 Annual Report on Form 10-K. There have been no material changes in the Company’s risk factors during the three months ended June 30, 2023.

ITEM 2. UNREGISTERED SALES OF EQUI****TY SECURITIES AND USE OF PROCEEDS

For Items 2(a) and (b), there was no reportable information for the three months ended June 30, 2023.

(c)

Issuer purchases of equity securities.

On December 4, 2018, PACCAR’s Board of Directors approved the repurchase of up to $500.0 million of the Company’s outstanding common stock. As of June 30, 2023, the Company has repurchased $110.0 million of shares under this plan. There were no repurchases made under this plan during the first half of 2023.

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Item 6. EXHIBITS

Any exhibits filed herewith are listed in the accompanying index to exhibits.

INDEX TO EXHIBITS

Exhibit NumberExhibit DescriptionFormDate of First FilingExhibit NumberFile Number
(3) (i)Articles of Incorporation:
Amended and Restated Certificate of Incorporation of PACCAR Inc8-KMay 4, 20183(i)001-14817
Certificate of Amendment of the Amended and Restated Certificate of Incorporation of PACCAR Inc8-KApril 24, 20203(i)001-14817
Certificate of Amendment of the Amended and Restated Certificate of Incorporation of PACCAR Inc8-KApril 29, 20223(i)001-14817
(ii)Bylaws:
Seventh Amended and Restated Bylaws of PACCAR Inc8-KJuly 26, 20223(ii)001-14817
(4)Instruments defining the rights of security holders, including indentures**:
(a)Indenture for Senior Debt Securities dated as of November 20, 2009 between PACCAR Financial Corp. and The Bank of New York Mellon Trust Company, N.A.S-3November 20, 20094.1333-163273
(b)Forms of Medium-Term Note, Series O (PACCAR Financial Corp.)S-3November 5, 20154.2 and 4.3333-207838
(c)Forms of Medium-Term Note, Series P (PACCAR Financial Corp.)S-3November 2, 20184.2 and 4.3333-228141
(d)Forms of Medium-Term Note, Series Q (PACCAR Financial Corp.)S-3November 1, 20214.3 and 4.4333-260663
(e)Terms and Conditions of the Notes applicable to the €2,500,000,000 Medium Term Note Programme of PACCAR Financial Europe B.V. set forth in the Information Memorandum dated May 29, 202010-QAugust 3, 20204(h)001-14817
(f)Terms and Conditions of the Notes applicable to the €2,500,000,000 Medium Term Note Programme of PACCAR Financial Europe B.V. set forth in the Information Memorandum dated July 15, 202110-QAugust 2, 20214(g)001-14817
(g)Terms and Conditions of the Notes applicable to the €2,500,000,000 Medium Term Note Programme of PACCAR Financial Europe B.V. set forth in the Information Memorandum dated July 13, 202210-QAugust 2, 20224(h)001-14817
(h)Description of the Registrant’s Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 193410-KFebruary 19, 20204(j)001-14817
**Pursuant to the Instructions to Exhibits, certain instruments defining the rights of holders of long-term debt securities of the Company and its wholly owned subsidiaries are not filed because the total amount of securities authorized under any such instrument does not exceed 10 percent of the Company’s total assets. The Company will file copies of such instruments upon request of the Commission.

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Exhibit NumberExhibit DescriptionFormDate of First FilingExhibit NumberFile Number
(10)Material Contracts:
(a)PACCAR Inc Amended and Restated Supplemental Retirement Plan10-KFebruary 27, 200910(a)001-14817
(b)Amended and Restated Deferred Compensation Plan10-QMay 10, 201210(b)001-14817
(c)Deferred Incentive Compensation Plan (Amended and Restated as of December 31, 2004)10-KFebruary 27, 200610(b)001-14817
(d)Second Amended and Restated PACCAR Inc Restricted Stock and Deferred Compensation Plan for Non-Employee Directors10-KFebruary 22, 202310(d)001-14817
(e)PACCAR Inc Restricted Stock and Deferred Compensation Plan for Non-Employee Directors, Form of Deferred Restricted Stock Unit Agreement for Non-Employee Directors8-KDecember 10, 200799.3001-14817
(f)Amendment to Compensatory Arrangement with Non-Employee Directors10-KFebruary 26, 201510(g)001-14817
(g)PACCAR Inc Senior Executive Yearly Incentive Compensation Plan10-KFebruary 19, 202010(g)001-14817
(h)PACCAR Inc Long Term Incentive Plan10-KFebruary 22, 202310(h)001-14817
(i)Amendment One to PACCAR Inc Long Term Incentive Plan, Nonstatutory Stock Option Agreement and Form of Option Grant Agreement10-QAugust 7, 201310(k)001-14817
(j)PACCAR Inc Long Term Incentive Plan, 2018 Form of Restricted Stock Award Agreement10-KFebruary 21, 201910(m)001-14817
(k)PACCAR Inc Long Term Incentive Plan, Form of Restricted Stock Unit Agreement10-KFebruary 21, 201910(n)001-14817
(l)PACCAR Inc Savings Investment Plan, Amendment and Restatement effective September 1, 201610-QNovember 4, 201610(q)001-14817
(m)Memorandum of Understanding, dated as of May 11, 2007, by and among PACCAR Engine Company, the State of Mississippi and certain state and local supporting governmental entities8-KMay 16, 200710.1001-14817
(n)Letter Waiver Dated as of July 22, 2008 amending the Memorandum of Understanding, dated as of May 11, 2007, by and among PACCAR Engine Company, the State of Mississippi and certain state and local supporting governmental entities10-QOctober 27, 200810(o)001-14817
(o)Second Amendment to Memorandum of Understanding dated as of September 26, 2013, by and among PACCAR Engine Company, the Mississippi Development Authority and the Mississippi Major Economic Impact Authority10-QNovember 7, 201310(u)001-14817
(p)Third Amendment to Memorandum of Understanding dated as of November 12, 2019, by and among PACCAR Engine Company, the Mississippi Development Authority and the Mississippi Major Economic Impact Authority10-KFebruary 19, 202010(r)001-14817

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Exhibit NumberExhibit DescriptionFormDate of First FilingExhibit NumberFile Number
(q)Second Amended and Restated PACCAR Inc Restricted Stock and Deferred Compensation Plan for Non-Employee Directors, Form of Amended Deferred Restricted Stock Unit Grant Agreement10-KFebruary 26, 201510(t)001-14817
(r)Second Amended and Restated PACCAR Inc Restricted Stock and Deferred Compensation Plan for Non-Employee Directors, Form of Amended Restricted Stock Grant Agreement10-KFebruary 26, 201510(u)001-14817
(31)Rule 13a-14(a)/15d-14(a) Certifications:
(a)Certification of Principal Executive Officer*
(b)Certification of Principal Financial Officer*
(32)Section 1350 Certifications:
Certification pursuant to rule 13a-14(b) and section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. section 1350)*
(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

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SIGNA****TURE

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.

PACCAR Inc
(Registrant)
DateAugust 2, 2023By/s/ B. J. Poplawski
B. J. Poplawski
Vice President and Controller
(Authorized Officer and Chief Accounting Officer)

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