Cover and table of contents

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Cover and table of contents

Table of Contents

United States

Securities and Exchange Commission

Washington, D.C. 20549


Form 10-Q

(Mark One)

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

For the quarterly period ended June 30, 2025 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 number 001-15451


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United Parcel Service, Inc.

(Exact name of registrant as specified in its charter)

Delaware58-2480149
(State or Other Jurisdiction of Incorporation or Organization)(IRS Employer Identification No.)
55 Glenlake Parkway N.E. ,Atlanta,Georgia30328
(Address of Principal Executive Offices)(Zip Code)

(404) 828-6000

(Registrant's telephone number, including area code)


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

Title of Each ClassTrading SymbolName of Each Exchange on Which Registered
Class B common stock, par value $0.01 per shareUPSNew York Stock Exchange
1.625% Senior Notes due 2025UPS25New York Stock Exchange
1% Senior Notes due 2028UPS28New York Stock Exchange
1.500% Senior Notes due 2032UPS32New York Stock Exchange

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 filerxAccelerated filer☐Emerging growth company☐
Non-accelerated filer☐Smaller reporting 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 ☑

There were 111,526,738 Class A shares, and 736,042,904 Class B shares, with a par value of $0.01 per share, outstanding at July 21, 2025.

Table of Contents

TABLE OF CONTENTS

PART I—FINANCIAL INFORMATION
Cautionary Statement About Forward-Looking Statements1
Item 1.Financial Statements2
Consolidated Balance Sheets2
Statements of Consolidated Income3
Statements of Consolidated Comprehensive Income (Loss)3
Statements of Consolidated Cash Flows4
Notes to Unaudited, Consolidated Financial Statements5
Note 1—Basis of Presentation and Accounting Policies5
Note 2—Recent Accounting Pronouncements6
Note 3—Revenue Recognition7
Note 4—Stock-Based Compensation9
Note 5—Marketable Securities and Non-Current Investments11
Note 6—Property, Plant and Equipment14
Note 7—Employee Benefit Plans15
Note 8—Goodwill and Intangible Assets17
Note 9—Debt and Financing Arrangements19
Note 10—Leases22
Note 11—Legal Proceedings and Contingencies24
Note 12—Shareowners' Equity25
Note 13—Segment Information29
Note 14—Earnings Per Share32
Note 15—Derivative Instruments and Risk Management33
Note 16—Income Taxes38
Note 17—Transformation Strategy Costs39
Note 18—Acquisitions & Dispositions42
Item 2.Management's Discussion and Analysis of Financial Condition and Results of Operations43
Overview43
Supplemental Information - Items Affecting Comparability46
Results of Operations - Segment Review51
U.S. Domestic Package Operations52
International Package Operations55
Supply Chain Solutions Operations58
Consolidated Operating Expenses61
Other Income (Expense)65
Income Tax Expense66
Liquidity and Capital Resources67
Cash Flows From Operating Activities67
Cash Flows From Investing Activities68
Cash Flows From Financing Activities70
Sources of Credit71
Contractual Commitments71
Legal Proceedings and Contingencies71
Collective Bargaining Agreements73
Recent Accounting Pronouncements73
Item 3.Quantitative and Qualitative Disclosures About Market Risk74
Item 4.Controls and Procedures75
PART II—OTHER INFORMATION
Item 1.Legal Proceedings76
Item 1A.Risk Factors76
Item 2.Unregistered Sales of Equity Securities and Use of Proceeds77
Item 5.Other Information78
Item 6.Exhibits79

Table of Contents

PART I. FINANCIAL INFORMATION

Cautionary Statement About Forward-Looking Statements

This report, our Annual Report on Form 10-K for the year ended December 31, 2024 and our other filings with the Securities and Exchange Commission contain and in the future may contain "forward-looking statements." Statements other than those of current or historical fact, and all statements accompanied by terms such as "will," "believe," "project," "expect," "estimate," "assume," "intend," "anticipate," "target," "plan," and similar terms, are intended to be forward-looking statements.

From time to time, we also include written or oral forward-looking statements in other publicly disclosed materials. Such statements may relate to our intent, belief, forecasts of, or current expectations about our strategic direction, prospects, future results, or future events; they do not relate strictly to historical or current facts. Management believes that these forward-looking statements are reasonable as and when made. However, caution should be taken not to place undue reliance on any forward-looking statements because such statements speak only as of the date when made and the future, by its very nature, cannot be predicted with certainty.

Forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from our historical experience and our present expectations or anticipated results. These risks and uncertainties include, but are not limited to: changes in general economic conditions in the U.S. or internationally, including as a result of changes in global trade policy and new or increased tariffs; significant competition on a local, regional, national and international basis; changes in our relationships with our significant customers; our ability to attract and retain qualified employees; strikes, work stoppages or slowdowns by our employees; increased or more complex physical or operational security requirements; a significant cybersecurity incident, or increased data protection regulations; our ability to maintain our brand image and corporate reputation; impacts from global climate change; interruptions in or impacts on our business from natural or man-made events or disasters including terrorist attacks, epidemics or pandemics; exposure to changing economic, political, regulatory and social developments in international and emerging markets; our ability to realize the anticipated benefits from acquisitions, dispositions, joint ventures or strategic alliances; the effects of changing prices of energy, including gasoline, diesel, jet fuel and other fuels, and interruptions in supplies of these commodities; changes in exchange rates or interest rates; our ability to accurately forecast our future capital investment needs; increases in our expenses or funding obligations relating to employee health, retiree health and/or pension benefits; our ability to manage insurance and claims expenses; changes in business strategy, government regulations or economic or market conditions that may result in impairments of our assets; potential additional U.S. or international tax liabilities; increasingly stringent regulations related to climate change; potential claims or litigation related to labor and employment, personal injury, property damage, business practices, environmental liability and other matters; and other risks discussed in our filings with the Securities and Exchange Commission from time to time, including our Annual Report on Form 10-K for the year ended December 31, 2024 and subsequently filed reports. You should consider the limitations on, and risks associated with, forward-looking statements and not unduly rely on the accuracy of predictions contained in such forward-looking statements. We do not undertake any obligation to update forward-looking statements to reflect events, circumstances, changes in expectations, or the occurrence of unanticipated events after the date of those statements, except as required by law.

The Company routinely posts important information, including news releases, announcements, materials provided or displayed at analyst or investor conferences, and other statements about its business and results of operations, that may be deemed material to investors on the Company’s Investors Relations website at www.investors.ups.com. The Company uses its website as a means of disclosing material, nonpublic information and for complying with the Company’s disclosure obligations under Regulation FD. Investors should monitor the Company’s Investor Relations website in addition to following the Company’s press releases, filings with the SEC, public conference calls and webcasts. We do not incorporate the contents of any website into this or any other report we file with the SEC.

Table of Contents

Next: Item 1. Financial Statements