AG˹ٷ

STOCK TITAN

[10-Q] Expeditors International of Washington, Inc. Quarterly Earnings Report

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
10-Q
Rhea-AI Filing Summary

Expeditors International (EXPD) delivered solid top-line growth in Q2 2025. Net revenue rose 9% YoY to $2.65 bn, led by airfreight (+11%), customs & other services (+10%) and ocean (+4%). Operating expenses grew 8% to $2.40 bn, lifting operating income 11% to $247.7 mn and nudging the operating margin to 9.3% (9.2% LY). A higher effective tax rate of 28.7% (25.8% LY) limited bottom-line leverage; net earnings attributable to shareholders increased 5% to $183.6 mn. Diluted EPS rose 8% to $1.34 on a 4% lower diluted share count.

For 1H 2025, revenue climbed 14% to $5.32 bn and operating income 17% to $513.6 mn. Operating cash flow jumped 36% YoY to $521.8 mn, taking cash & equivalents to $1.16 bn. The asset-light forwarder remains debt-free with working capital of $1.54 bn and equity of $2.20 bn.

Management returned $513 mn to shareholders YTD (share buybacks $408 mn at $114.31/sh and dividends $105 mn), cutting outstanding shares to 135.7 mn. Headcount rose 6% as the firm invests in brokerage talent and IT. Risks include tariff-driven volume volatility, capacity additions that could pressure buy/sell rates, FX headwinds (Q2 loss $12 mn) and a structurally higher tax rate.

Expeditors International (EXPD) ha registrato una solida crescita dei ricavi nel secondo trimestre 2025. I ricavi netti sono aumentati del 9% su base annua, raggiungendo 2,65 miliardi di dollari, trainati dal trasporto aereo (+11%), dai servizi doganali e altri (+10%) e dal trasporto marittimo (+4%). Le spese operative sono cresciute dell'8% a 2,40 miliardi di dollari, portando il reddito operativo a salire dell'11% a 247,7 milioni di dollari e spingendo il margine operativo al 9,3% (rispetto al 9,2% dell'anno precedente). Un tasso fiscale effettivo più elevato del 28,7% (25,8% l'anno precedente) ha limitato l'effetto positivo sul risultato netto; gli utili netti attribuibili agli azionisti sono aumentati del 5% a 183,6 milioni di dollari. L'utile per azione diluito è cresciuto dell'8% a 1,34 dollari, grazie a una riduzione del 4% del numero di azioni diluite.

Nel primo semestre 2025, i ricavi sono saliti del 14% a 5,32 miliardi di dollari e il reddito operativo del 17% a 513,6 milioni di dollari. Il flusso di cassa operativo è aumentato del 36% su base annua, raggiungendo 521,8 milioni di dollari, portando la liquidità e le equivalenze a 1,16 miliardi di dollari. Il vettore a basso impatto patrimoniale rimane senza debiti, con un capitale circolante di 1,54 miliardi e un patrimonio netto di 2,20 miliardi di dollari.

La direzione ha restituito 513 milioni di dollari agli azionisti da inizio anno (riacquisti di azioni per 408 milioni a 114,31 dollari per azione e dividendi per 105 milioni), riducendo le azioni in circolazione a 135,7 milioni. Il personale è aumentato del 6% mentre l’azienda investe in talenti per il brokerage e IT. I rischi includono la volatilità dei volumi dovuta ai dazi, l’aumento della capacità che potrebbe comprimere i prezzi di acquisto/vendita, le perdite da cambio (12 milioni nel secondo trimestre) e un tasso fiscale strutturalmente più elevato.

Expeditors International (EXPD) mostró un sólido crecimiento en ingresos en el segundo trimestre de 2025. Los ingresos netos aumentaron un 9% interanual hasta 2,65 mil millones de dólares, impulsados por el transporte aéreo (+11%), servicios de aduanas y otros (+10%) y transporte marítimo (+4%). Los gastos operativos crecieron un 8% hasta 2,40 mil millones de dólares, elevando el ingreso operativo un 11% a 247,7 millones de dólares y aumentando el margen operativo al 9,3% (9,2% en el año anterior). Una tasa impositiva efectiva más alta del 28,7% (25,8% el año pasado) limitó el apalancamiento en la línea de fondo; las ganancias netas atribuibles a los accionistas aumentaron un 5% a 183,6 millones de dólares. Las ganancias por acción diluidas subieron un 8% a 1,34 dólares, con un recuento de acciones diluidas un 4% menor.

En el primer semestre de 2025, los ingresos crecieron un 14% hasta 5,32 mil millones de dólares y el ingreso operativo un 17% hasta 513,6 millones. El flujo de caja operativo aumentó un 36% interanual a 521,8 millones de dólares, llevando el efectivo y equivalentes a 1,16 mil millones. El transitario con pocos activos permanece sin deuda, con capital de trabajo de 1,54 mil millones y patrimonio neto de 2,20 mil millones de dólares.

La gerencia devolvió 513 millones de dólares a los accionistas en lo que va del año (recompras de acciones por 408 millones a 114,31 dólares por acción y dividendos por 105 millones), reduciendo las acciones en circulación a 135,7 millones. La plantilla creció un 6% mientras la empresa invierte en talento para corretaje y TI. Los riesgos incluyen la volatilidad del volumen por aranceles, aumentos de capacidad que podrían presionar las tarifas de compra/venta, impactos cambiarios (pérdida de 12 millones en el segundo trimestre) y una tasa impositiva estructuralmente más alta.

Expeditors International (EXPD)� 2025� 2분기� 견고� 매출 성장� 기록했습니다. 순매출은 전년 대� 9% 증가� 26� 5천만 달러�, 항공 화물(+11%), 통관 � 기타 서비�(+10%), 해상 운송(+4%)� 주도했습니다. 영업비용은 8% 증가� 24� 달러�, 영업이익은 11% 증가� 2� 4,770� 달러� 기록하며 영업이익률은 9.3%(전년 9.2%)� 소폭 상승했습니다. 유효세율� 28.7%(전년 25.8%)� 높아지면서 순이� 증가� 제한되었으나; 주주 귀� 순이익은 5% 증가� 1� 8,360� 달러� 기록했습니다. 희석주당순이익은 희석 주식 수가 4% 감소하며 8% 증가� 1.34달러였습니�.

2025� 상반� 매출은 14% 증가� 53� 2천만 달러, 영업이익은 17% 증가� 5� 1,360� 달러� 기록했습니다. 영업현금흐름은 전년 대� 36% 급증하여 5� 2,180� 달러� 달했으며, 현금 � 현금성자산은 11� 6천만 달러� 이르렀습니�. 자산 경량� 화물 운송업체� 부� 없이 15� 4천만 달러� 운전자본� 22� 달러� 자본� 유지하고 있습니다.

경영ѫ 올해 현재까지 주주들에� 5� 1,300� 달러� 환원했으�(주식 환매 4� 800� 달러, 주당 114.31달러, 배당� 1� 500� 달러), 유통 주식 수를 1� 3,570� 주로 줄였습니�. 인력은 6% 증가했으�, 회사� 중개 인재와 IT� 투자하고 있습니다. 위험 요인으로� 관세로 인한 물량 변동성, 매입/매출 운임 압박 가능성� 있는 용량 증가, 환율 역풍(2분기 1,200� 달러 손실), 구조적으� 높은 세율 등이 있습니다.

Expeditors International (EXPD) a affiché une solide croissance de son chiffre d'affaires au deuxième trimestre 2025. Le chiffre d'affaires net a augmenté de 9 % en glissement annuel pour atteindre 2,65 milliards de dollars, porté par le fret aérien (+11 %), les services douaniers et autres (+10 %) ainsi que le fret maritime (+4 %). Les charges d'exploitation ont progressé de 8 % pour atteindre 2,40 milliards de dollars, ce qui a permis un résultat opérationnel en hausse de 11 % à 247,7 millions de dollars et une légère hausse de la marge opérationnelle à 9,3 % (contre 9,2 % l'an dernier). Un taux d'imposition effectif plus élevé de 28,7 % (25,8 % l'an dernier) a limité l'effet sur le résultat net ; le bénéfice net attribuable aux actionnaires a augmenté de 5 % pour atteindre 183,6 millions de dollars. Le BPA dilué a progressé de 8 % à 1,34 dollar grâce à une baisse de 4 % du nombre d'actions diluées.

Pour le premier semestre 2025, le chiffre d'affaires a grimpé de 14 % à 5,32 milliards de dollars et le résultat opérationnel de 17 % à 513,6 millions. Les flux de trésorerie opérationnels ont bondi de 36 % en glissement annuel pour atteindre 521,8 millions de dollars, portant la trésorerie et équivalents à 1,16 milliard. Le transitaire à faible intensité d'actifs reste sans dette avec un fonds de roulement de 1,54 milliard et des capitaux propres de 2,20 milliards de dollars.

La direction a reversé 513 millions de dollars aux actionnaires depuis le début de l'année (rachats d'actions pour 408 millions à 114,31 dollars par action et dividendes pour 105 millions), réduisant le nombre d'actions en circulation à 135,7 millions. Les effectifs ont augmenté de 6 % alors que l'entreprise investit dans les talents du courtage et l'informatique. Les risques incluent la volatilité des volumes liée aux tarifs douaniers, les augmentations de capacité pouvant peser sur les tarifs d'achat/vente, les vents contraires liés aux changes (perte de 12 millions au T2) et un taux d'imposition structurellement plus élevé.

Expeditors International (EXPD) erzielte im zweiten Quartal 2025 ein solides Umsatzwachstum. Der Nettoumsatz stieg im Jahresvergleich um 9 % auf 2,65 Mrd. USD, angetrieben von Luftfracht (+11 %), Zoll- und anderen Dienstleistungen (+10 %) sowie Seefracht (+4 %). Die Betriebskosten erhöhten sich um 8 % auf 2,40 Mrd. USD, wodurch das Betriebsergebnis um 11 % auf 247,7 Mio. USD stieg und die operative Marge auf 9,3 % (Vorjahr 9,2 %) leicht anstieg. Ein höherer effektiver Steuersatz von 28,7 % (25,8 % Vorjahr) begrenzte den Nettogewinnanstieg; der den Aktionären zurechenbare Nettogewinn stieg um 5 % auf 183,6 Mio. USD. Das verwässerte Ergebnis je Aktie stieg um 8 % auf 1,34 USD bei einer um 4 % geringeren verwässerten Aktienzahl.

Für das erste Halbjahr 2025 stiegen die Umsätze um 14 % auf 5,32 Mrd. USD und das Betriebsergebnis um 17 % auf 513,6 Mio. USD. Der operative Cashflow stieg im Jahresvergleich um 36 % auf 521,8 Mio. USD, wodurch die liquiden Mittel auf 1,16 Mrd. USD anstiegen. Der asset-light Spediteur bleibt schuldenfrei mit einem Nettoumlaufvermögen von 1,54 Mrd. USD und einem Eigenkapital von 2,20 Mrd. USD.

Das Management hat bis heute 513 Mio. USD an die Aktionäre zurückgeführt (Aktienrückkäufe in Höhe von 408 Mio. USD zu 114,31 USD pro Aktie und Dividenden in Höhe von 105 Mio. USD), wodurch die ausstehenden Aktien auf 135,7 Mio. reduziert wurden. Die Mitarbeiterzahl stieg um 6 %, da das Unternehmen in Brokerage-Talente und IT investiert. Risiken umfassen volumenbedingte Schwankungen durch Zölle, Kapazitätserweiterungen, die Kauf-/Verkaufspreise unter Druck setzen könnten, Wechselkursbelastungen (Verlust von 12 Mio. USD im 2. Quartal) und einen strukturell höheren Steuersatz.

Positive
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Negative
  • None.

Insights

TL;DR: Revenue beat, modest EPS growth; cash rich, but higher tax rate tempers upside.

Q2 results show healthy demand and pricing discipline: 9% revenue growth beats global forwarding peers, while operating margin inched up 17 bps. EPS expansion of 8% lagged revenue due to a 290 bp tax-rate jump and 11% higher overhead. Robust 36% FCF growth funded ~$231 mn Q2 repurchases, driving 4% share shrinkage—key to sustaining per-share metrics. Balance sheet remains net-cash, offering downside protection. Near-term outlook hinges on tariff negotiations and new vessel/air-capacity additions that could compress spreads. Overall, fundamentals steady but not breakout; maintain neutral stance.

TL;DR: Strong cash generation and buybacks create shareholder value despite macro risks.

EXPD’s asset-light model again converted earnings to cash (OCF/NI >135%). With no long-term debt and >$1.1 bn cash, management can keep repurchasing shares and preserve a 1.3% dividend yield. Volume tailwinds from South-Asia sourcing shifts and brokerage complexity offset softer North-Asia export trends. While tariff/FX uncertainty persists, the company’s variable-cost structure and profit-based comp scheme protect margins. I view the quarter as incrementally positive and expect capital-return plus potential rate normalization to re-rate the stock.

Expeditors International (EXPD) ha registrato una solida crescita dei ricavi nel secondo trimestre 2025. I ricavi netti sono aumentati del 9% su base annua, raggiungendo 2,65 miliardi di dollari, trainati dal trasporto aereo (+11%), dai servizi doganali e altri (+10%) e dal trasporto marittimo (+4%). Le spese operative sono cresciute dell'8% a 2,40 miliardi di dollari, portando il reddito operativo a salire dell'11% a 247,7 milioni di dollari e spingendo il margine operativo al 9,3% (rispetto al 9,2% dell'anno precedente). Un tasso fiscale effettivo più elevato del 28,7% (25,8% l'anno precedente) ha limitato l'effetto positivo sul risultato netto; gli utili netti attribuibili agli azionisti sono aumentati del 5% a 183,6 milioni di dollari. L'utile per azione diluito è cresciuto dell'8% a 1,34 dollari, grazie a una riduzione del 4% del numero di azioni diluite.

Nel primo semestre 2025, i ricavi sono saliti del 14% a 5,32 miliardi di dollari e il reddito operativo del 17% a 513,6 milioni di dollari. Il flusso di cassa operativo è aumentato del 36% su base annua, raggiungendo 521,8 milioni di dollari, portando la liquidità e le equivalenze a 1,16 miliardi di dollari. Il vettore a basso impatto patrimoniale rimane senza debiti, con un capitale circolante di 1,54 miliardi e un patrimonio netto di 2,20 miliardi di dollari.

La direzione ha restituito 513 milioni di dollari agli azionisti da inizio anno (riacquisti di azioni per 408 milioni a 114,31 dollari per azione e dividendi per 105 milioni), riducendo le azioni in circolazione a 135,7 milioni. Il personale è aumentato del 6% mentre l’azienda investe in talenti per il brokerage e IT. I rischi includono la volatilità dei volumi dovuta ai dazi, l’aumento della capacità che potrebbe comprimere i prezzi di acquisto/vendita, le perdite da cambio (12 milioni nel secondo trimestre) e un tasso fiscale strutturalmente più elevato.

Expeditors International (EXPD) mostró un sólido crecimiento en ingresos en el segundo trimestre de 2025. Los ingresos netos aumentaron un 9% interanual hasta 2,65 mil millones de dólares, impulsados por el transporte aéreo (+11%), servicios de aduanas y otros (+10%) y transporte marítimo (+4%). Los gastos operativos crecieron un 8% hasta 2,40 mil millones de dólares, elevando el ingreso operativo un 11% a 247,7 millones de dólares y aumentando el margen operativo al 9,3% (9,2% en el año anterior). Una tasa impositiva efectiva más alta del 28,7% (25,8% el año pasado) limitó el apalancamiento en la línea de fondo; las ganancias netas atribuibles a los accionistas aumentaron un 5% a 183,6 millones de dólares. Las ganancias por acción diluidas subieron un 8% a 1,34 dólares, con un recuento de acciones diluidas un 4% menor.

En el primer semestre de 2025, los ingresos crecieron un 14% hasta 5,32 mil millones de dólares y el ingreso operativo un 17% hasta 513,6 millones. El flujo de caja operativo aumentó un 36% interanual a 521,8 millones de dólares, llevando el efectivo y equivalentes a 1,16 mil millones. El transitario con pocos activos permanece sin deuda, con capital de trabajo de 1,54 mil millones y patrimonio neto de 2,20 mil millones de dólares.

La gerencia devolvió 513 millones de dólares a los accionistas en lo que va del año (recompras de acciones por 408 millones a 114,31 dólares por acción y dividendos por 105 millones), reduciendo las acciones en circulación a 135,7 millones. La plantilla creció un 6% mientras la empresa invierte en talento para corretaje y TI. Los riesgos incluyen la volatilidad del volumen por aranceles, aumentos de capacidad que podrían presionar las tarifas de compra/venta, impactos cambiarios (pérdida de 12 millones en el segundo trimestre) y una tasa impositiva estructuralmente más alta.

Expeditors International (EXPD)� 2025� 2분기� 견고� 매출 성장� 기록했습니다. 순매출은 전년 대� 9% 증가� 26� 5천만 달러�, 항공 화물(+11%), 통관 � 기타 서비�(+10%), 해상 운송(+4%)� 주도했습니다. 영업비용은 8% 증가� 24� 달러�, 영업이익은 11% 증가� 2� 4,770� 달러� 기록하며 영업이익률은 9.3%(전년 9.2%)� 소폭 상승했습니다. 유효세율� 28.7%(전년 25.8%)� 높아지면서 순이� 증가� 제한되었으나; 주주 귀� 순이익은 5% 증가� 1� 8,360� 달러� 기록했습니다. 희석주당순이익은 희석 주식 수가 4% 감소하며 8% 증가� 1.34달러였습니�.

2025� 상반� 매출은 14% 증가� 53� 2천만 달러, 영업이익은 17% 증가� 5� 1,360� 달러� 기록했습니다. 영업현금흐름은 전년 대� 36% 급증하여 5� 2,180� 달러� 달했으며, 현금 � 현금성자산은 11� 6천만 달러� 이르렀습니�. 자산 경량� 화물 운송업체� 부� 없이 15� 4천만 달러� 운전자본� 22� 달러� 자본� 유지하고 있습니다.

경영ѫ 올해 현재까지 주주들에� 5� 1,300� 달러� 환원했으�(주식 환매 4� 800� 달러, 주당 114.31달러, 배당� 1� 500� 달러), 유통 주식 수를 1� 3,570� 주로 줄였습니�. 인력은 6% 증가했으�, 회사� 중개 인재와 IT� 투자하고 있습니다. 위험 요인으로� 관세로 인한 물량 변동성, 매입/매출 운임 압박 가능성� 있는 용량 증가, 환율 역풍(2분기 1,200� 달러 손실), 구조적으� 높은 세율 등이 있습니다.

Expeditors International (EXPD) a affiché une solide croissance de son chiffre d'affaires au deuxième trimestre 2025. Le chiffre d'affaires net a augmenté de 9 % en glissement annuel pour atteindre 2,65 milliards de dollars, porté par le fret aérien (+11 %), les services douaniers et autres (+10 %) ainsi que le fret maritime (+4 %). Les charges d'exploitation ont progressé de 8 % pour atteindre 2,40 milliards de dollars, ce qui a permis un résultat opérationnel en hausse de 11 % à 247,7 millions de dollars et une légère hausse de la marge opérationnelle à 9,3 % (contre 9,2 % l'an dernier). Un taux d'imposition effectif plus élevé de 28,7 % (25,8 % l'an dernier) a limité l'effet sur le résultat net ; le bénéfice net attribuable aux actionnaires a augmenté de 5 % pour atteindre 183,6 millions de dollars. Le BPA dilué a progressé de 8 % à 1,34 dollar grâce à une baisse de 4 % du nombre d'actions diluées.

Pour le premier semestre 2025, le chiffre d'affaires a grimpé de 14 % à 5,32 milliards de dollars et le résultat opérationnel de 17 % à 513,6 millions. Les flux de trésorerie opérationnels ont bondi de 36 % en glissement annuel pour atteindre 521,8 millions de dollars, portant la trésorerie et équivalents à 1,16 milliard. Le transitaire à faible intensité d'actifs reste sans dette avec un fonds de roulement de 1,54 milliard et des capitaux propres de 2,20 milliards de dollars.

La direction a reversé 513 millions de dollars aux actionnaires depuis le début de l'année (rachats d'actions pour 408 millions à 114,31 dollars par action et dividendes pour 105 millions), réduisant le nombre d'actions en circulation à 135,7 millions. Les effectifs ont augmenté de 6 % alors que l'entreprise investit dans les talents du courtage et l'informatique. Les risques incluent la volatilité des volumes liée aux tarifs douaniers, les augmentations de capacité pouvant peser sur les tarifs d'achat/vente, les vents contraires liés aux changes (perte de 12 millions au T2) et un taux d'imposition structurellement plus élevé.

Expeditors International (EXPD) erzielte im zweiten Quartal 2025 ein solides Umsatzwachstum. Der Nettoumsatz stieg im Jahresvergleich um 9 % auf 2,65 Mrd. USD, angetrieben von Luftfracht (+11 %), Zoll- und anderen Dienstleistungen (+10 %) sowie Seefracht (+4 %). Die Betriebskosten erhöhten sich um 8 % auf 2,40 Mrd. USD, wodurch das Betriebsergebnis um 11 % auf 247,7 Mio. USD stieg und die operative Marge auf 9,3 % (Vorjahr 9,2 %) leicht anstieg. Ein höherer effektiver Steuersatz von 28,7 % (25,8 % Vorjahr) begrenzte den Nettogewinnanstieg; der den Aktionären zurechenbare Nettogewinn stieg um 5 % auf 183,6 Mio. USD. Das verwässerte Ergebnis je Aktie stieg um 8 % auf 1,34 USD bei einer um 4 % geringeren verwässerten Aktienzahl.

Für das erste Halbjahr 2025 stiegen die Umsätze um 14 % auf 5,32 Mrd. USD und das Betriebsergebnis um 17 % auf 513,6 Mio. USD. Der operative Cashflow stieg im Jahresvergleich um 36 % auf 521,8 Mio. USD, wodurch die liquiden Mittel auf 1,16 Mrd. USD anstiegen. Der asset-light Spediteur bleibt schuldenfrei mit einem Nettoumlaufvermögen von 1,54 Mrd. USD und einem Eigenkapital von 2,20 Mrd. USD.

Das Management hat bis heute 513 Mio. USD an die Aktionäre zurückgeführt (Aktienrückkäufe in Höhe von 408 Mio. USD zu 114,31 USD pro Aktie und Dividenden in Höhe von 105 Mio. USD), wodurch die ausstehenden Aktien auf 135,7 Mio. reduziert wurden. Die Mitarbeiterzahl stieg um 6 %, da das Unternehmen in Brokerage-Talente und IT investiert. Risiken umfassen volumenbedingte Schwankungen durch Zölle, Kapazitätserweiterungen, die Kauf-/Verkaufspreise unter Druck setzen könnten, Wechselkursbelastungen (Verlust von 12 Mio. USD im 2. Quartal) und einen strukturell höheren Steuersatz.

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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, 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: 001-41871

 

EXPEDITORS INTERNATIONAL OF WASHINGTON, INC.

(Exact name of registrant as specified in its charter)

 

 

Washington

 

91-1069248

(State or other jurisdiction of

incorporation or organization)

 

(IRS Employer

Identification Number)

 

 

 

Sterling Plaza 2, 3rd Floor
3545 Factoria Blvd. SE

Bellevue, Washington

 

98006

(Address of principal executive offices)

 

(Zip Code)

 

(Registrant’s telephone number, including area code): (206) 674-3400

 

 

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

 

Title of each class

 

Trading Symbol(s)

 

Name of each exchange on which registered

Common Stock, par value $0.01 per share

 

EXPD

 

New 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, 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

At August 4, 2025, the number of shares outstanding of the issuer’s common stock was 135,718,520.

 

 


 

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements

EXPEDITORS INTERNATIONAL OF WASHINGTON, INC.

AND SUBSIDIARIES

Condensed Consolidated Balance Sheets

(In thousands, except per share data)

(Unaudited)

 

 

 

June 30,
2025

 

 

December 31,
2024

 

Assets:

 

 

 

 

 

 

Current Assets:

 

 

 

 

 

 

Cash and cash equivalents

 

$

1,156,162

 

 

$

1,148,320

 

Accounts receivable, less allowance for credit loss of
    $
7,575 at June 30, 2025 and $6,878 at December 31, 2024

 

 

2,005,094

 

 

 

1,997,840

 

Deferred contract costs

 

 

309,371

 

 

 

349,343

 

Other

 

 

180,949

 

 

 

164,272

 

Total current assets

 

 

3,651,576

 

 

 

3,659,775

 

Property and equipment, less accumulated depreciation and amortization
     of $
651,685 at June 30, 2025 and $615,533 at December 31, 2024

 

 

469,714

 

 

 

449,404

 

Operating lease right-of-use assets

 

 

565,367

 

 

 

551,652

 

Goodwill

 

 

7,927

 

 

 

7,927

 

Deferred federal and state income taxes, net

 

 

75,943

 

 

 

70,671

 

Other assets, net

 

 

15,954

 

 

 

15,029

 

Total assets

 

$

4,786,481

 

 

$

4,754,458

 

Liabilities:

 

 

 

 

 

 

Current Liabilities:

 

 

 

 

 

 

Accounts payable

 

 

1,118,283

 

 

 

1,036,749

 

Accrued liabilities, primarily salaries and related costs

 

 

468,426

 

 

 

451,921

 

Contract liabilities

 

 

385,414

 

 

 

441,927

 

Current portion of operating lease liabilities

 

 

113,626

 

 

 

106,736

 

Federal, state and foreign income taxes

 

 

30,525

 

 

 

29,140

 

Total current liabilities

 

 

2,116,274

 

 

 

2,066,473

 

Noncurrent portion of operating lease liabilities

 

 

472,924

 

 

 

462,201

 

Commitments and contingencies

 

 

 

 

 

 

Shareholders’ Equity:

 

 

 

 

 

 

Common stock, par value $0.01 per share. Issued and outstanding: 135,134 at June 30, 2025 and 138,003 at December 31, 2024

 

 

1,351

 

 

 

1,380

 

Additional paid-in capital

 

 

 

 

 

 

Retained earnings

 

 

2,380,278

 

 

 

2,455,132

 

Accumulated other comprehensive loss

 

 

(186,275

)

 

 

(233,500

)

Total shareholders’ equity

 

 

2,195,354

 

 

 

2,223,012

 

Noncontrolling interest

 

 

1,929

 

 

 

2,772

 

Total equity

 

 

2,197,283

 

 

 

2,225,784

 

Total liabilities and equity

 

$

4,786,481

 

 

$

4,754,458

 

See accompanying notes to condensed consolidated financial statements.

2


 

EXPEDITORS INTERNATIONAL OF WASHINGTON, INC.

AND SUBSIDIARIES

Condensed Consolidated Statements of Earnings

(In thousands, except per share data)

(Unaudited)

 

 

 

Three months ended June 30,

 

 

Six months ended June 30,

 

 

 

2025

 

 

2024

 

 

2025

 

 

2024

 

Revenues:

 

 

 

 

 

 

 

 

 

 

 

 

Airfreight services

 

$

951,787

 

 

$

860,323

 

 

$

1,853,547

 

 

$

1,619,697

 

Ocean freight and ocean services

 

 

675,782

 

 

 

651,675

 

 

 

1,457,447

 

 

 

1,222,461

 

Customs brokerage and other services

 

 

1,024,316

 

 

 

927,003

 

 

 

2,007,310

 

 

 

1,803,521

 

Total revenues

 

 

2,651,885

 

 

 

2,439,001

 

 

 

5,318,304

 

 

 

4,645,679

 

Operating Expenses:

 

 

 

 

 

 

 

 

 

 

 

 

Airfreight services

 

 

698,402

 

 

 

645,168

 

 

 

1,346,896

 

 

 

1,182,759

 

Ocean freight and ocean services

 

 

483,475

 

 

 

478,121

 

 

 

1,057,376

 

 

 

892,104

 

Customs brokerage and other services

 

 

571,480

 

 

 

516,119

 

 

 

1,125,760

 

 

 

997,825

 

Salaries and related

 

 

471,336

 

 

 

426,431

 

 

 

929,273

 

 

 

839,593

 

Rent and occupancy

 

 

65,741

 

 

 

59,597

 

 

 

130,084

 

 

 

120,849

 

Depreciation and amortization

 

 

13,847

 

 

 

14,979

 

 

 

28,451

 

 

 

30,140

 

Selling and promotion

 

 

9,928

 

 

 

7,998

 

 

 

18,502

 

 

 

14,777

 

Other

 

 

89,940

 

 

 

66,669

 

 

 

168,368

 

 

 

128,937

 

Total operating expenses

 

 

2,404,149

 

 

 

2,215,082

 

 

 

4,804,710

 

 

 

4,206,984

 

Operating income

 

 

247,736

 

 

 

223,919

 

 

 

513,594

 

 

 

438,695

 

Other Income (Expense):

 

 

 

 

 

 

 

 

 

 

 

 

Interest income

 

 

9,183

 

 

 

11,904

 

 

 

18,367

 

 

 

26,782

 

Other, net

 

 

1,050

 

 

 

98

 

 

 

1,889

 

 

 

3,626

 

Other income, net

 

 

10,233

 

 

 

12,002

 

 

 

20,256

 

 

 

30,408

 

Earnings before income taxes

 

 

257,969

 

 

 

235,921

 

 

 

533,850

 

 

 

469,103

 

Income tax expense

 

 

74,050

 

 

 

60,770

 

 

 

145,832

 

 

 

123,552

 

Net earnings

 

 

183,919

 

 

 

175,151

 

 

 

388,018

 

 

 

345,551

 

Less net earnings (losses) attributable to the noncontrolling interest

 

 

345

 

 

 

(318

)

 

 

649

 

 

 

930

 

Net earnings attributable to shareholders

 

$

183,574

 

 

$

175,469

 

 

$

387,369

 

 

$

344,621

 

Diluted earnings attributable to shareholders per share

 

$

1.34

 

 

$

1.24

 

 

$

2.82

 

 

$

2.41

 

Basic earnings attributable to shareholders per share

 

$

1.35

 

 

$

1.24

 

 

$

2.83

 

 

$

2.43

 

Weighted average diluted shares outstanding

 

 

136,631

 

 

 

141,716

 

 

 

137,537

 

 

 

142,928

 

Weighted average basic shares outstanding

 

 

136,266

 

 

 

141,013

 

 

 

137,045

 

 

 

142,104

 

See accompanying notes to condensed consolidated financial statements.

3


 

EXPEDITORS INTERNATIONAL OF WASHINGTON, INC.

AND SUBSIDIARIES

Condensed Consolidated Statements of Comprehensive Income

(In thousands)

(Unaudited)

 

 

 

Three months ended June 30,

 

 

Six months ended June 30,

 

 

 

2025

 

 

2024

 

 

2025

 

 

2024

 

Net earnings

 

$

183,919

 

 

$

175,151

 

 

$

388,018

 

 

$

345,551

 

Other comprehensive income (loss), net of tax:

 

 

 

 

 

 

 

 

 

 

 

 

Foreign currency translation adjustments, net of income tax expense (benefit) of $1,577 and $1,474 for the three months ended June 30, 2025 and 2024 and $2,072 and $(1,540) for the six months ended June 30, 2025 and 2024

 

 

33,396

 

 

 

(10,862

)

 

 

47,079

 

 

 

(26,387

)

Other comprehensive income (loss)

 

 

33,396

 

 

 

(10,862

)

 

 

47,079

 

 

 

(26,387

)

Comprehensive income

 

 

217,315

 

 

 

164,289

 

 

 

435,097

 

 

 

319,164

 

Less comprehensive income (loss) attributable to the
     noncontrolling interest

 

 

217

 

 

 

(197

)

 

 

503

 

 

 

943

 

Comprehensive income attributable to shareholders

 

$

217,098

 

 

$

164,486

 

 

$

434,594

 

 

$

318,221

 

See accompanying notes to condensed consolidated financial statements.

4


 

EXPEDITORS INTERNATIONAL OF WASHINGTON, INC.

AND SUBSIDIARIES

Condensed Consolidated Statements of Cash Flows

(In thousands)

(Unaudited)

 

 

 

Three months ended June 30,

 

 

Six months ended June 30,

 

 

 

2025

 

 

2024

 

 

2025

 

 

2024

 

Operating Activities:

 

 

 

 

 

 

 

 

 

 

 

 

Net earnings

 

$

183,919

 

 

$

175,151

 

 

$

388,018

 

 

$

345,551

 

Adjustments to reconcile net earnings to net cash from
   operating activities:

 

 

 

 

 

 

 

 

 

 

 

 

Provisions for losses on accounts receivable

 

 

1,051

 

 

 

1,644

 

 

 

1,812

 

 

 

2,038

 

Deferred income tax benefit

 

 

(7,523

)

 

 

(6,917

)

 

 

(7,447

)

 

 

(4,623

)

Stock compensation expense

 

 

27,267

 

 

 

25,704

 

 

 

38,816

 

 

 

38,076

 

Depreciation and amortization

 

 

13,847

 

 

 

14,979

 

 

 

28,451

 

 

 

30,140

 

Other, net

 

 

4,474

 

 

 

1,885

 

 

 

6,765

 

 

 

3,870

 

Changes in operating assets and liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

(Increase) decrease in accounts receivable

 

 

(57,984

)

 

 

(286,085

)

 

 

50,165

 

 

 

(346,627

)

Increase in accounts payable and accrued liabilities

 

 

61,885

 

 

 

211,692

 

 

 

43,466

 

 

 

295,283

 

(Increase) decrease in deferred contract costs

 

 

(21,617

)

 

 

(122,258

)

 

 

54,356

 

 

 

(186,320

)

Increase (decrease) in contract liabilities

 

 

16,961

 

 

 

135,067

 

 

 

(72,327

)

 

 

204,375

 

Decrease in income taxes payable, net

 

 

(44,668

)

 

 

(29,854

)

 

 

(14,328

)

 

 

(7,168

)

Decrease in other, net

 

 

1,600

 

 

 

5,761

 

 

 

4,087

 

 

 

9,078

 

Net cash from operating activities

 

 

179,212

 

 

 

126,769

 

 

 

521,834

 

 

 

383,673

 

Investing Activities:

 

 

 

 

 

 

 

 

 

 

 

 

Purchase of property and equipment

 

 

(15,875

)

 

 

(7,943

)

 

 

(29,027

)

 

 

(18,124

)

Other, net

 

 

24

 

 

 

66

 

 

 

180

 

 

 

163

 

Net cash from investing activities

 

 

(15,851

)

 

 

(7,877

)

 

 

(28,847

)

 

 

(17,961

)

Financing Activities:

 

 

 

 

 

 

 

 

 

 

 

 

Proceeds from borrowings on lines of credit

 

 

194

 

 

 

4,082

 

 

 

624

 

 

 

4,126

 

Payments on borrowings on lines of credit

 

 

(102

)

 

 

(2,823

)

 

 

(337

)

 

 

(20,109

)

Proceeds from issuance of common stock

 

 

5,132

 

 

 

6,449

 

 

 

18,175

 

 

 

14,478

 

Repurchases of common stock

 

 

(231,116

)

 

 

(102,300

)

 

 

(408,470

)

 

 

(462,824

)

Dividends paid

 

 

(104,139

)

 

 

(102,638

)

 

 

(104,139

)

 

 

(102,638

)

Payments for taxes related to net share settlement of
   equity awards

 

 

(9,844

)

 

 

(10,163

)

 

 

(10,353

)

 

 

(15,348

)

Distribution to noncontrolling interest

 

 

 

 

 

 

 

 

(1,346

)

 

 

 

Net cash from financing activities

 

 

(339,875

)

 

 

(207,393

)

 

 

(505,846

)

 

 

(582,315

)

Effect of exchange rate changes on cash and cash equivalents

 

 

14,156

 

 

 

(10,102

)

 

 

20,701

 

 

 

(24,427

)

Change in cash and cash equivalents

 

 

(162,358

)

 

 

(98,603

)

 

 

7,842

 

 

 

(241,030

)

Cash and cash equivalents at beginning of period

 

 

1,318,520

 

 

 

1,370,456

 

 

 

1,148,320

 

 

 

1,512,883

 

Cash and cash equivalents at end of period

 

$

1,156,162

 

 

$

1,271,853

 

 

$

1,156,162

 

 

$

1,271,853

 

Taxes Paid:

 

 

 

 

 

 

 

 

 

 

 

 

Income taxes

 

$

125,277

 

 

$

96,739

 

 

$

165,901

 

 

$

133,603

 

See accompanying notes to condensed consolidated financial statements.

5


 

EXPEDITORS INTERNATIONAL OF WASHINGTON, INC.

AND SUBSIDIARIES

Condensed Consolidated Statements of Equity

(In thousands)

(Unaudited)

 

 

 

Three months ended June 30,

 

 

Six months ended June 30,

 

 

 

2025

 

 

2024

 

 

2025

 

 

2024

 

Total Shareholders' Equity, Beginning of Period

 

$

2,285,791

 

 

$

2,195,462

 

 

$

2,223,012

 

 

$

2,390,350

 

Common Stock Par Value

 

 

 

 

 

 

 

 

 

 

 

 

Beginning of period

 

 

1,368

 

 

 

1,411

 

 

 

1,380

 

 

 

1,439

 

Shares issued under employee stock plans, net

 

 

3

 

 

 

4

 

 

 

6

 

 

 

6

 

Shares repurchased under provisions of stock
 repurchase plan

 

 

(20

)

 

 

(9

)

 

 

(35

)

 

 

(39

)

End of period

 

 

1,351

 

 

 

1,406

 

 

 

1,351

 

 

 

1,406

 

Additional Paid-In Capital

 

 

 

 

 

 

 

 

 

 

 

 

Beginning of period

 

 

 

 

 

 

 

 

 

 

 

 

Shares issued under employee stock plans, net

 

 

(4,715

)

 

 

(3,719

)

 

 

7,816

 

 

 

(877

)

Shares repurchased under provisions of stock
 repurchase plan

 

 

(23,370

)

 

 

(14,986

)

 

 

(47,494

)

 

 

(30,494

)

Stock compensation expense

 

 

27,267

 

 

 

25,704

 

 

 

38,816

 

 

 

38,076

 

Dividend equivalents paid

 

 

818

 

 

 

733

 

 

 

862

 

 

 

1,027

 

End of period

 

 

 

 

 

7,732

 

 

 

 

 

 

7,732

 

Retained Earnings

 

 

 

 

 

 

 

 

 

 

 

 

Beginning of period

 

 

2,504,222

 

 

 

2,401,525

 

 

 

2,455,132

 

 

 

2,580,968

 

Shares repurchased under provisions of stock
 repurchase plan

 

 

(202,560

)

 

 

(87,883

)

 

 

(357,221

)

 

 

(436,184

)

Net earnings

 

 

183,574

 

 

 

175,469

 

 

 

387,369

 

 

 

344,621

 

Dividend and dividend equivalents paid

 

 

(104,958

)

 

 

(103,371

)

 

 

(105,002

)

 

 

(103,665

)

End of period

 

 

2,380,278

 

 

 

2,385,740

 

 

 

2,380,278

 

 

 

2,385,740

 

Accumulated Other Comprehensive Loss

 

 

 

 

 

 

 

 

 

 

 

 

Beginning of period

 

 

(219,799

)

 

 

(207,474

)

 

 

(233,500

)

 

 

(192,057

)

Other comprehensive income (loss)

 

 

33,524

 

 

 

(10,983

)

 

 

47,225

 

 

 

(26,400

)

End of period

 

 

(186,275

)

 

 

(218,457

)

 

 

(186,275

)

 

 

(218,457

)

Total Shareholders' Equity

 

 

 

 

 

 

 

 

 

 

 

 

End of period

 

 

2,195,354

 

 

 

2,176,421

 

 

 

2,195,354

 

 

 

2,176,421

 

Noncontrolling Interest

 

 

 

 

 

 

 

 

 

 

 

 

Beginning of period

 

 

1,712

 

 

 

2,203

 

 

 

2,772

 

 

 

1,063

 

Net earnings

 

 

345

 

 

 

(318

)

 

 

649

 

 

 

930

 

Other comprehensive (loss) income

 

 

(128

)

 

 

121

 

 

 

(146

)

 

 

13

 

Distributions to noncontrolling interest

 

 

 

 

 

 

 

 

(1,346

)

 

 

 

End of period

 

 

1,929

 

 

 

2,006

 

 

 

1,929

 

 

 

2,006

 

Total Equity

 

 

 

 

 

 

 

 

 

 

 

 

End of period

 

$

2,197,283

 

 

$

2,178,427

 

 

$

2,197,283

 

 

$

2,178,427

 

Common Shares Outstanding

 

 

 

 

 

 

 

 

 

 

 

 

Beginning of period

 

 

136,773

 

 

 

141,119

 

 

 

138,003

 

 

 

143,866

 

Shares issued under employee stock plans, net

 

 

361

 

 

 

389

 

 

 

643

 

 

 

642

 

Shares repurchased under provisions of stock
 repurchase plan

 

 

(2,000

)

 

 

(875

)

 

 

(3,512

)

 

 

(3,875

)

End of period

 

 

135,134

 

 

 

140,633

 

 

 

135,134

 

 

 

140,633

 

See accompanying notes to condensed consolidated financial statements.

6


 

EXPEDITORS INTERNATIONAL OF WASHINGTON, INC.

AND SUBSIDIARIES

Notes to Condensed Consolidated Financial Statements

(In thousands, except per share data)

(Unaudited)

Note 1. Summary of Significant Accounting Policies

A.
Basis of Presentation

Expeditors International of Washington, Inc. (the Company) is a non-asset based provider of global logistics services operating through a worldwide network of offices and exclusive or non-exclusive agents. The Company’s customers include retailing and wholesaling, electronics, healthcare, technology, industrial and manufacturing companies around the world.

The condensed consolidated financial statements have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission. As a result, certain information and note disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States (U.S. GAAP) have been condensed or omitted. The Company believes that the disclosures made are adequate to make the information presented not misleading. The condensed consolidated financial statements reflect all adjustments, consisting of normal recurring items, which are, in the opinion of management, necessary for a fair statement of the results for the interim periods presented. These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and related notes included in the Company's Form 10-K as filed with the Securities and Exchange Commission on February 21, 2025.

All significant intercompany accounts and transactions have been eliminated in consolidation. All dollar amounts in the notes are presented in thousands except for per share data or unless otherwise specified. Certain prior year amounts have been reclassified to conform to the current year presentation in the business segment information note as explained in Note 1 F.

B.
Revenue Recognition

The Company derives its revenues by entering into agreements that are generally comprised of a single performance obligation, which is that freight is shipped for and received by the customer. Each performance obligation is comprised of one or more of the Company’s services. The Company's three principal services are the revenue categories presented in the condensed consolidated statements of earnings: 1) airfreight services, 2) ocean freight and ocean services, and 3) customs brokerage and other services.

The Company typically satisfies its performance obligations as services are rendered over time. A typical shipment would include services rendered at origin, such as pick-up and delivery to port, freight services from origin to destination port and destination services, such as customs clearance and final delivery. The Company measures the performance of its obligations as services are completed over the life of a shipment, including services at origin, freight and destination. The Company fulfills nearly all of its performance obligations within a one to two month-period and contracts with customers have an original expected duration of less than one year. The Company satisfied nearly all performance obligations for the contract liabilities recorded as of March 31, 2025.

The Company evaluates whether amounts billed to customers should be reported as revenues on a gross or net basis. Generally, revenue is recorded on a gross basis when the Company is primarily responsible for fulfilling the promise to provide the services, when it assumes the risk of loss, when it has discretion in setting the prices for the services to the customers, and when the Company has the ability to direct the use of the services provided by the third party. When revenue is recorded on a net basis, the amounts earned are determined using a fixed fee, a per unit of activity fee or a combination thereof. For revenues earned in other capacities, for instance, when the Company does not issue a House Air Waybill (HAWB), a House Ocean Bill of Lading (HOBL) or a House Sea Waybill or otherwise act solely as an agent for the shipper, only the commissions and fees earned for such services are included in revenues. In these transactions, the Company is not a principal and reports only the commissions and fees earned in revenues.

7


 

C.
Leases

The Company determines if an arrangement is a lease at inception. Right-of-use (ROU) assets represent the Company's right to use an underlying asset for the lease term, and lease liabilities represent the Company's obligation to make lease payments arising from the lease. All ROU assets and lease liabilities are recognized at the commencement date at the present value of lease payments over the lease term. ROU assets are adjusted for lease incentives and initial direct costs. The lease term includes renewal options exercisable at the Company's sole discretion when the Company is reasonably certain to exercise that option. As the Company's leases generally do not have an implicit rate, the Company uses an estimated incremental borrowing rate based on market information available at the commencement date to determine the present value. Certain of our leases include variable payments, which may vary based upon changes in facts or circumstances after the start of the lease. The Company excludes variable payments from ROU assets and lease liabilities to the extent not considered fixed, and instead expenses variable payments as incurred. Lease expense is recognized on a straight-line basis over the lease term and is included in rent and occupancy expenses in the condensed consolidated statement of earnings.

Additionally, the Company elected to apply the short-term lease exemption for leases with a non-cancelable period of twelve months or less and has chosen not to separate non-lease components from lease components and instead to account for each as a single lease component.

D.
Accounts Receivable

The Company’s trade accounts receivable present similar credit risk characteristics and the allowance for credit loss is estimated on a collective basis, using a credit loss-rate method that uses historical credit loss information and considers the current economic environment. Additional allowances may be necessary in the future if changes in economic conditions are significant enough to affect expected credit losses. The Company has recorded an allowance for credit loss in the amounts of $7,575 as of June 30, 2025 and $6,878 as of December 31, 2024. Additions and write-offs have not been significant in the periods presented.

E.
Use of Estimates

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of the assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the period. The Company uses estimates primarily in the following areas: accounts receivable valuation, accrual of costs related to ancillary services the Company performs, typically at the destination location, self-insured liabilities, accrual of various tax liabilities and accrual of loss contingencies, calculation of share-based compensation expense and estimates related to determining the lease term and discount rate when measuring ROU assets and lease liabilities.

F. Recent Accounting Pronouncements

Improvements to Reportable Segment Disclosures

The Company adopted new improvements to reportable segment disclosures on a retrospective basis for the 2024 annual period, and for interim periods beginning January 1, 2025. The Accounting Standards Update (ASU) requires, among other things, the disclosure in interim periods about a reportable segment’s profit or loss and assets that are currently required annually, and disclosures of significant segment expenses and profit and loss measures provided to the Chief Operating Decision Maker (CODM). The ASU does not change how the Company identifies its operating segments. The adoption of this standard resulted in identifying directly related cost of transportation and other expenses and salaries and related costs as significant segment expenses disclosed in the business segment information note, including the reclassifications of such prior year amounts.

Improvements to Income Tax Disclosures

In December 2023, the FASB issued an ASU which expands income tax disclosures by requiring the disclosure, on an annual basis, of a tabular rate reconciliation using both percentages and currency amounts, broken out by nature and jurisdiction to the extent those items exceed a specified threshold. In addition, disclosure is required of income taxes paid, net of refunds received, disaggregated by federal, state/local, and foreign and by jurisdiction, if the amount is at least 5% of total income tax payments, net of refunds received. This standard became effective for the Company on January 1, 2025 and the Company plans to apply this ASU prospectively by providing the new disclosures beginning with our Annual Report on Form 10-K for the period ending December 31, 2025 and continuing to provide the pre-ASU disclosures for the prior periods. The Company expects this ASU to only impact its disclosures with no impacts to its consolidated financial statements, cash flows and financial condition.

8


 

Disaggregation of Income Statement Expenses

In November 2024, the FASB issued an ASU which requires disaggregated disclosures of certain costs and expenses on the income statement on an annual and interim basis. This standard will become effective for the Company on January 1, 2027 with early adoption permitted. The amendment can be applied either on a prospective or retrospective basis. The Company expects this ASU to only impact its disclosures with no impacts to its consolidated financial statements, cash flows and financial condition.

Note 2. Share-Based Compensation

The Company has historically granted the majority of its share-based awards during the second quarter of each fiscal year.

In the second quarter of 2025 and 2024, the Company awarded 380 and 334 restricted stock units (RSUs), respectively. The RSUs were granted at a weighted-average fair value of $106.18 in 2025 and $114.90 in 2024, respectively. The RSUs vest annually over 3 years based on continued employment and are settled upon vesting in shares of the Company's common stock on a one-for-one basis. The value of an RSU award is based on the Company's stock price on the date of grant. Additionally, in the second quarter of both 2025 and 2024, 15 fully vested restricted stock awards were granted to non-employee directors.

The Company also awarded 94 and 78 performance stock units (PSUs) in the second quarter of 2025 and 2024, respectively. Outstanding PSUs include performance conditions to be finally measured in 2025, 2026 and 2027. The final number of PSUs will be determined using an adjustment factor of up to 2 times or down to 0.5 of the targeted PSU grant. If the minimum performance thresholds are not achieved, no shares will be issued. Each PSU will convert to one share of the Company's common stock upon vesting.

The grant of employee stock purchase rights and the issuance of shares under the employee stock purchase plan are made in the third quarter of each fiscal year. No shares were issued in the three and six months ended June 30, 2025 and 2024, respectively.

The Company recognizes stock compensation expense based on the fair value of awards granted to employees and directors under the Company’s Amended and Restated 2017 Omnibus Plan and employee stock purchase rights plans. This expense, adjusted for expected performance and forfeitures, is recognized in net earnings on a straight-line basis over the service periods as salaries and related costs on the condensed consolidated statements of earnings. RSUs and PSUs awarded to certain employees meeting specific retirement eligibility criteria at the time of grant are expensed immediately as there is no substantive service period associated with those awards.

Note 3. Taxes

 

As of June 30, 2025, U.S. corporate income tax laws and regulations include a territorial tax framework and provisions for Global Intangible Low-Taxed Income (GILTI) under which taxes on foreign income are imposed on the excess of a deemed return on tangible assets of certain foreign subsidiaries, Base Erosion and Anti-Abuse Tax (BEAT) under which taxes are imposed on certain base eroding payments to affiliated foreign companies as well as U.S. income tax deductions for Foreign-derived intangible income (FDII). The Company treats GILTI as a discrete adjustment as a component of current income tax expense. Earnings of the Company's foreign subsidiaries are not considered to be indefinitely reinvested outside of the United States. The Company recognizes interest expense related to unrecognized tax benefits or underpayment of income taxes in interest expense, included in other income (expense) and recognizes penalties in other operating expenses.

On July 4, 2025, “An Act to Provide for Reconciliation Pursuant to Title II of the H. Con. Res. 14” (the 2025 Tax Act) was enacted. The 2025 Tax Act provides for several corporate tax changes including, but not limited to, restoring full expensing of domestic research and development costs, restoring immediate deductibility of certain capital expenditures, and changes in the computations of U.S. taxation on international earnings. The Company is in the process of evaluating the provisions of the 2025 Tax Act but does not expect that it will have a material impact to consolidated tax expense and cash flows for 2025.

9


 

The Company is subject to taxation in various states and many foreign jurisdictions including the People’s Republic of China, including Hong Kong, Taiwan, Vietnam, India, Mexico, Brazil, Canada, Netherlands and the United Kingdom. The Company believes that its tax positions, including intercompany transfer pricing policies, are reasonable and consistent with established transfer pricing methodologies and norms. The Company is under, or may be subject to, audit or examination and assessments by the relevant authorities in respect to these and any other jurisdictions primarily for years 2009 and thereafter. Sometimes audits result in proposed assessments where the ultimate resolution could result in significant additional tax, penalties and interest payments being required. The Indian tax authority (ITA) has asserted that additional income tax applies on transactions between and amongst the Company and its Indian subsidiary, as well as additional service tax applicable to ocean and air imports and exports. We believe that ITA’s positions are without merit and we are defending our position vigorously in Indian courts. If these matters are adversely resolved, we would recognize significant additional tax expense, including interest and penalties. The Company establishes liabilities when, despite its belief that the tax filing positions are appropriate and consistent with tax law, it concludes that it may not be successful in realizing the tax position. In evaluating a tax position, the Company determines whether it is more likely than not that the position will be sustained upon examination, including resolution of any related appeals or litigation processes, based on the technical merits of the position and in consultation with qualified legal and tax advisors.

The total amount of the Company’s tax contingencies may increase in 2025. In addition, changes in state, federal, and foreign tax laws, including transfer pricing and changes in interpretations of these laws may increase the Company’s existing tax contingencies. The timing of the resolution of income tax examinations can be highly uncertain, and the amounts ultimately paid including interest and penalties, if any, upon resolution of the issues raised by the taxing authorities may differ significantly from the amounts recorded. It is reasonably possible that within the next twelve months the Company or its subsidiaries will undergo further audits and examinations by various tax authorities and possibly may reach resolution related to income tax and indirect tax examinations in one or more jurisdictions. These assessments or settlements could result in changes to the Company’s contingencies related to positions on tax filings in future years. The estimate of any ultimate tax liability contains assumptions based on experiences, judgments about potential actions by taxing jurisdictions as well as judgments about the likely outcome of issues that have been raised by the taxing jurisdiction. The Company cannot currently provide an estimate of the range of possible outcomes. Any interest and penalties expensed in relation to the underpayment of income taxes were insignificant for the periods presented.

Elements of the recorded impacts of enacted tax laws and regulations could be impacted by further legislative action as well as additional interpretations and guidance issued by the Internal Revenue Service or Treasury in the U.S. and by similar governmental bodies in jurisdictions outside of the U.S. Such changes could impact the estimates of the amounts the Company has recorded.

The Company’s consolidated effective income tax rate increased to 28.7% and 27.3% for the three and six months ended June 30, 2025, as compared to 25.8% and 26.3% in the comparable periods of 2024, principally from higher foreign tax expense driven by changes in foreign currency exchange rates and certain non-deductible expenses. For the three and six months ended June 30, 2025, and 2024, there was no BEAT expense and GILTI expense was insignificant. All periods benefited from U.S. income tax deductions for FDII as well as available U.S. Federal foreign tax credits principally from withholding taxes related to our foreign operations. The Company has no liability as of June 30, 2025, for the 15% corporate alternative minimum tax based on financial statement income (BMT), which became effective in 2023. For the periods ended June 30, 2025 and 2024, the amount of Pillar Two income tax expense was insignificant.

 

Other Taxes

The Company is subject to multiple examinations for value added, service, payroll, or other non-income taxes in various jurisdictions. In certain cases, the Company has received assessments from the authorities. Possible losses or range of possible losses associated with these matters are either immaterial or an estimate of the possible loss or range of loss cannot be made at this time. If certain matters or a group of matters were to be decided adversely to the Company, it could result in a charge that might be material to the results of an individual fiscal quarter or year.

Note 4. Basic and Diluted Earnings per Share

Diluted earnings attributable to shareholders per share is computed using the weighted average number of common shares and dilutive potential common shares outstanding. Dilutive potential shares represent outstanding stock options, including purchase options under the Company's employee stock purchase plan, and unvested RSUs. Basic earnings attributable to shareholders per share is calculated using the weighted average number of common shares outstanding without taking into consideration dilutive potential common shares outstanding.

10


 

The following table reconciles the numerator and the denominator of the basic and diluted per share computations for earnings attributable to shareholders:

 

 

 

Three months ended June 30,

 

 

Six months ended June 30,

 

 

 

2025

 

 

2024

 

 

2025

 

 

2024

 

Numerator:

 

 

 

 

 

 

 

 

 

 

 

 

   Net earnings attributable to shareholders

 

$

183,574

 

 

$

175,469

 

 

$

387,369

 

 

$

344,621

 

Denominator:

 

 

 

 

 

 

 

 

 

 

 

 

   Weighted-average basic shares outstanding

 

 

136,266

 

 

 

141,013

 

 

 

137,045

 

 

 

142,104

 

   Effect of dilutive share-based awards

 

 

365

 

 

 

703

 

 

 

492

 

 

 

824

 

   Weighted-average diluted shares

 

 

136,631

 

 

 

141,716

 

 

 

137,537

 

 

 

142,928

 

Basic earnings per share

 

$

1.35

 

 

$

1.24

 

 

$

2.83

 

 

$

2.43

 

Diluted earnings per share

 

$

1.34

 

 

$

1.24

 

 

$

2.82

 

 

$

2.41

 

For both the three and six months ended June 30, 2025 and 2024, substantially all outstanding potential common shares were dilutive.

Note 5. Shareholders' Equity

The Company has a Discretionary Stock Repurchase Plan approved by the Board of Directors that authorizes management to reduce issued and outstanding common stock down to 130,000 shares. This authorization has no expiration date. During the six months ended June 30, 2025, there were 3,512 shares repurchased at an average price of $114.31 per share, compared to 3,875 shares repurchased at an average price of $119.43 during the same period in 2024.

Accumulated other comprehensive loss consisted entirely of foreign currency translation adjustments, net of related income tax effects, for all the periods presented.

On May 6, 2025, the Board of Directors declared a semi-annual dividend of $0.77 per share payable on June 16, 2025 to shareholders of record as of June 2, 2025. On May 6, 2024, the Board of Directors declared a semi-annual dividend of $0.73 per share payable on June 17, 2024 to shareholders of record as of June 3, 2024.

Note 6. Fair Value of Financial Instruments

The Company’s financial instruments, other than cash, consist primarily of cash equivalents, accounts receivable, accounts payable and accrued expenses. The carrying value of these financial instruments approximates their fair value. All highly liquid investments with a maturity of three months or less at date of purchase are considered to be cash equivalents.

Cash and cash equivalents consist of the following:

 

 

 

June 30, 2025

 

 

December 31, 2024

 

 

 

Cost

 

 

Fair Value

 

 

Cost

 

 

Fair Value

 

Cash and Cash Equivalents:

 

 

 

 

 

 

 

 

 

 

 

 

Cash and overnight deposits

 

$

585,024

 

 

$

585,024

 

 

$

623,561

 

 

$

623,561

 

Corporate commercial paper

 

 

499,476

 

 

 

499,787

 

 

 

498,185

 

 

 

498,742

 

Time deposits and money market funds

 

 

71,662

 

 

 

71,662

 

 

 

26,574

 

 

 

26,574

 

Total cash and cash equivalents

 

$

1,156,162

 

 

$

1,156,473

 

 

$

1,148,320

 

 

$

1,148,877

 

The fair value of corporate commercial paper and time deposits is based on the use of market interest rates for identical or similar assets (Level 2 fair value measurement).

11


 

Note 7. Contingencies

The Company is involved in claims, lawsuits, government investigations, income, transfer pricing and indirect tax audits and other legal matters that arise in the ordinary course of business and are subject to inherent uncertainties. Currently, in management's opinion and based upon advice from legal and tax advisors, none of these matters are expected to have a material effect on the Company's operations, cash flows or financial position. The changes in the amounts recorded for claims, lawsuits, government investigations and other legal matters are not significant to the Company's operations, cash flows or financial position. At this time, the Company is unable to estimate any additional loss or range of reasonably possible losses, if any, beyond the amounts recorded, that might result from the resolution of these matters.

Note 8. Business Segment Information

The Company is organized functionally in geographic operating segments. Accordingly, when evaluating the effectiveness of geographic segments, management focuses its attention on revenues, directly related cost of transportation and other expenses for each of the Company’s three primary sources of revenues, as well as, salaries and related costs, other operating expenses, depreciation and amortization, operating income, identifiable assets, capital expenditures and equity generated in each of these geographical areas. The President and Chief Executive Officer was determined to be the CODM, as in his capacity he is responsible for setting company strategies and initiatives, establishing company policies, allocating company resources and assessing the performance of the Company’s business segments. Operating income is the primary measure of business segments' profit or loss that is most consistent with the measurement principles of U.S.GAAP and no items below operating income are allocated to segments. The CODM uses operating income to review financial performance, progress of the Company's strategic initiatives and to determine compensation of segment managers. Transactions among the Company’s various offices are conducted using the same arms-length pricing methodologies the Company uses when its offices transact business with independent agents. Certain costs are allocated among the segments based on the relative value of the underlying services, which can include allocation based on actual costs incurred or estimated cost plus a profit margin. There were no significant changes to allocate or measure expenses used to determine segment profit or loss.

 

12


 

Financial information regarding the Company’s operations by geographic area is as follows:

 

 

UNITED
STATES

 

OTHER
NORTH
AMERICA

 

 

LATIN
AMERICA

 

 

NORTH
ASIA

 

 

SOUTH
ASIA

 

 

EUROPE

 

 

MIDDLE
EAST,
AFRICA
AND
INDIA

 

 

ELIMI-
NATIONS

 

 

CONSOLI-
DATED

 

For the three months ended June 30, 2025:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Revenues

 

$

877,325

 

 

108,128

 

 

 

66,904

 

 

 

636,785

 

 

 

359,531

 

 

 

449,712

 

 

 

155,458

 

 

 

(1,958

)

 

 

2,651,885

 

Directly related cost of transportation
   and other expenses
1

 

$

454,354

 

 

67,428

 

 

 

40,945

 

 

 

507,413

 

 

 

277,355

 

 

 

293,878

 

 

 

113,243

 

 

 

(1,259

)

 

 

1,753,357

 

Salaries and related costs

 

$

266,018

 

 

20,205

 

 

 

11,030

 

 

 

36,686

 

 

 

28,567

 

 

 

88,913

 

 

 

19,917

 

 

 

 

 

 

471,336

 

Other operating expenses2

 

$

31,859

 

 

16,726

 

 

 

9,745

 

 

 

36,820

 

 

 

28,117

 

 

 

41,878

 

 

 

15,015

 

 

 

(704

)

 

 

179,456

 

Operating income

 

$

125,094

 

 

3,769

 

 

 

5,184

 

 

 

55,866

 

 

 

25,492

 

 

 

25,043

 

 

 

7,283

 

 

 

5

 

 

 

247,736

 

Identifiable assets at period end

 

$

2,554,090

 

 

186,248

 

 

 

105,069

 

 

 

523,858

 

 

 

354,318

 

 

 

789,514

 

 

 

286,466

 

 

 

(13,082

)

 

 

4,786,481

 

Capital expenditures

 

$

6,146

 

 

257

 

 

 

274

 

 

 

4,545

 

 

 

1,189

 

 

 

1,928

 

 

 

1,536

 

 

 

 

 

 

15,875

 

Depreciation and amortization

 

$

7,896

 

 

499

 

 

 

253

 

 

 

1,176

 

 

 

622

 

 

 

2,791

 

 

 

610

 

 

 

 

 

 

13,847

 

Equity

 

$

1,475,449

 

 

57,602

 

 

 

37,810

 

 

 

192,012

 

 

 

119,338

 

 

 

191,551

 

 

 

162,159

 

 

 

(38,638

)

 

 

2,197,283

 

For the three months ended June 30, 2024:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Revenues

 

$

779,170

 

 

110,723

 

 

 

45,314

 

 

 

637,351

 

 

 

287,943

 

 

 

409,455

 

 

 

170,349

 

 

 

(1,304

)

 

 

2,439,001

 

Directly related cost of transportation
   and other expenses
1

 

$

423,102

 

 

65,374

 

 

 

24,640

 

 

 

512,146

 

 

 

223,238

 

 

 

262,451

 

 

 

128,949

 

 

 

(492

)

 

 

1,639,408

 

Salaries and related costs

 

$

238,974

 

 

19,976

 

 

 

8,860

 

 

 

35,955

 

 

 

24,463

 

 

 

80,088

 

 

 

18,115

 

 

 

 

 

 

426,431

 

Other operating expenses2

 

$

24,701

 

 

14,363

 

 

 

5,691

 

 

 

34,807

 

 

 

18,621

 

 

 

39,625

 

 

 

12,237

 

 

 

(802

)

 

 

149,243

 

Operating income

 

$

92,393

 

 

11,010

 

 

 

6,123

 

 

 

54,443

 

 

 

21,621

 

 

 

27,291

 

 

 

11,048

 

 

 

(10

)

 

 

223,919

 

Identifiable assets at period end

 

$

2,566,053

 

 

173,764

 

 

 

93,967

 

 

 

626,892

 

 

 

336,598

 

 

 

738,068

 

 

 

284,672

 

 

 

(31,673

)

 

 

4,788,341

 

Capital expenditures

 

$

2,948

 

 

575

 

 

 

129

 

 

 

355

 

 

 

1,955

 

 

 

1,094

 

 

 

887

 

 

 

 

 

 

7,943

 

Depreciation and amortization

 

$

9,106

 

 

535

 

 

 

278

 

 

 

1,098

 

 

 

419

 

 

 

2,784

 

 

 

759

 

 

 

 

 

 

14,979

 

Equity

 

$

1,546,936

 

 

32,700

 

 

 

41,135

 

 

 

163,913

 

 

 

129,886

 

 

 

151,165

 

 

 

153,155

 

 

 

(40,463

)

 

 

2,178,427

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

UNITED
STATES

 

OTHER
NORTH
AMERICA

 

 

LATIN
AMERICA

 

 

NORTH
ASIA

 

 

SOUTH
ASIA

 

 

EUROPE

 

 

MIDDLE
EAST,
AFRICA
AND
INDIA

 

 

ELIMI-
NATIONS

 

 

CONSOLI-
DATED

 

For the six months ended June 30, 2025:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Revenues

 

$

1,731,774

 

 

224,613

 

 

 

129,293

 

 

 

1,331,793

 

 

 

724,108

 

 

 

872,507

 

 

 

308,330

 

 

 

(4,114

)

 

 

5,318,304

 

Directly related cost of transportation
   and other expenses
1

 

$

906,271

 

 

140,621

 

 

 

77,380

 

 

 

1,061,907

 

 

 

558,850

 

 

 

565,594

 

 

 

222,091

 

 

 

(2,682

)

 

 

3,530,032

 

Salaries and related costs

 

$

524,107

 

 

39,797

 

 

 

21,468

 

 

 

77,047

 

 

 

56,639

 

 

 

170,462

 

 

 

39,753

 

 

 

 

 

 

929,273

 

Other operating expenses2

 

$

54,407

 

 

31,554

 

 

 

19,659

 

 

 

74,566

 

 

 

51,402

 

 

 

85,237

 

 

 

30,043

 

 

 

(1,463

)

 

 

345,405

 

Operating income

 

$

246,989

 

 

12,641

 

 

 

10,786

 

 

 

118,273

 

 

 

57,217

 

 

 

51,214

 

 

 

16,443

 

 

 

31

 

 

 

513,594

 

Identifiable assets at period end

 

$

2,554,090

 

 

186,248

 

 

 

105,069

 

 

 

523,858

 

 

 

354,318

 

 

 

789,514

 

 

 

286,466

 

 

 

(13,082

)

 

 

4,786,481

 

Capital expenditures

 

$

14,553

 

 

483

 

 

 

499

 

 

 

5,050

 

 

 

2,063

 

 

 

3,084

 

 

 

3,295

 

 

 

 

 

 

29,027

 

Depreciation and amortization

 

$

16,834

 

 

996

 

 

 

504

 

 

 

2,232

 

 

 

1,192

 

 

 

5,437

 

 

 

1,256

 

 

 

 

 

 

28,451

 

Equity

 

$

1,475,449

 

 

57,602

 

 

 

37,810

 

 

 

192,012

 

 

 

119,338

 

 

 

191,551

 

 

 

162,159

 

 

 

(38,638

)

 

 

2,197,283

 

For the six months ended June 30, 2024:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Revenues

 

$

1,530,713

 

 

217,573

 

 

 

89,806

 

 

 

1,182,292

 

 

 

515,662

 

 

 

807,772

 

 

 

304,455

 

 

 

(2,594

)

 

 

4,645,679

 

Directly related cost of transportation
   and other expenses
1

 

$

827,051

 

 

132,084

 

 

 

49,104

 

 

 

938,620

 

 

 

387,262

 

 

 

516,970

 

 

 

222,741

 

 

 

(1,144

)

 

 

3,072,688

 

Salaries and related costs

 

$

472,287

 

 

38,882

 

 

 

17,707

 

 

 

70,897

 

 

 

47,380

 

 

 

157,660

 

 

 

34,780

 

 

 

 

 

 

839,593

 

Other operating expenses2

 

$

47,096

 

 

28,541

 

 

 

13,608

 

 

 

67,125

 

 

 

36,616

 

 

 

79,141

 

 

 

24,036

 

 

 

(1,460

)

 

 

294,703

 

Operating income

 

$

184,279

 

 

18,066

 

 

 

9,387

 

 

 

105,650

 

 

 

44,404

 

 

 

54,001

 

 

 

22,898

 

 

 

10

 

 

 

438,695

 

Identifiable assets at period end

 

$

2,566,053

 

 

173,764

 

 

 

93,967

 

 

 

626,892

 

 

 

336,598

 

 

 

738,068

 

 

 

284,672

 

 

 

(31,673

)

 

 

4,788,341

 

Capital expenditures

 

$

8,476

 

 

1,974

 

 

 

282

 

 

 

637

 

 

 

2,099

 

 

 

3,312

 

 

 

1,344

 

 

 

 

 

 

18,124

 

Depreciation and amortization

 

$

18,126

 

 

1,032

 

 

 

567

 

 

 

2,191

 

 

 

967

 

 

 

5,754

 

 

 

1,503

 

 

 

 

 

 

30,140

 

Equity

 

$

1,546,936

 

 

32,700

 

 

 

41,135

 

 

 

163,913

 

 

 

129,886

 

 

 

151,165

 

 

 

153,155

 

 

 

(40,463

)

 

 

2,178,427

 

1Directly related cost of transportation and other expenses totals operating expenses from airfreight services, ocean freight and ocean services and customs brokerage and other services as shown in the condensed consolidated statements of earnings.

2Other operating expenses totals rent and occupancy, depreciation and amortization, selling and promotion and other as shown in the consolidated statements of earnings.

13


 

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Safe Harbor for Forward-Looking Statements Under Private Securities Litigation Reform Act Of 1995; Certain Cautionary Statements

Certain portions of this report on Form 10-Q including the sections entitled "Overview," "Summary of Second Quarter 2025," "Industry Trends, Trade Conditions and Competition," "Seasonality," "Critical Accounting Estimates," "Results of Operations," "Income tax expense," "Currency and Other Risk Factors" and "Liquidity and Capital Resources" contain forward-looking statements. Words such as "will likely result," "expects", "are expected to," "would expect," "would not expect," "will continue," "is anticipated," "estimate," "project," "plan," "believe," "probable," "reasonably possible," "may," "could," "should," "would," "intends," "foreseeable future" or similar expressions are intended to identify such forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. In addition, any statements that refer to projections of future financial performance, our anticipated growth and trends in the Company's businesses, signs of a slowing economy and drop in demand, future supply chain and transportation disruptions and other characterizations of disruptive events or circumstances are forward-looking statements. In addition, forward-looking statements are subject to certain risks and uncertainties, including risks associated with the impact of tariffs or other government actions on global trade volumes and economies, and tax audits and other contingencies that could cause actual results to differ materially from our historical experience and our present expectations or projections. These statements must be considered in connection with the discussion of the important factors that could cause actual results to differ materially from the forward-looking statements. Attention should be given to the risk factors identified and discussed in Part I, Item 1A in the Company’s annual report on Form 10-K filed on February 21, 2025 and in Part II, Item 1A in this report. Management believes that these forward-looking statements are reasonable as of this filing date and we do not assume any obligations to update these statements except as required by law.

Overview

Expeditors International of Washington, Inc. (herein referred to as "Expeditors," the "Company," "we," "us," "our") provides a full suite of global logistics services. Our services include air and ocean freight consolidation and forwarding, customs brokerage, warehousing and distribution, purchase order management, vendor consolidation, time-definite transportation services, temperature-controlled transit, cargo insurance, specialized cargo monitoring and tracking, and other supply chain solutions. We do not compete for overnight courier or small parcel business. As a non-asset based carrier, we do not own or operate transportation assets.

We derive our revenues by entering into agreements that are generally comprised of a single performance obligation, which is that freight is shipped for and received by our customer. Each performance obligation is comprised of one or more of the Company's services. We typically satisfy our performance obligations as services are rendered over time. A typical shipment would include services rendered at origin, such as pick-up and delivery to port, freight services from origin to destination port and destination services, such as customs clearance and final delivery. Our three principal services are the revenue categories presented in our financial statements: 1) airfreight services, 2) ocean freight and ocean services, and 3) customs brokerage and other services. The most significant drivers of changes in gross revenues and related transportation expenses are volume, sell rates and buy rates. Volume has a similar effect on the change in both gross revenues and related transportation expenses in each of our three primary sources of revenue.

We generate the major portion of our air and ocean freight revenues by purchasing transportation services on a volume basis from direct (asset-based) carriers and then reselling that space to our customers. The rate billed to our customers (the sell rate) is recognized as revenues and the rate we pay to the carrier (the buy rate) is recognized in operating expenses as the directly related cost of transportation and other expenses. By consolidating shipments from multiple customers and concentrating our buying power, we are able to negotiate favorable buy rates from the direct carriers, while at the same time offering lower sell rates than customers would otherwise be able to negotiate themselves.

In most cases, we act as an indirect carrier. When acting as an indirect carrier, we issue a House Air Waybill (HAWB), a House Ocean Bill of Lading (HOBL) or a House Sea Waybill to customers as the contract of carriage. In turn, when the freight is physically tendered to a direct carrier, we receive a contract of carriage known as a Master Air Waybill for airfreight shipments and a Master Ocean Bill of Lading for ocean shipments.

14


 

Customs brokerage and other services involve providing services at destination, such as helping customers clear shipments through customs by preparing and filing required documentation, calculating, and providing for payment of duties and other taxes on behalf of customers as well as arranging for any required inspections by governmental agencies, and import services such as arranging for local pick up, storage and delivery at destination. These are complicated functions requiring technical knowledge of customs rules and regulations in the multitude of countries in which we have offices. We also provide other value-added services at destination, such as warehousing and distribution, time-definitive transportation services and consulting.

We manage our company along geographic areas of responsibility: Americas; North Asia; South Asia; Europe; and Middle East, Africa and India (MAIR). Each area is divided into sub-regions that are composed of operating units with individual profit and loss responsibility. Our business involves shipments between operating units and typically touches more than one geographic area. The nature of the international logistics business necessitates a high degree of communication and cooperation among operating units. Because of this inter-relationship between operating units, it is very difficult to examine any one geographic area and draw meaningful conclusions as to its contribution to our overall success on a stand-alone basis.

Our operating units share revenue using the same arms-length pricing methodologies that we use when our offices transact business with independent agents. Certain costs are allocated among the segments based on the relative value of the underlying services, which can include allocation based on actual costs incurred or estimated cost plus a profit margin. Our strategy closely links compensation with operating unit profitability, which includes shared revenues and allocated costs. Therefore, individual success is closely linked to cooperation with other operating units within our network. The mix of services varies by segment based primarily on the import or export orientation of local operations in each of our regions.

Summary of Second Quarter 2025

The significant impacts are discussed within “Results of Operations” and summarized below.

Strong demand for all our services, in part due to U.S. importers managing shipments in anticipation of higher trade tariffs, which resulted in increased volumes and volatility in average sell and buy rates.
Ocean containers shipped and airfreight tonnage both increased 7% compared to a relatively weak second quarter in 2024.
Growing complexity in customs brokerage due to the dynamic trade environment has resulted in high demand for our brokerage services resulting in growth in revenues from customs declarations fees, as well as increases in the resources to support that activity.
As a result of the rates and volumes noted above, revenues in all our services performed well and expenses increased proportionally.
Operating income increased 11% and net earnings to shareholders, which was impacted by a higher effective tax rate, increased 5%, as compared to the second quarter of 2024.
Cash from operating activities was $179 million, up from $127 million from the second quarter 2024.
We returned $335 million to shareholders in common stock repurchases and dividends.

15


 

Industry Trends, Trade Conditions and Competition

We operate in over 60 countries in the competitive global logistics industry and our activities are closely tied to the global economy. International trade is influenced by many factors, including economic and political conditions in the United States and abroad, currency exchange rates, laws and policies relating to tariffs, trade restrictions, foreign investment and taxation. Periodically, governments consider changes to tariffs, impose trade restrictions and accords. Currently, the United States has undertaken a substantial global trade policies rebalancing effort resulting in significantly higher tariffs on imports. Increased tariffs on certain sectors for Canada, China, and Mexico took effect in the first quarter of 2025. Additionally, reciprocal tariffs on certain countries were expected to take effect in April 2025, but were later postponed to July and are now paused until August 2025, while trade negotiations by country are taking place. The United States has also imposed significantly higher tariffs on goods made in China, which are in effect. These measures have led to threatened or actual retaliatory tariffs and trade actions from several countries, including China and Canada. The potential for further tariff changes and trade restrictions remains high, creating an unpredictable environment for international trade. In addition, the "de minimis exemption", which exempted shipments of goods made in China and Hong Kong of less than $800 from tariffs, was terminated on May 2, 2025. Changes in import and export regulations may further impact the flow of trade and the global economy. We cannot predict how changes in tariffs and trade restrictions will affect our business. As governments impose import and export restrictions, shippers may adjust their sourcing patterns on a temporary or longer-term basis and potentially shift manufacturing to other countries over time. Additionally, the constant changes in trade regulations since the beginning of 2025 are adding complexity to the customs declarations process, making compliance with regulations increasingly challenging.

Doing business in foreign locations also subjects us to a variety of risks and considerations not normally encountered by domestic enterprises. In addition to being influenced by governmental policies and inter-governmental disputes concerning international trade, our business may also be negatively affected by political developments and changes in government personnel or policies in the United States and other countries, as well as economic turbulence, political unrest and security concerns in the nations and on the trade shipping lanes in which we conduct business. The future impact that these events may have on international trade, oil prices and security costs is uncertain. We do not have employees, assets, or operations in Russia, Ukraine, Israel, the Gaza Strip or the West Bank. While limited, any shipment activity is conducted with independent agents in those countries in compliance with all applicable trade sanctions, laws and regulations. We have a branch and employees in Lebanon but no significant assets.

Our ability to provide services to our customers is highly dependent on good working relationships with a variety of entities, including airlines, ocean carrier lines and ground transportation providers, as well as governmental agencies. We select and engage with best-in-class, compliance-focused, efficiently run, growth-oriented partners, based upon defined value elements and are intentional in our relationship and performance management activity. We consider our current working relationships with these entities to be satisfactory. However, changes in the financial stability; operating capabilities, and the capacity of asset-based carriers; capacity allotments available from carriers; governmental regulation or deregulation efforts; modernization of the regulations governing customs brokerage; and/or changes in governmental restrictions, quota restrictions or trade accords could affect our business in unpredictable ways. When the market experiences seasonal peaks or any sort of disruption, the carriers often increase their pricing suddenly. This carrier behavior creates pricing volatility that could impact Expeditors' ability to maintain historical unitary profitability.

The global economic and trade environments remain highly uncertain; including inflation remaining higher than historical levels, volatility in oil prices, high interest rates and the conflicts in the Middle East and Ukraine. In the first quarter of 2025, we saw high demand on exports out of Asia and continued to see high demand on exports out of South Asia in the second quarter 2025, resulting in high average buy and sell rates where demand exceeded carrier capacity. However, we believe additional ocean and air transportation capacity will become available if demand softens due to uncertainty in economic and trade regulations, safe passage through the Red Sea resumes, and the capacity made available by the revocation of the de minimis tariff exemption for low-value goods made in China and Hong Kong. These conditions could result in declines in average sell and buy rates. We also expect that pricing volatility will continue as carriers adapt to changes in demand, changing fuel prices, available capacity, security risks and react to governmental trade policies and other regulations. Additionally, we cannot predict the direct or indirect impact that further changes in purchasing behavior, such as the evolution of international direct e-commerce platforms, could have on our business. Some customers are relocating manufacturing to other countries to mitigate the impact of higher tariffs on imports, reduce their supply chain risks, address disruptions caused by pandemics and geopolitical issues. These changes could negatively affect our business.

16


 

Seasonality

Historically, our operating results have been subject to seasonal demand trends with the first quarter being the weakest and the third and fourth quarters being the strongest; however, there is no assurance that this seasonal trend will occur in the future or to what degree it will be impacted by an uncertain economy. This historical pattern has been the result of, or influenced by, numerous factors, including weather patterns, national holidays, consumer demand, new product launches, just-in-time inventory models, economic conditions, pandemics, governmental policies, inter-governmental disputes and a myriad of other similar and subtle forces.

A significant portion of our revenues is derived from customers in the retail and technology industries whose shipping patterns are tied closely to consumer demand, and from customers in industries whose shipping patterns are dependent upon just-in-time production schedules. Therefore, the timing of our revenues is, to a large degree, impacted by factors out of our control, such as a sudden change in consumer demand for retail goods, changes in trade tariffs, product launches, disruptions in supply-chains and/or manufacturing production delays. Additionally, many customers ship a significant portion of their goods at or near the end of a quarter and, therefore, we may not learn of a shortfall in revenues until late in a quarter.

To the extent that a shortfall in revenues or earnings was not expected by securities analysts or investors, any such shortfall from levels predicted by securities analysts or investors could have an immediate and adverse effect on the trading price of our stock. We cannot accurately forecast many of these factors, nor can we estimate accurately the relative influence of any particular factor and, as a result, there can be no assurance that historical patterns will continue in future periods.

Critical Accounting Estimates

The preparation of consolidated financial statements in accordance with accounting principles generally accepted in the United States requires us to make estimates and judgments. We base our estimates on historical experience and on assumptions that we believe are reasonable. Our critical accounting estimates are discussed in Part II, Item 7, "Management's Discussion and Analysis of Financial Condition and Results of Operations" section of our annual report on Form 10-K for the year ended December 31, 2024, filed on February 21, 2025 to the critical accounting estimates previously disclosed in that report.

17


 

Results of Operations

The following table shows the revenues, the directly related cost of transportation and other expenses for our principal services and our overhead expenses for the three and six months ended June 30, 2025 and 2024, including the respective percentage changes comparing 2025 and 2024.

The table and the accompanying discussion and analysis should be read in conjunction with the condensed consolidated financial statements and related notes thereto in this quarterly report.

 

 

 

Three months ended June 30,

 

Six months ended June 30,

(in thousands)

 

2025

 

 

2024

 

 

Percentage
change

 

2025

 

 

2024

 

 

Percentage
change

Airfreight services:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Revenues

 

$

951,787

 

 

$

860,323

 

 

11%

 

$

1,853,547

 

 

$

1,619,697

 

 

14%

Expenses

 

 

698,402

 

 

 

645,168

 

 

8

 

 

1,346,896

 

 

 

1,182,759

 

 

14

Ocean freight services and ocean services:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Revenues

 

 

675,782

 

 

 

651,675

 

 

4

 

 

1,457,447

 

 

 

1,222,461

 

 

19

Expenses

 

 

483,475

 

 

 

478,121

 

 

1

 

 

1,057,376

 

 

 

892,104

 

 

19

Customs brokerage and other services:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Revenues

 

 

1,024,316

 

 

 

927,003

 

 

10

 

 

2,007,310

 

 

 

1,803,521

 

 

11

Expenses

 

 

571,480

 

 

 

516,119

 

 

11

 

 

1,125,760

 

 

 

997,825

 

 

13

Overhead expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Salaries and related costs

 

 

471,336

 

 

 

426,431

 

 

11

 

 

929,273

 

 

 

839,593

 

 

11

Other

 

 

179,456

 

 

 

149,243

 

 

20

 

 

345,405

 

 

 

294,703

 

 

17

Total overhead expenses

 

 

650,792

 

 

 

575,674

 

 

13

 

 

1,274,678

 

 

 

1,134,296

 

 

12

Operating income

 

 

247,736

 

 

 

223,919

 

 

11

 

 

513,594

 

 

 

438,695

 

 

17

Other income, net

 

 

10,233

 

 

 

12,002

 

 

(15)

 

 

20,256

 

 

 

30,408

 

 

(33)

Earnings before income taxes

 

 

257,969

 

 

 

235,921

 

 

9

 

 

533,850

 

 

 

469,103

 

 

14

Income tax expense

 

 

74,050

 

 

 

60,770

 

 

22

 

 

145,832

 

 

 

123,552

 

 

18

Net earnings

 

 

183,919

 

 

 

175,151

 

 

5

 

 

388,018

 

 

 

345,551

 

 

12

Less net earnings (losses) attributable to
     the noncontrolling interest

 

 

345

 

 

 

(318

)

 

(208)

 

 

649

 

 

 

930

 

 

(30)

Net earnings attributable to shareholders

 

$

183,574

 

 

$

175,469

 

 

5%

 

$

387,369

 

 

$

344,621

 

 

12%

 

Airfreight services:

Airfreight services revenues and expenses increased 11% and 8%, respectively, during the three months ended June 30, 2025, as compared with the same periods in 2024, due to a 7% increase in tonnage and 4% and 3% increases in average sell and buy rates, respectively. Airfreight services revenues and expenses both increased 14%, respectively, during the six months ended June 30, 2025, as compared with the same periods in 2024, due to an 8% increase in tonnage and 7% increases in both average sell and buy rates, respectively.

Tonnage increased in most regions during the three and six months ended June 30, 2025, as compared with the same periods in 2024, as a result of increased market demand primarily from technology customers. Tonnage in the first half of 2025 was elevated as shippers accelerated orders to front load deliveries in anticipation of higher tariffs in 2025.

Average sell and buy rates increased during the three and six months ended June 30, 2025 on exports out of South Asia and Europe due to elevated demand and limited capacity. The imbalance between demand and capacity is due to sourcing relocations to South Asia and was also fueled by higher volumes due to potential tariff increases. Average sell and buy rates for North Asia and MAIR exports also increased during the six months ended June 30, 2025, mainly due to strong first-quarter demand in advance of the elimination of the de minimis exemption and increase in tariffs.

18


 

Seasonal changes in demand, impact from disruptions in the ocean market due to security concerns, variable demand for airfreight capacity from direct e-commerce business, including the effects of the elimination of low-value de minimis exemption on shipments from China could cause volatility in average buy rates on certain lanes. Additionally, geopolitical concerns, inter-governmental trade disputes, new tariffs on imports into the US and retaliatory actions from other countries create uncertainty in the economy and the trade environment. As shippers and carriers react to these volatile conditions, it may negatively affect demand for airfreight services, which could significantly reduce our volumes and average sell and buy rates in the coming quarters. Though we are unable to predict how these uncertainties and any future disruptions may affect our operations or financial results prospectively, these conditions could result in significant decreases in our revenues and operating income.

Ocean freight and ocean services:

Ocean freight consolidation, direct ocean forwarding, and order management are the three basic services that constitute and are collectively referred to as ocean freight and ocean services. Ocean freight and ocean services revenues and expense increased 4% and 1%, respectively, for the three months ended June 30, 2025 as compared with the same period in 2024. Ocean freight and ocean services revenues and expense both increased 19%, for the six months ended June 30, 2025 as compared with the same period in 2024. The largest component of our ocean freight and ocean services revenue is derived from ocean freight consolidation, which represented 69% and 66% of ocean freight and ocean services revenue for the six months ended June 30, 2025 and 2024, respectively.

Ocean freight consolidation revenues increased 1% while expenses decreased 2%, respectively, for the three months ended June 30, 2025, as compared with the same period in 2024, primarily due to 6% and 9% decreases in average sell and buy rates, offset by a 7% increase in containers shipped. Ocean freight consolidation revenues and expenses increased 24% and 21%, respectively, for the six months ended June 30, 2025, as compared with the same period in 2024, primarily due to 15% and 13% increases in average sell and buy rates and an 8% increase in containers shipped. The declines in average buy rates and sell rates in the second quarter 2025 are due to a softening demand and an increase in available carrier capacity. This decline could continue for the remainder of 2025 if demand softens and additional vessels are brought into service. For the six months ended June 30, 2025, the average buy and sell rates increased compared to the same period in 2024 due to a sharp decrease in rates in the first quarter of 2024 versus an uptick in the first quarter 2025 resulting from high demand out of Asia in advance of anticipated increases in tariffs.

Containers shipped were higher, most significantly on exports out of South Asia due to shippers managing shipments in anticipation of higher tariffs and relocating sourcing to that region. South Asia ocean freight and ocean services revenues increased 26% and expenses increased 24%, respectively, for the three months ended June 30, 2025 due to a 27% increase in containers shipped. For the six months ended June 30, 2025, South Asia ocean freight and ocean services revenues increased 46% and expenses increased 48%, respectively. Increases were primarily due to higher average sell and buy rates and a 23% increase in containers shipped due to the factors above.

North Asia ocean freight and ocean services revenues and expenses decreased 8% and 10%,respectively, for the three months ended June 30, 2025, while they both increased 16% for the six months ended June 30, 2025. The decreases in the second quarter are due to declining containers shipped and average sell and buy rates compared to a strong first quarter 2025 when customers front loaded shipments out of China in anticipation of higher tariffs. For the three and six months ended June 30, 2025, North America ocean freight and ocean services revenues increased 10% and 16%, compared to the same periods in 2024, primarily due to higher revenues on imports while expenses only increased 8% and 7%.

Order management revenues increased 7%, and 17%, respectively, for the three and six months ended June 30, 2025, and expenses increased 6% and 19% compared to the same periods in 2024 due to increases in volumes from new customers. Direct ocean freight forwarding revenues increased 9% and 6%, respectively, for the three and six months ended June 30, 2025, and expenses increased 11% and 8% principally due to higher volumes and increased ancillary services in the United States.

The global economic and trade environment are increasingly uncertain and dynamic, with increases in trade tariffs and inter-governmental disputes. As shippers and carriers react to these volatile conditions, it may negatively affect demand, which could reduce our volumes and average sell and buy rates in the coming quarters. Further, carriers are adding new vessels which will increase capacity and which may also put downward pressure on rates. Sequentially, ocean containers shipped out of North Asia declined 11% in the second quarter compared to the first quarter of 2025. While some of those volumes are shifting to other lanes, as customers look to mitigate their exposure to U.S./China-specific tariffs, it is too early to know what the overall decline in volumes might be. These conditions could result in significant decreases in our revenues and operating income.

19


 

Customs brokerage and other services:

Customs brokerage and other services revenues increased 10% and 11% and expenses increased 11% and 13% for the three and six months ended June 30, 2025, respectively, as compared with the same periods in 2024. These changes are primarily due to increases in customs clearances, import services, road freight and warehousing and distribution from higher shipment volumes, principally from shipments into North America and Europe.

North America and Europe revenues increased 10% and 11% and expenses increased 8% and 16% for the three months ended June 30, 2025, respectively, as compared with the same period in 2024. North America and Europe revenues increased 12% and 9% and expenses increased 12% and 13% for the six months ended June 30, 2025, respectively, as compared with the same period in 2024. Our Other North America segment's expenses were negatively affected by $5 million in net foreign currency losses in the second quarter of 2025 compared to $2 million in net foreign currency gains in 2024 primarily driven by appreciation of the Mexican peso against the US dollar in 2025.

Import services, including charges at ports such as detention, drayage, terminal charges and delivery, and road freight services increased significantly in the first half of 2025 because of higher volumes from shippers front loading deliveries in anticipation of higher tariffs.

Customers value our brokerage services due to an increasingly dynamic and complex trade environment, and its impact on the declaration process. They seek knowledgeable customs brokers with sophisticated systems capabilities critical to an overall logistics management program that are necessary to rapidly respond to changes in the regulatory and security environment. Should international trade slow, lower volumes and pricing could significantly reduce our revenues and operating income.

Overhead expenses:

Salaries and related costs increased 11% for both the three and six months ended June 30, 2025 as compared with the same periods in 2024, principally due to increase in salaries & benefits and incentive compensation from improved operating results. Headcount increased 6% in 2025 compared to 2024 primarily in our operations and information technology. We hired employees in operations to support the added complexity and higher demand for customs brokerage services, primarily in North America, and support the growth in volumes transacted in certain regions such as South Asia, Europe and Latin America. We also continued to hire IT personnel to support essential investments which further strengthens our critical information systems.

Historically, the relatively consistent relationship between salaries and operating income has been the result of a compensation philosophy that has been maintained since the inception of our company: offer a modest base salary and the opportunity to share in a fixed and determinable percentage of the operating profit of the business unit controlled by each key employee. Using this compensation model, changes in individual incentive compensation occur in proportion to changes in our operating income, creating an alignment between branch and corporate performance and shareholder interests.

Our management compensation programs have always been incentive-based and performance driven. Total bonuses to field and executive management for the six months ended June 30, 2025, increased 21% and 16%, respectively, when compared to the same period in 2024, primarily due to higher operating income.

Generally, no management bonuses can be paid unless the relevant business unit is profitable. Any operating losses must be offset in their entirety by operating profits before management is eligible for a bonus. Executive management, in limited circumstances, makes exceptions at the branch operating unit level. Since the most significant portion of management compensation comes from the incentive bonus programs, we believe that this cumulative feature is a disincentive to excessive risk taking by our managers. The outcome of any higher risk transactions, such as overriding established credit limits, would be known in a relatively short time frame. Management believes that when the potential and certain impact on the bonus is fully considered in light of the short operating cycle of our services, the potential for short-term gains that could be generated by engaging in risky business practices is sufficiently mitigated to discourage excessive and inappropriate risk taking. Management believes that both the stability and the long-term growth in revenues, operating income and net earnings are a result of the incentives inherent in our compensation programs.

Other overhead expenses increased 20% and 17% for the three and six months ended June 30, 2025, respectively, as compared with the same periods in 2024. This increase is primarily due to technology related expenses, increased consulting, higher rental and occupancy expenses, and indirect taxes.

We expect to continue to enhance security and internal controls over our technology and systems and plan to deploy additional solutions which will result in increased expenses in the future. We will also continue to make important investments in people, processes and technology, as well as to invest in our strategic efforts to drive organic growth.

20


 

Income tax expense:

Our consolidated effective income tax rate increased to 28.7% and 27.3% for the three and six months ended June 30, 2025, as compared to 25.8% and 26.3% in the comparable periods of 2024 principally from higher foreign tax expense driven by changes in foreign currency exchange rates and certain non-deductible expenses. For the three and six months ended June 30, 2025 and 2024, there was no BEAT expense and GILTI expense was insignificant. All periods benefited from U.S. income tax deductions for FDII as well as available U.S. Federal foreign tax credits principally from withholding taxes related to our foreign operations. We have no liability as of June 30, 2025 and December 31, 2024 for the 15% corporate alternative minimum tax based on financial statement income (BMT), which became effective in 2023. For the periods ended June 30, 2025 and 2024, the amount of Pillar Two income tax expense was insignificant.

 

On July 4, 2025, the 2025 Tax Act was enacted. The Act provides for several corporate tax changes including, but not limited to, restoring full expensing of domestic research and development costs, restoring immediate deductibility of certain capital expenditures, and changes in the computations of U.S. taxation on international earnings. We are in the process of evaluating the provisions of the 2025 Tax Act but do not expect that it will have a material impact to consolidated tax expense and cash flows for 2025. Elements of the enacted tax laws and regulations could be impacted by further legislative action as well as additional interpretations and guidance issued by the Internal Revenue Service or Treasury and by similar governmental bodies in jurisdictions outside of the U.S. Such changes could impact the estimates of the amounts the Company has recorded.

Currency and Other Risk Factors

The nature of our worldwide operations necessitates transacting in a multitude of currencies other than the U.S. dollar. That exposes us to the inherent risks of volatile international currency markets and governmental interference. Some of the countries where we maintain offices and/or have agency relationships maintain strict currency control regulations that influence our ability to hedge foreign currency exposure. Historically, derivative financial instruments have not been used to manage foreign currency risk. In lieu of the use of foreign currency derivatives we instead try to compensate for these exposures by accelerating international currency settlements among our offices and agents. In the future, we may enter into foreign currency hedging transactions to manage our foreign currency risk. There are also regulatory or commercial limitations on our ability to move money freely, which could be impacted by inter-governmental disputes or new trade restrictions. We had no foreign currency derivatives outstanding at June 30, 2025 and December 31, 2024. For the three months ended June 30, 2025, net foreign currency losses were approximately $12 million compared to net foreign currency gains of approximately $5 million in the same period in 2024. During the six months ended June 30, 2025, net foreign currency losses were approximately $17 million compared to net foreign currency gains of approximately $12 million in the same period in 2024.

Historically, our business has not been adversely affected by inflation. Beginning in 2021 and continuing through 2025, many countries including the United States experienced increasing levels of inflation. As a result, our business continues to experience rising labor costs, service provider rate increases, higher rent and occupancy and other expenses. Due to the high degree of competition in the marketplace we may not be able to increase our prices to our customers to offset this inflationary pressure, which could lead to an erosion in our margins and operating income in the future. Conversely, raising our prices to keep pace with inflationary pressure may result in a decrease in volume and customer demand for our services. As we are not required to purchase or maintain extensive property and equipment and have not otherwise incurred substantial interest rate-sensitive indebtedness, we currently have limited direct exposure to increased interest expense resulting from increases in interest rates.

There is uncertainty as to how future regulatory requirements and volatility in oil prices will continue to impact future buy rates. Because fuel is an integral part of carriers' costs and impacts both our buy rates and sell rates, we would expect our revenues and costs to be impacted as carriers adjust rates for the effect of changing fuel prices. To the extent that future fuel prices increase, and we are unable to pass through the increase to our customers, fuel price increases could adversely affect our operating income.

21


 

Liquidity and Capital Resources

Our principal source of liquidity is cash and cash equivalents and cash generated from operating activities. Net cash provided by operating activities for the three and six months ended June 30, 2025 was $179 million and $522 million as compared with $127 million and $384 million for the same periods in 2024. The increases of $52 million and $138 million for the three and six months ended June 30, 2025, were primarily due changes in working capital and higher net earnings. At June 30, 2025, working capital was $1,535 million, including cash and cash equivalents of $1,156 million. Other than our recorded lease liabilities, we had no long-term obligations or debt at June 30, 2025. Management believes that our current cash position and operating cash flows will be sufficient to meet our capital and liquidity requirements for at least the next 12 months and thereafter for the foreseeable future, including meeting any contingent liabilities related to standby letters of credit and other obligations.

As a customs broker, we make significant short-term cash advances for a select group of our credit-worthy customers. These cash advances are for customer obligations such as the payment of duties and taxes to customs authorities in various countries throughout the world. Higher duty rates have resulted in increases in the amounts we advance on behalf of our customers. Given the short time frame until we are reimbursed, we do not expect these outlays to have a significant effect on our liquidity. Cash advances are a “pass through” and are not recorded as a component of revenue and expense, except for fees associated with this service charged to customers. The billings of such advances to customers are accounted for as a direct increase in accounts receivable from the customer and a corresponding increase in accounts payable to governmental customs authorities. As a result of these “pass through” billings, the conventional Days Sales Outstanding or DSO calculation does not directly measure collection efficiency.

For customers that meet certain criteria, we have agreed to extend payment terms beyond our customary terms. Management believes that it has established effective credit control procedures and historically has experienced relatively insignificant collection problems.

Our business historically has been subject to seasonal fluctuations, and this is expected to continue in the future. Cash flows fluctuate as a result of this seasonality. Historically, the first quarter shows an excess of customer collections over customer billings. This results in positive cash flow. The increased activity associated with periods of higher demand (typically commencing late second or early third quarter and continuing well into the fourth quarter) causes an excess of customer billings over customer collections. This cyclical growth in customer receivables consumes available cash. However, there is no assurance that this seasonal trend will occur in the future.

Cash used in investing activities for the three and six months ended June 30, 2025 was $16 million and $29 million as compared with $8 million and $18 million for the same periods in 2024, primarily for capital expenditures. Capital expenditures in the three and six months ended June 30, 2025 were primarily related to continuing investments in building and leasehold improvements, technology and equipment. Total anticipated capital expenditures in 2025 are currently estimated to be approximately $60 million. This includes routine capital expenditures, leasehold and building improvements and investments in technology.

Cash used in financing activities during the three and six months ended June 30, 2025 was $340 million and $506 million as compared with $207 million and $582 million for the same periods in 2024. We use the proceeds from stock option exercises and available cash to repurchase our common stock on the open market to reduce outstanding shares. During the three and six months ended June 30, 2025, we used cash to repurchase 2.0 million and 3.5 million shares of common stock, compared to 0.9 million and 3.9 million shares of common stock during the same periods in 2024.

We follow established guidelines relating to credit quality, diversification and maturities of our investments to preserve principal and maintain liquidity. Historically, our investment portfolio has not been adversely impacted by disruptions occurring in the credit markets. However, there can be no assurance that our investment portfolio will not be adversely affected in the future.

We cannot predict what further impact ongoing uncertainties in the global economy, inflation, future interest rates, and political conflicts and uncertainty, may have on our operating results, freight volumes, pricing, amounts advanced on behalf of our customers, changes in consumer demand, carrier stability and capacity, customers’ abilities to pay or changes in competitors' behavior.

We maintain international unsecured bank lines of credit for short-term working capital purposes. A few of these credit lines are supported by standby letters of credit issued by a United States bank or guarantees issued by the Company to the foreign banks issuing the credit line. At June 30, 2025, borrowings under these credit lines were $34 million and we were contingently liable for $80 million from standby letters of credit and guarantees. The standby letters of credit and guarantees primarily relate to obligations of our foreign subsidiaries for credit extended in the ordinary course of business by direct carriers, primarily airlines, and for duty and tax deferrals available from governmental entities responsible for customs and value-added-tax (VAT) taxation. The total underlying amounts due and payable for transportation and governmental excises are properly recorded as obligations in the accounting records of the respective foreign subsidiaries, and there would be no need to record additional expense in the unlikely event the parent company is required to perform.

22


 

Our foreign subsidiaries regularly remit dividends to the U.S. parent company after evaluating their working capital requirements and funds necessary to finance local capital expenditures. In some cases, our ability to repatriate funds from foreign operations may be subject to foreign exchange controls, or could be impacted by inter-governmental disputes or new trade restrictions. At June 30, 2025, cash and cash equivalent balances of $541 million were held by our non-United States subsidiaries, of which $2 million was held in banks in the United States. Earnings of our foreign subsidiaries are not considered to be indefinitely reinvested outside of the United States.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

We are exposed to market risks in the ordinary course of our business. These risks are primarily related to foreign exchange risk and changes in short-term interest rates. The potential impact of our exposure to these risks is presented below:

Foreign Exchange Risk

We conduct business in many different countries and currencies. Our business often results in billings issued in a country and currency that differs from that where the expenses related to the service are incurred. In the ordinary course of business, we create numerous intercompany transactions and may have receivables, payables and currencies that are not denominated in the local functional currency. This brings foreign exchange risk to our earnings. The principal foreign exchange risks to which Expeditors is exposed include Chinese Yuan, Indian Rupee, Euro, Mexican Peso, Canadian Dollar, British Pound and Vietnamese Dong.

Most of our subsidiaries operate in functional currencies other than the U.S. dollar. The translation of foreign subsidiaries' non-US denominated balance sheets and income statements into U.S. dollar for consolidated reporting, results in a cumulative translation adjustment to accumulated other comprehensive loss within shareholders' equity.

Foreign exchange rate translation sensitivity analysis can be quantified by estimating the impact on our earnings as a result of hypothetical changes in the value of the U.S. dollar, our functional currency, relative to the other currencies in which we transact business. All other things being equal, an average 10% weakening of the U.S. dollar, throughout the six months ended June 30, 2025, would have had the effect of raising operating income by approximately $30 million. An average 10% strengthening of the U.S. dollar, for the same period, would have the effect of reducing operating income by approximately $24 million. This analysis does not take into account changes in shipping patterns based upon this hypothetical currency fluctuation. For example, a weakening in the U.S. dollar would be expected to increase exports from the United States and decrease imports into the United States over some relevant period of time, but the exact effect of this change cannot be quantified without making speculative assumptions.

Historically, derivative financial instruments have not been used to manage foreign currency risk. For the three and six months ended June 30, 2025, net foreign currency transactional losses were approximately $12 million and $17 million compared to net foreign currency transactional gains of approximately $5 million and $12 million during the same periods in 2024. In lieu of the use of foreign currency derivatives, we instead follow a policy of accelerating international currency settlements to manage foreign exchange risk relative to intercompany billings. As of June 30, 2025, we had approximately $123 million of net unsettled intercompany transactions. The majority of intercompany billings are resolved within 30 days.

Interest Rate Risk

At June 30, 2025, we had cash and cash equivalents of $1,156 million of which $571 million was invested at various short-term market interest rates. We had no long-term debt at June 30, 2025. A hypothetical change in the interest rate of 10 basis points at June 30, 2025 would not have a significant impact on our earnings. In management’s opinion, there has been no material change in our interest rate risk exposure in the second quarter of 2025.

Item 4. Controls and Procedures

We carried out an evaluation, under the supervision and with the participation of our management, including the Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures (as defined in the Exchange Act Rule 13a-15(e)) as of the end of the period covered by this report. Based upon that evaluation, the Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were not effective as of the end of the period covered by this report due to material weaknesses in internal control over financial reporting described below.

23


 

Management concluded that unauthorized access and changes to databases and related applications could have gone undetected as controls to review and authorize access and direct changes that support several key operational and accounting systems excluded certain changes from review or were not captured, and as such were either not designed properly or did not operate effectively as designed. In addition, the system logic used to record direct changes excluded certain changes from being captured for review. These control deficiencies related to personnel without specific training and experience to fulfill internal control responsibilities related to information technology general controls over systems and processes resulting in an ineffective design of controls necessary to ensure the reliability of information used in financial reporting. As a consequence of these control deficiencies, the Company concluded that it did not effectively design, implement and operate process-level controls across its financial reporting processes.

In light of the material weaknesses, management performed additional analysis and other procedures to ensure that our consolidated financial statements were prepared in accordance with U.S. generally accepted accounting principles (GAAP). Accordingly, management believes that the consolidated financial statements included in this Quarterly Report on Form 10-Q fairly present, in all material respects, our financial position, results of operations, and cash flows as of and for the periods presented, in accordance with U.S. GAAP.

Remediation

As previously described in Part II, Item 9A of our Annual Report on Form 10-K for the year ended December 31, 2024, with respect to the material weaknesses identified, management with the oversight of the Audit Committee of the Board of Directors, has taken steps to remediate such material weaknesses, including:

Engaged PwC US Consulting, LLP to assist management with our entity-wide risk assessment, assessment of control design, and remediation process;
Continuing to conduct our entity wide risk assessments to identify relevant process risk points, IT systems and the information used in the operation of controls;
Continuing to hire additional qualified personnel to support the remediation process and the design and implementation of IT controls;
Implementing additional third-party developed software solutions that aid in tracking changes to databases and related applications and improve controls over system access and monitoring;
Continuing to implement certain enhancements designed to strengthen IT change management and logical access processes; and
Continuing to train personnel to fulfill internal control responsibilities relative to information technology.

Management, with assistance from PwC Consulting, has made progress on the steps laid out in our 2024 Annual Report on Form 10-K, including hiring additional qualified personnel, implementing third-party software solutions, developing training programs for information technology personnel and developing management action plans and procedures for identified deficiencies. These material weaknesses will not be considered fully remediated, until the applicable controls operate for a sufficient period of time and management has concluded, through additional testing, that these controls are operating effectively. Primarily due to the complexities and interdependencies of our internally developed legacy and other systems and time needed to fully implement third-party software solutions, we are currently unable to estimate when remediation of these material weaknesses will be completed. We will continue to perform supplemental review procedures for direct database changes and perform additional analysis to supplement our existing controls and other procedures to ensure that our consolidated financial statements are prepared in accordance with U.S. GAAP.

The Audit Committee's oversight of ongoing actions being taken by management to remediate and strengthen information technology controls includes monthly reports and formal comprehensive presentations at all Audit Committee meetings from the Chief Information Officer and Chief Information Security Officer.

Changes in Internal Controls

Except for on-going remediation related to the material weaknesses noted above, there were no changes in our internal control over financial reporting that occurred during the most recent fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

24


 

An internal control system, no matter how well-conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of such internal controls are met. Further, the design of an internal control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs. Because of the inherent limitations in all internal control systems, no evaluation of controls can provide absolute assurance that all of our control issues and instances of fraud, if any, have been detected.

PART II. OTHER INFORMATION

Item 1. Legal Proceedings

Expeditors is involved in claims, lawsuits, government investigations, income, transfer pricing and indirect tax audits and other legal matters that arise in the ordinary course of business and are subject to inherent uncertainties. Currently, in management's opinion and based upon advice from legal and tax advisors, none of these matters are expected to have a material effect on our operations, cash flows or financial position. As of June 30, 2025, the amounts recorded for claims, lawsuits, government investigations and other legal matters are not significant to our operations, cash flows or financial position. At this time, we are unable to estimate any additional loss or range of reasonably possible losses, if any, beyond the amounts recorded, that might result from the resolution of these matters.

25


 

Item 1A. Risk Factors

In addition to the other information set forth in this report, careful consideration should be given to the risk factors under Item 1A Risk Factors in our Annual Report on Form 10-K filed on February 21, 2025. There have been no material changes in Expeditors' risk factors from those disclosed under Item 1A Risk Factors in our annual report on Form 10-K filed on February 21, 2025, except for the following:

Industry Risks

The current volatile international trade environment as a result of intergovernmental disputes, trade actions, increased tariffs and other geo-political risks may adversely impact our business and operating results.

The United States has undertaken a substantial global tariff rebalancing effort, resulting in higher tariffs on imports, including significantly higher tariffs on goods made in China. These measures led to threatened or actual retaliatory tariffs on goods made in the United States from several countries, including China, the European Union, and Canada. This created an unpredictable trade environment for shippers to determine if and how to adapt their sourcing patterns given these new and fast-changing regulations. If these conditions result in a significant, short-term or longer-term, decrease or redistribution of international trade volumes, it could negatively affect our business volumes and revenues. Expeditors' activity is particularly exposed to trade volume impacts from trade actions and tariff disputes between China and the United States, as we generated 22% of our revenues and 17% of our operating income in 2024, on exports from China and Hong Kong. Uncertainty and changes to trade volumes, could also affect air and ocean freight carriers because they may adjust capacity and transportation schedules, which could result in volatility in available capacity, and average buy and sell rates, all of which could adversely impact our operations and financial results. In the second quarter 2025, our China to U.S. ocean volumes declined sequentially from the first quarter. While some of those volumes are shifting to other lanes, as customers look to mitigate their exposure to China-specific tariffs, it is too early to know what the overall decline in volumes might be. Many of our customers are subject to the increased tariffs and may experience increased costs of conducting business. This could result in a loss of business, bad debt or increased expenses in the future if our customers were to abandon cargo, enter into bankruptcy or insolvency proceedings, or their ability to pay deteriorates. Additionally, the increased complexity of trade regulations and customs declaration processes, challenge our ability to be in compliance with such ever-changing regulations and may require us to dedicate additional resources to our customs brokerage operations.

Government Regulation and Tax Risks

We are subject to taxation in multiple jurisdictions, and although we believe our tax estimates are reasonable, any adverse determinations in tax audits could negatively impact our financial results.

Expeditors is subject to income and non-income taxation in the United States (Federal, state and local) as well as many foreign jurisdictions including the People’s Republic of China, including Hong Kong, Taiwan, Vietnam, India, Mexico, Canada, Netherlands, the United Kingdom and many other jurisdictions. In many of these jurisdictions, the tax laws are very complex and are open to different interpretations and application. Tax authorities frequently implement new taxes, including the 2025 Tax Act enacted in July of 2025 in the U.S, and change their tax rates and rules, including interpretations of those rules. The Organization for Economic Cooperation and Development (OECD) reached agreement among various countries to implement a minimum 15% tax rate on certain multinational enterprises, commonly referred to as Pillar Two. Many countries continue to announce changes in their tax laws and regulations based on the Pillar Two proposals. We are continuing to evaluate the impact of these proposed and enacted legislative changes as new guidance becomes available. Some of these legislative changes could impact our effective tax rate and tax liabilities. Given the numerous proposed tax law changes and the uncertainty regarding such proposed legislative changes, the impact of Pillar Two cannot be determined at this time.

The timing of the resolution of income and non-income tax examinations can be highly uncertain, and the amounts ultimately paid, if any, upon resolution of the issues raised by the taxing authorities, may differ significantly from the amounts recorded. It is reasonably possible that within the next twelve months we will undergo further audits and examinations by various tax authorities and possibly may reach resolution related to income tax examinations covering one or more jurisdictions and years. In recent years, the United States and other foreign governments have made significant changes to tax laws, and more changes are anticipated in future periods. Often, those changes are subject to the issuance of new regulations and interpretations, which adds complexity and uncertainty in calculating tax liabilities.

26


 

We are regularly under audit by tax authorities, including transfer pricing inquiries. The Indian tax authority (ITA) has asserted that additional tax applies principally related to transfer pricing and transactions between and amongst the Company and its Indian subsidiary and the applicability to an Indian service tax applicable to ocean and air imports and exports. We believe that ITA’s positions are without merit, and we are defending our position vigorously in Indian courts. If these matters are adversely resolved, we would recognize significant additional tax expense including interest and penalties. Although we believe our tax estimates are reasonable, the final determination of tax audits, including any potential penalties and interest, could be materially different from our tax provisions and accruals and negatively impact our financial results. We cannot currently provide an estimate of the range of possible outcomes.

Current economic and political conditions make tax laws and regulations, or their interpretation and application, in any jurisdiction subject to significant change. Changes in tax laws or statutory tax rates, competing tax regimes, variability in the mix of pretax earnings we generate in the U.S, as compared to other countries, or new taxes in the United States or foreign jurisdictions could result in additional tax liabilities, or increased volatility in our effective tax rate and total tax expense.

27


 

Item 2. Unregistered Sales of Equity Securities, Use of Proceeds, and Issuer Purchases of Equity Securities

 

ISSUER PURCHASES OF EQUITY SECURITIES

(shares in thousands)

Period

 

Total number
of shares
purchased

 

 

Average price
paid per share

 

 

Total number
of shares
purchased as
part of publicly
announced
plans

 

 

Maximum
number of
shares that may
yet be
purchased
under the plans

 

April 1-30, 2025

 

 

-

 

 

$

-

 

 

 

-

 

 

 

6,787

 

May 1-31, 2025

 

 

2,000

 

 

 

112.05

 

 

 

2,000

 

 

 

5,246

 

June 1-30, 2025

 

 

-

 

 

 

-

 

 

 

-

 

 

 

5,134

 

Total

 

 

2,000

 

 

$

112.05

 

 

 

2,000

 

 

 

5,134

 

In November 2001, Expeditors' Board of Directors authorized a Discretionary Stock Repurchase Plan for the purpose of repurchasing our common stock in the open market to reduce the issued and outstanding stock down to 200 million outstanding shares. Subsequently, the Board of Directors has from time to time increased the amount of our common stock that may be repurchased. On February 19, 2024, the Board of Directors last authorized repurchases from 140 million shares of common stock down to 130 million outstanding shares of common stock. The maximum number of shares available for repurchase under this plan will increase as the total number of outstanding shares increases. This authorization has no expiration date.

Item 3. Defaults Upon Senior Securities

Not applicable.

Item 4. Mine Safety Disclosures

Not applicable.

Item 5. Other Information

(a)
Not applicable.
(b)
Not applicable.
(c)
During the quarterly period ended June 30, 2025, no director or officer adopted or terminated any Rule 10b5-1 trading arrangement or non-Rule 10b5-1 trading arrangement.

28


 

Item 6. Exhibits

Exhibits required by Item 601 of Regulation S-K.

 

Exhibit

Number

 

Description

 

 

 

 

 

 

31.1

 

Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

 

 

 

31.2

 

Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

 

 

 

32

 

Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

 

 

 

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 With Embedded Linkbase Documents

 

 

 

104

 

The cover page from the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2025, has been formatted in Inline XBRL.

 

29


 

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

 

 

EXPEDITORS INTERNATIONAL OF WASHINGTON, INC.

 

 

 

August 7, 2025

 

/s/ DANIEL R. WALL

 

 

Daniel R. Wall, President, Chief Executive Officer and Director

 

 

 

August 7, 2025

 

/s/ BRADLEY S. POWELL

 

 

Bradley S. Powell, Senior Vice President and Chief Financial Officer

 

30


Expeditors Intl

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Integrated Freight & Logistics
Arrangement of Transportation of Freight & Cargo
United States
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