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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 11-K

 

 

ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

 

For the fiscal year ended December 31, 2025

 

OR

 

TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

 

For the transition period from ___________ to ____________

 

 

 

Commission file number 0-11757

 

 

 

 

J.B. HUNT TRANSPORT SERVICES, INC. EMPLOYEE RETIREMENT PLAN

 

 

J.B. HUNT TRANSPORT SERVICES, INC.

 

615 J.B. Hunt Corporate Drive

 

Lowell, Arkansas 72745

 

(479) 820-0000

 

 

 

 

REQUIRED INFORMATION

 

 

The following financial statements prepared in accordance with the financial reporting requirements of the Employee Retirement Income Security Act (ERISA) and exhibits are filed for the J.B. Hunt Transport Services, Inc. Employee Retirement Plan:

 

 

Page No.

Financial Statements and Schedules

 
   

Report of Independent Registered Public Accounting Firm

2

   

Statements of Net Assets Available for Benefits - December 31, 2025 and 2024

3

   

Statement of Changes in Net Assets Available for Benefits - Year Ended December 31, 2025

4

   

Notes to Financial Statements

5

   

Schedule 1: Form 5500, Schedule H, Line 4i - Schedule of Assets (Held at End of Year) - December 31, 2025

10

   

Exhibit Index

11

   

Signature

12

 

 

 

 

Exhibits

 

23.1

Consent of Forvis Mazars, LLP

 

 

 
 

Report of Independent Registered Public Accounting Firm

 

Plan Administrator, Retirement Committee, and Plan Participants

J.B. Hunt Transport Services, Inc. Employee Retirement Plan

Lowell, Arkansas

 

Opinion on the Financial Statements

 

We have audited the accompanying statements of net assets available for benefits of J.B. Hunt Transport Services, Inc. Employee Retirement Plan (the “Plan”) as of December 31, 2025 and 2024, the related statement of changes in net assets available for benefits for the year ended December 31, 2025, and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for benefits of the Plan as of December 31, 2025 and 2024 and the changes in net assets available for benefits for the year ended December 31, 2025, in conformity with accounting principles generally accepted in the United States of America.

 

Basis of Opinion

 

These financial statements are the responsibility of the Plan’s management. Our responsibility is to express an opinion on these financial statements based on our audits.

 

We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Plan in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

 

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Plan is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits, we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Plan’s internal control over financial reporting. Accordingly, we express no such opinion.

 

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

 

Report on Supplemental Information

 

The supplemental information in the accompanying Schedule H, Line 4i – Schedule of Assets (Held at End of Year) as of December 31, 2025 has been subjected to audit procedures performed in conjunction with the audit of the Plan’s financial statements. The supplemental schedule is the responsibility of the Plan’s management. Our audit procedures included determining whether the supplemental schedule reconciles to the financial statements or the underlying accounting and other records, as applicable, and performing procedures to test the completeness and accuracy of the information presented in the supplemental schedule. In forming our opinion on the supplemental schedule, we evaluated whether the supplemental schedule, including its form and content, is presented in conformity with the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. In our opinion, Schedule H, Line 4i – Schedule of Assets (Held at End of Year) as of December 31, 2025 is fairly stated, in all material respects, in relation to the basic financial statements taken as a whole.

 

/s/ Forvis Mazars LLP

 

We have served as the Plan’s auditor since 2025.

 

Rogers, Arkansas

June 26, 2026

 

2

 

 

J.B. HUNT TRANSPORT SERVICES, INC. 

EMPLOYEE RETIREMENT PLAN

 

Statements of Net Assets Available for Benefits

December 31, 2025 and 2024

 

   

2025

   

2024

 

Cash

  $ 187,492     $ 54,329  

Investments, at fair value:

               

Mutual funds

    1,180,850,917       1,011,718,764  

Common stock – J.B. Hunt Transport Services, Inc.

    249,539,519       248,051,604  

Common/collective trust

    83,455,915       83,375,849  
Total investments     1,513,846,351       1,343,146,217  

Receivables:

               

Notes receivable from participants

    64,506,761       61,047,045  

Contributions:

               

Participants

    2,562,871       2,714,766  

Employer

    910,324       938,865  

Accrued investment income

    101,840       74,937  
Total receivables     68,081,796       64,775,613  

Net assets available for benefits

  $ 1,582,115,639     $ 1,407,976,159  

 

See accompanying notes to financial statements.

 

3

 

 

J.B. HUNT TRANSPORT SERVICES, INC.

EMPLOYEE RETIREMENT PLAN

 

Statement of Changes in Net Assets Available for Benefits

Year ended December 31, 2025

 

   

2025

 

Additions to net assets attributed to:

       

Investment income:

       

Net appreciation in fair value of investments

  $ 153,463,748  

Interest and dividends

    56,462,874  
      209,926,622  
         

Interest income on notes receivable from participants

    5,169,361  

Contributions:

       

Employer, net of forfeitures

    35,747,083  

Participants

    114,881,357  
      150,628,440  

Total additions

    365,724,423  

Deductions from net assets attributed to:

       

Withdrawals and distributions

    189,670,431  

Administrative expenses

    1,914,512  

Total deductions

    191,584,943  

Increase in net assets available for benefits

    174,139,480  
         

Net assets available for benefits:

       

Beginning of year

    1,407,976,159  

End of year

  $ 1,582,115,639  

 

See accompanying notes to financial statements.

 

4

 

J.B. HUNT TRANSPORT SERVICES, INC.

 

EMPLOYEE RETIREMENT PLAN

 

Notes to Financial Statements

 

December 31, 2025 and 2024

 

 

1.

Description of Plan

 

The following description of the J.B. Hunt Transport Services, Inc. (the “Company” or “Employer”) Employee Retirement Plan (the “Plan”) is provided for general information purposes only. Participants should refer to the Plan document for a more complete description of the Plan’s provisions.

 

General

 

The purpose of the Plan is to provide additional incentive and retirement security for eligible employees of the Company by permitting contributions to the Plan that are tax deferred under Section 401(k) of the Internal Revenue Code (IRC). All employees, other than employees covered by a collective bargaining agreement, non-resident aliens, leased employees, and independent contractors, are eligible to make salary reduction contributions immediately following their employment commencement date. Each employee that has completed one year of qualifying service is eligible to receive matching contributions. The Plan is a defined contribution plan subject to the provisions of the Employee Retirement Income Security Act of 1974, as amended (ERISA).

 

Contributions

 

Each year, participants may defer from 1% up to 50% of pretax annual compensation, as defined in the Plan document (not to exceed limits determined under Sections 402(g) and 415(c) of the IRC). Participants who have attained age 50 before the end of the Plan year are eligible to make catch up contributions. The Company matches 50% of the first 6% of compensation that a participant contributes to the Plan once meeting match eligibility requirements as defined in the plan document. Additional amounts may be contributed at the discretion of the Company’s Board of Directors. No such additional amounts were contributed in 2025. The Plan additionally provides for Roth Elective Deferrals, After-Tax Deferrals, and In-Plan Roth Rollovers.

 

Participant Accounts

 

Each participant’s account is credited with the participant’s contribution and allocations of (a) the Company’s matching contributions and any discretionary contributions and (b) Plan earnings, and charged with an allocation of administrative expenses. Allocations are based on participant earnings or account balances, as defined. The benefit to which a participant is entitled is the benefit that can be provided from the participant’s vested account.

 

Vesting

 

Participants are immediately vested in their contributions plus actual earnings thereon. Vesting in the Company’s matching and discretionary contribution portion of their accounts, plus actual earnings thereon, is based on years of service. Upon a participant’s retirement, permanent disability or death, he or she becomes fully vested in the Plan. If a participant terminates employment for any other reason on or after being credited with at least six years of vesting service, he or she becomes fully vested in the Plan. Prior to the completion of six years of vesting service, the vesting percentages are as follows: 0 - 1 year – 0%; 2 years – 20%; 3 years – 40%; 4 years – 60%; 5 years – 80%; 6 years – 100%. A year of vesting service is credited to participants that complete 1,000 hours of service within a plan year. Hours of service are defined in the plan document and accumulated for employees irrespective of participation in the Plan. Forfeited balances of terminated participants’ nonvested accounts are used to reduce future Company contributions, restore a participant’s account for claims of benefits, or pay Plan expenses. Forfeitures for the year ended December 31, 2025 amounted to approximately $3,426,000. The Company used approximately $3,052,000 to reduce Company contributions to the Plan in 2025. Forfeitures remaining in the Plan at December 31, 2025 and 2024 were approximately $467,000 and $93,000, respectively.

 

5

 

Participant Loans

 

Notes receivable from participants represent participant loans. Participants may borrow from their fund accounts a minimum of $1,000 up to a maximum equal to the lesser of $50,000 or 50% of their vested account balance. Loan terms range from 1 - 5 years for general purpose loans, or up to 20 years for the purchase of a primary residence. The loans are secured by the balance in the participant’s account and bear fixed interest at the prime rate on the first day of the calendar month in which the loan is made, plus one percent (ranging from 4.25% to 9.50% for loans outstanding at December 31, 2025). Principal and interest are paid ratably through payroll deductions. A participant may only have two loans outstanding at any time.

 

Payment of Benefits

 

On termination of service due to retirement, disability or death, a participant or his/her beneficiary may receive either a lump-sum amount or approximately equal monthly, quarterly or semi-monthly installments in cash equal to the value of the participant’s vested interest in his or her account. For termination of service, other than retirement, disability or death, a participant may receive the value of the vested interest in his or her account as a lump-sum distribution.

 

The Plan allows for general hardship distributions if a participant meets the Plan’s requirements for such distributions.

 

The Plan will distribute and rollover certain net assets to other plans in connection with participants who have terminated employment and begun participating in other employer plans. Such transactions are recorded in withdrawals and distributions at the fair value of the assets on the date of rollover. Similarly, the Plan allows new participants to rollover or transfer-in assets held in other qualified plans. Such transactions are recorded in participant contributions at fair value.

 

Administrative Expenses

 

The Company may elect to pay all administrative expenses of the Plan. Administrative expenses not paid by the Company are paid from Plan assets. All administrative expenses were paid within the Plan in 2025.

 

 

2.

Summary of Significant Accounting Policies

 

Basis of Accounting

 

The accompanying financial statements of the Plan are prepared utilizing the accrual method of accounting.

 

6

 

Contributions

 

Contributions from plan participants and the matching contributions from the Company are recorded in the year in which the employee contributions are withheld from compensation.

 

Notes Receivable from Participants

 

Notes receivable from participants represent participant loans that are recorded at their unpaid principal balance plus any accrued but unpaid interest. Interest income on notes receivable from participants is recorded when it is earned. Related fees are recorded as administrative expenses and are expensed when they are incurred. No allowance for credit losses has been recorded as of December 31, 2025 or 2024. If a participant ceases to make loan repayments and the Plan administrator deems the participant loan to be a distribution, the participant loan balance is reduced and a benefit payment is recorded.

 

Investment Valuation and Income Recognition

 

The Plan’s investments are stated at fair value on December 31, 2025 and 2024. See Note 3, Fair Value Measurements, for additional information on investment valuation. Purchases and sales of securities are recorded on a trade-date basis. Dividends are recorded on the ex-dividend date. Interest income is recorded on the accrual basis. Net appreciation or depreciation in fair value of investments represents increases or decreases in value resulting from realized and unrealized gains and losses. The cost of securities sold is determined by the weighted average cost method. Shares of mutual funds are valued at published market prices. Shares of common stock are valued at quoted market prices. As a practical expedient, investments in the common/collective trust are valued at the net asset value per unit, as determined by the issuer of the respective trust.

 

The MissionSquare Funds of VantageTrust Stable Value Fund (Stable Value Fund), a common/collective trust, is designed to deliver safety and stability by preserving principal and accumulating earnings. This Stable Value Fund is primarily invested in guaranteed investment contracts, bank investment contracts, and synthetic investment contracts. The Plan may withdraw from the Stable Value Fund with 12 month written advance notice to the trustee. The notice period may be shortened or waived by the trustee in its sole discretion. There are no restrictions on participant-directed redemptions. There were no unfunded commitments at December 31, 2025 or 2024.

 

Payment of Benefits

 

Benefits are recorded when paid. Defaults on participant notes receivable are recorded as withdrawals and distributions.

 

Use of Estimates

 

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and changes therein, and disclosure of contingent assets and liabilities. Actual results could differ from those estimates.

 

Risk and Uncertainties

 

The Plan invests in various investment securities. Investment securities are exposed to various risks such as interest rate, market volatility and credit risks. Due to the level of risk associated with certain investment securities, it is at least reasonably possible that changes in the values of investment securities will occur in the near term and that such changes could materially affect participants’ account balances and the amounts reported in the statements of net assets available for benefits.

 

7

 

 

3.

Fair Value Measurements

 

The FASB’s guidance on fair value measurements establishes a three-level valuation hierarchy for disclosure based upon the transparency of inputs to the valuation of an asset or liability as of the measurement date. The hierarchy gives the highest priority to quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). An asset’s fair value measurement level within the hierarchy is based on the lowest level of input that is significant to the valuation.

 

The three levels are defined as follows:

 

 

Level 1 - inputs to the valuation methodology are quoted prices for identical assets or liabilities in active markets.

 

 

Level 2 - inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument.

 

 

Level 3 - inputs to the valuation methodology are unobservable and significant to the fair value measurement.

 

The following are assets measured at fair value on a recurring basis at December 31, 2025 and 2024:

 

December 31, 2025  

Description

 

Level 1

   

Total

 

Mutual Funds

  $ 1,180,850,917     $ 1,180,850,917  

Common Stock

    249,539,519       249,539,519  
              1,430,390,436  

Common/collective trust measured at net asset value as a practical expedient

            83,455,915  

Total investments

          $ 1,513,846,351  

 

 

 December 31, 2024  

Description

 

Level 1

   

Total

 

Mutual Funds

  $ 1,011,718,764     $ 1,011,718,764  

Common Stock

    248,051,604       248,051,604  
              1,259,770,368  

Common/collective trust measured at net asset value as a practical expedient

            83,375,849  

Total investments

          $ 1,343,146,217  

 

 

4.

Plan Termination

 

Although it has not expressed any intent to do so, the Company has the right under the Plan to discontinue its contributions at any time and to terminate the Plan subject to the provisions of ERISA. In the event of Plan termination, participants will become 100% vested in their employer contributions.

 

 

5.

Related Party and Parties-in-Interest Transactions

 

At December 31, 2025 and 2024, the Plan held 1.3 million and 1.5 million shares, respectively, of common stock of the Company, with a fair value of approximately $249.5 million and $248.1 million, respectively. Effective January 1, 2023, investments in common stock of the Company were limited to no more than 20% of a participant’s contribution. In addition, transfers of existing investments within a participant’s Plan account to common stock of the Company were not allowed if the then-current market value of common stock of the Company within their account was greater than 40%. The Plan recorded dividend income on the common stock of the Company of approximately $2.4 million during the year ended December 31, 2025. Purchases and sales of the Company’s stock by participants were approximately $11,619,000 and $27,593,000, respectively, during 2025. Net activity from the investment in common stock of the Company resulted in an increase of approximately $30.2 million within the investment balance for the year ended December 31, 2025. The Plan transactions involving this investment security qualify as related party and party-in-interest transactions. In 2025, the Plan paid $1,731,510 of recordkeeping fees to Bank of America Merrill Lynch. The Company provides certain administrative services at no cost to the Plan. Notes receivable from participants also qualify as party-in-interest transactions. All of these transactions are exempt from the prohibited transaction rules of ERISA.

 

8

 

 

6.

Tax Status

 

The Plan has received a determination letter from the Internal Revenue Service (IRS) dated November 17, 2017, stating that the Plan is qualified under Section 401(a) of the Internal Revenue Code (the Code), and therefore, the related trust is exempt from taxation. Subsequent to this determination by the IRS, the Plan has been amended and restated. Once qualified, the Plan is required to operate in conformity with the Code to maintain its qualified status. The Company believes the Plan is being operated in compliance with the applicable requirements of the Code and therefore, believes the Plan, as amended, is qualified and the related trust is tax-exempt.

 

Accounting principles generally accepted in the United States require Plan management to evaluate uncertain tax positions taken by the Plan. The financial statement effects of a tax position are recognized when the position is more likely than not, based on the technical merits, to be sustained upon examination by the IRS. The Plan administrator has analyzed the tax positions taken by the Plan, and has concluded that there are no uncertain positions taken or expected to be taken. The Plan has recognized no interest or penalties related to uncertain tax positions. The Plan is subject to routine audits by taxing jurisdictions; however, there are currently no audits for any tax periods in progress. The Plan administrator believes the Plan is no longer subject to income tax examinations for years prior to 2022.

 

9

 

 

Schedule I

J.B. HUNT TRANSPORT SERVICES, INC.

EMPLOYEE RETIREMENT PLAN

 

EIN: 71-0335111, Plan: 001

Schedule H, Line 4i - Schedule of Assets (Held at End of Year)

December 31, 2025

 

 

Column (a)

 

Column (b)

 

Column (c)

 

Column (e)

 
       

Description of Investment

       

Party-in-

     

Including Maturity Date,

       

Interest

 

Identity of Issue, Borrower,

 

Rate of Interest, Collateral,

 

Current

 

Identification

 

Lessor, or Similar Party

 

Par, or Maturity Value

 

Value

 
                 
   

American Beacon Small Cap Value Fund (Class R5)

 

Mutual Fund

  $ 19,276,883  
   

American Funds EuroPacific Growth Fund (Class R6)

 

Mutual Fund

    39,733,293  
   

Goldman Sachs International Small Cap Insight Fund (Instl Class)

 

Mutual Fund

    19,766,096  
   

American Funds New World Fund (Class R6)

 

Mutual Fund

    8,329,842  
   

MFS Growth Fund (Class R6)

 

Mutual Fund

    105,316,166  
   

MFS Global Real Estate Fund (Class R6)

 

Mutual Fund

    13,416,227  
   

PGIM Total Return Bond Fund

 

Mutual Fund

    16,345,454  
   

PIMCO Income Fund Institutional Class

 

Mutual Fund

    5,486,072  
   

PIMCO Real Return Fund Institutional Class

 

Mutual Fund

    18,747,515  
   

Principal Funds Inc. Small Cap Growth Fund I (Instl Class)

 

Mutual Fund

    20,378,366  
   

Vanguard Equity Income Fund Admiral

 

Mutual Fund

    52,411,138  
   

Vanguard Target Retirement Income Fund

 

Mutual Fund

    2,694,208  
   

Vanguard Institutional Index Fund Plus

 

Mutual Fund

    176,693,106  
   

Vanguard Target Retirement 2020

 

Mutual Fund

    5,151,934  
   

Vanguard Target Retirement 2025

 

Mutual Fund

    23,629,690  
   

Vanguard Target Retirement 2030

 

Mutual Fund

    55,562,115  
   

Vanguard Target Retirement 2035

 

Mutual Fund

    75,052,737  
   

Vanguard Target Retirement 2040

 

Mutual Fund

    67,164,053  
   

Vanguard Target Retirement 2045

 

Mutual Fund

    61,363,414  
   

Vanguard Target Retirement 2050

 

Mutual Fund

    68,962,838  
   

Vanguard Target Retirement 2055

 

Mutual Fund

    75,217,863  
   

Vanguard Target Retirement 2060

 

Mutual Fund

    64,696,843  
   

Vanguard Target Retirement 2065

 

Mutual Fund

    35,325,121  
   

Vanguard Target Retirement 2070

 

Mutual Fund

    4,371,038  
   

Vanguard Mid Cap Index (Class I) Fund

 

Mutual Fund

    34,577,032  
   

Vanguard Small Cap Index Fund

 

Mutual Fund

    37,154,799  
   

Vanguard Total Bond Market Index Fund

 

Mutual Fund

    32,333,331  
   

Vanguard Total International Stock Index Fund

 

Mutual Fund

    39,383,691  
    BlackRock Liquidty Funds FedFund   Mutual Fund     1,826,409  
    BlackRock Liquidty Funds - FedFund (Premier)   Mutual Fund     483,643  

*

 

J.B. Hunt Transport Services, Inc. Common Stock

 

Common Stock

    249,539,519  
   

MissionSquare Funds of VantageTrust Stable Value Fund

 

Common/Collective Trust

    83,455,915  

*

 

Participant Loans

 

Interest rates ranging from 4.25% to 9.50% and various maturities

    64,506,761  
            $ 1,578,353,112  
                 
*  

Party-in-interest

           

 

Note: Column (d) has been omitted as all investments are participant directed.

 

10

 

 

 

Exhibit Index

 

 

Exhibit

 

Description

     

23.1

 

Consent of Forvis Mazars, LLP

 

11

 

 

Signature

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the trustees have duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

 

J.B. HUNT TRANSPORT SERVICES, INC.

EMPLOYEE RETIREMENT PLAN

 

  

 

 

DATE: June 26, 2026

 

 

 

 

 

 

 

 

BY:

/s/ A. Brad Delco

 

 

 

A. Brad Delco

 

 

 

Chief Financial Officer,

 

    Executive Vice President  
    (Principal Financial Officer)  

 

 

 

 

BY:

/s/ John K. Kuhlow

 

 

 

John K. Kuhlow

 

 

 

Chief Accounting Officer,

 

    Senior Vice President  
    (Principal Accounting Officer)  

 

12

ATTACHMENTS / EXHIBITS

ATTACHMENTS / EXHIBITS

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XBRL TAXONOMY EXTENSION CALCULATION LINKBASE

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