NYSE: FDXF

FedEx Freight Holding Company, Inc.

CIK 0002082247 · SIC 4513 · Air Courier Services

Large Revenue $8.8B Assets $6.9B as of Aug 30, 2026

Headquartered in Memphis, Tennessee, FedEx Freight is the largest North American less-than-truckload (“LTL”) freight carrier, with industry-leading transit times and service levels, offering choice, simplicity, and reliability to meet the needs of LTL shippers while operating ethically with a… About this business →

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8-K Filed Aug 6, 2026 · Period ending Aug 6, 2026

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10-K Filed Aug 5, 2026 · Period ending May 31, 2026

FedEx Freight debuts as standalone LTL carrier after spin-off, with $4.3B debt and 62% drop in operating income

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8-K Filed Jun 26, 2026 · Period ending Jun 24, 2026

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8-K Filed Jun 25, 2026 · Period ending Jun 25, 2026

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8-K Filed Jun 1, 2026 · Period ending May 27, 2026

FedEx Freight completes spin-off, becomes independent public company with $4.1B debt load

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8-K Filed May 18, 2026 · Period ending May 14, 2026

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8-K Filed May 13, 2026 · Period ending May 11, 2026

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Latest financial statements

From 10-K filed Aug 5, 2026 (period ending May 31, 2026). As printed on the EDGAR/iXBRL face — not generated by the model.

As filed

Consolidated Statements of Income

(IN MILLIONS, EXCEPT PER SHARE DATA)

Description Years ended May 31, 2026 Years ended May 31, 2025 Years ended May 31, 2024
Revenue 8,795 8,892 9,424
Operating expenses:
Salaries and employee benefits 4,276 4,157 4,177
Purchased transportation 807 807 873
Rentals 308 295 287
Depreciation and amortization 512 471 455
Fuel 486 457 571
Maintenance and repairs 343 362 358
Separation and other costs 492
Other 1,031 939 950
Total operating expenses 8,255 7,488 7,671
Operating income 540 1,404 1,753
Other income (expense):
Related party interest income 351 388 330
Interest expense (57)
Interest income 41
Other, net 9 10 (4)
Total other income 344 398 326
Income before income taxes 884 1,802 2,079
Provision for income taxes 229 456 505
Net income 655 1,346 1,574
Earnings per share:
Basic 4.38 9.00 10.53
Diluted 4.38 9.00 10.53
Weighted-average shares outstanding:
Basic 149,505,248 149,505,248 149,505,248
Diluted 149,505,248 149,505,248 149,505,248

Consolidated Balance Sheets

(IN MILLIONS, EXCEPT SHARE DATA)

Description May 31, 2026 May 31, 2025
ASSETS
CURRENT ASSETS
Cash 251 109
Receivables, less allowances of $204 and $14 1,154 132
Due from Parent 18
Prepaid expenses and other 83 43
Total current assets 1,506 284
PROPERTY AND EQUIPMENT, AT COST
Vehicles and trailers 3,850 3,964
Facilities and other 1,672 1,512
Ground support and dock equipment 628 621
Information technology 520 397
Total property and equipment, at cost 6,670 6,494
Less accumulated depreciation and amortization 3,747 3,714
Net property and equipment 2,923 2,780
OTHER LONG-TERM ASSETS
Operating lease right-of-use assets, net 1,824 1,352
Goodwill 602 602
Other assets 29 4
Total other long-term assets 2,455 1,958
TOTAL ASSETS 6,884 5,022
LIABILITIES AND (DEFICIT) EQUITY
CURRENT LIABILITIES
Current portion of long-term debt 43 7
Accrued salaries and employee benefits 389 227
Accounts payable 106 150
Due to Parent, net 5
Operating lease liabilities 172 172
Accrued expenses 283 212
Total current liabilities 993 773
LONG-TERM LIABILITIES
Long-term debt, less current portion 4,484 66
Deferred income taxes 220 235
Self-insurance accruals 13 315
Operating lease liabilities 1,666 1,188
Other liabilities 5 52
Total long-term liabilities 6,388 1,856
CONTINGENCIES
(DEFICIT) EQUITY
Common stock, $0.10 par value; 149,505,248 shares authorized, issued, and outstanding as of May 31, 2026 15
Additional paid-in capital
(Accumulated deficit) Retained earnings (509) 2,400
Accumulated other comprehensive loss (3) (7)
Total (deficit) equity (497) 2,393
TOTAL LIABILITIES AND (DEFICIT) EQUITY 6,884 5,022

Consolidated Statements of Cash Flows

(IN MILLIONS)

Description Years ended May 31, 2026 Years ended May 31, 2025 Years ended May 31, 2024
OPERATING ACTIVITIES
Net income 655 1,346 1,574
Adjustments to reconcile net income to cash provided by operating activities:
Depreciation and amortization 449 416 404
Provision for uncollectible accounts 91 19 11
Other noncash items including leases and deferred income taxes 237 228 157
Stock-based compensation 13 10 12
Separation and other costs, net of payments 135
Changes in assets and liabilities:
Receivables (1,153) (9)
Other current assets (39) 16 22
Accounts payable and other liabilities (169) (255) (233)
Due to Parent, net (32) (255) (397)
Other, net (20) 6
Cash provided by operating activities 167 1,531 1,541
INVESTING ACTIVITIES
Capital expenditures (379) (437) (461)
Proceeds from asset dispositions and other 16 52 58
Cash used in investing activities (363) (385) (403)
FINANCING ACTIVITIES
Principal payments on debt (26) (63) (1)
Proceeds from debt issuances 4,271
Net transfers to Parent (3,910) (1,077) (1,125)
Cash provided by (used in) financing activities 335 (1,140) (1,126)
Effect of exchange rate changes on cash 3 (3) 1
Net increase in cash 142 3 13
Cash at beginning of period 109 106 93
Cash at end of period 251 109 106

Amounts as printed on the EDGAR/iXBRL face — (IN MILLIONS, EXCEPT PER SHARE DATA); (IN MILLIONS, EXCEPT SHARE DATA); (IN MILLIONS). Labels, columns, and figures are the filing face, not a GAAP stencil. Interactive statements & notes on EDGAR ↗

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About FedEx Freight Holding Company, Inc.

Source: Item 1 (Business) from the 10-K filed August 5, 2026. Description as filed by the company with the SEC.

ITEM 1. BUSINESS

Company Overview

Headquartered in Memphis, Tennessee, FedEx Freight is the largest North American less-than-truckload (“LTL”) freight carrier, with industry-leading transit times and service levels, offering choice, simplicity, and reliability to meet the needs of LTL shippers while operating ethically with a commitment to “Safety Above All.” As of June 1, 2026, we had approximately 40,000 employees, over 365 locations, including approximately 355 shipping terminals (over 320 of which are in the United States) and approximately 10 linehaul relay sites, and nearly 30,000 motorized vehicles, of which nearly 17,000 are tractors, across all 50 U.S. states, Canada, and Mexico. We also offer freight delivery service to most points in Puerto Rico and the U.S. Virgin Islands. Our robust network established through almost 60 years of operations and consisting of more than 26,000 service center doors strategically positioned in high-demand regions provides critical services that facilitate the transport of goods in North America and powers the supply chains of our customers. Our services and solutions support companies of all sizes, industries, and specialties, and our proximity to our customers allows us to transport their goods quickly, reliably, and efficiently.

Our LTL portfolio consists of two complementary service offerings designed to address distinct customer shipping requirements, serving both time-critical and cost-sensitive freight across a single integrated network:

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•FedEx Freight Priority: A premium, time-definite LTL service designed for shipments requiring the fastest available transit. Priority offers industry-leading published transit times, including next-business-day service for shipments traveling up to 600 miles and second-business-day service for shipments traveling up to 1,600 miles. The service provides broad coverage across the United States, Canada, and Mexico and is backed by a money-back service guarantee if published delivery commitments are not met, providing customers with a high degree of reliability for time-critical freight.

•FedEx Freight Economy: A value-oriented LTL service designed for shipments with more flexible transit requirements. Economy provides broad coverage across the United States and Canada, including service to and from Puerto Rico and service to the U.S. Virgin Islands through strategic alliances. The service offers reliable and cost-effective transportation for customers seeking to optimize shipping costs while maintaining consistent service performance. Shipments moving under FedEx Freight Economy are generally not covered by a money-back service guarantee.

In addition, FedEx Custom Critical provides expedited, time-specific freight solutions, including Surface Expedite and White Glove Services, available 24/7/365, which are discussed further below under “Business Strategy and Operations.”

Customers can also process domestic and cross-border LTL shipments to and from Canada and Mexico, as well as intra-Canada and intra-Mexico shipments, through our digital customer platforms, including LTL Select, a free cloud-based, multi-carrier transportation management system.

We have a number of ongoing initiatives intended to continue optimizing our operating model and financial performance, which are discussed further below under “Business Strategy and Operations.”

Spin-Off from FedEx Corporation

Prior to June 1, 2026, FedEx Freight operated as a group of wholly owned subsidiaries of FedEx. On December 19, 2024, FedEx announced its plan to spin-off FedEx Freight into an independent, publicly traded company. On June 1, 2026, FedEx completed the Spin-Off through its distribution of 80.1% of the outstanding shares of our common stock on a pro-rata basis to the holders of FedEx common stock. Following the Spin-Off, our common stock began trading under the ticker symbol “FDXF” on the New York Stock Exchange (“NYSE”).

See Item 7. “Management’s Discussion and Analysis of Results of Operations and Financial Condition” for information regarding costs and other financial-related items related to the Spin-Off and Item 13. “Certain Relationships and Related Transactions, and Director Independence” for information regarding the agreements FedEx Freight entered into with FedEx in connection with the Spin-Off.

Change in Fiscal Year

Effective for the period beginning June 1, 2026, the Company's fiscal year-end has changed from May 31 to December 31. Except as otherwise specified, any reference to a year in this Annual Report indicates our fiscal year ended May 31, 2026 or ended May 31 of the year referenced, and comparisons are to the corresponding period of the prior year.

Industry Overview

Trucking companies provide two main types of services across industries and end-markets: truckload (“TL”) and LTL services. We are the largest provider of LTL services to customers across North America. The LTL industry is a segment of the freight transportation market that specializes in the consolidation and transport of shipments that do not require the full capacity of a truck trailer. This model allows LTL providers to offer cost-effective solutions for businesses that need to ship goods between various locations but do not have sufficient freight to justify hiring a full TL carrier. LTL carriers utilize network-based production logic to link different shipments into multi-stop routes and benefit from a semi- or fully-scheduled linehaul. This results in LTL carriers typically requiring a more expansive and sophisticated network of local pickup and delivery as freight is picked up from multiple customers and routed through a network of

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service centers and transferred to other trucks with similar destinations. This sophisticated network structure enables shippers to flexibly manage variable shipment volumes and dispatch freight on demand.

There are certain market dynamics that influence LTL services with respect to pricing, routing, and carrier options that are different from the TL operating models. Customer pricing for TL solutions is typically rigid with one price for the entire trailer, irrespective of the shipment size, while LTL offerings are typically more flexible, with origin, destination, class, and weight being the drivers of price. This makes LTL generally more cost-effective than TL for shipments smaller than a full trailer, due to its hub-and-spoke routing model with cross-docking across terminals. In contrast, TL typically operates point-to-point without consolidation terminals, using customized, on-demand routes that may be non- or semi-scheduled. Historically, there has been more favorable pricing and economics in the North American LTL market, which consists of approximately 10 scaled players, as compared to the more fragmented North American TL market.

Business Strategy and Operations

FedEx Freight’s strategy builds on our expansive scale, diversified and premium service capabilities, and a tech-enabled platform to further differentiate our service offerings and drive profitable growth. Our strengths and strategy to grow our business include the following.

Largest LTL Pure-Player with Exceptional Network Scale and Proximity

We are the largest LTL freight carrier in North America with more than 26,000 service center doors and established infrastructure and coverage across 98% of all ZIP Codes in the United States (exclusive of military and PO ZIP Codes) as of June 1, 2026. Our network is strategically aligned with the densest freight corridors in the United States and we have built our infrastructure to serve these high-demand areas efficiently. The combination of our service center door count and proximity to the customer base enables greater supply chain flexibility and efficiency, specifically cross-docking, which streamlines the loading process. This, combined with our fleet size, accelerates our speed and enhances our quality of service. FedEx Freight’s network proximity generally allows it to maintain consistent service levels even during peak periods, as demonstrated by our ability to flex capacity during peak shipping seasons.

Robust Commercial Value Proposition with Differentiated Dual-Service Offering

We have established a comprehensive dual-service model and set of differentiated offerings to provide customers with flexibility to optimize their supply chains based on shipment urgency and service requirements.

Core Products

•FedEx Freight Priority: A premium, time-definite service offering the fastest published transit times in the industry (typically one to three days). Priority enables customers to meet urgent delivery requirements while maintaining end-to-end shipment visibility and reliability.

•FedEx Freight Economy: A value-oriented LTL service for shipments with more flexible transit requirements (typically three to six days). Economy provides reliable, cost-effective transportation for customers seeking to optimize shipping costs while maintaining consistent service performance.

Differentiated Offerings

•Volume Services: Offers customized pricing solutions for qualifying non-urgent shipments based on network capacity, enabling us to capture overflow demand from sectors prioritizing cost efficiency over speed, such as bulk retail and industrial components. The program fills otherwise empty capacity with profitable freight while still supporting unique customer needs.

•Custom Critical Services: Addresses the needs of customers with highly time-sensitive or high-value shipments. These shipments are delivered via “straight through” routing, with no intermediate stops, ensuring maximum speed and security.

•FedEx Freight Direct: Provides multiple service tiers for residential and commercial deliveries with value-added options such as inside delivery and packaging removal.

•Retail Flex: Provides delivery to large retailers with benefits that support consistent on-time, retailer-compliant deliveries.

Multi-Faceted Commercial Initiatives

We are executing on multi-faceted commercial initiatives to elevate our value proposition, strengthen go-to-market effectiveness, and enhance and simplify the customer experience. These include streamlining online tools, improving customer support channels, reducing cargo claims, and offering more flexible service options to enhance the customer experience. In connection with the Spin-Off, we rapidly scaled a dedicated LTL sales organization, attracting top industry talent that is focused on providing a leading customer value proposition supported through a superior delivery experience and data-driven, personalized service.

In addition to pursuing growth across the full customer base, we are focused on incremental growth from several verticals and end markets such as: small and medium sized businesses (“SMBs”), healthcare, grocery, and data centers and energy. We have undertaken numerous related commercial initiatives, including scaling field sales for SMB growth; grocery channel expansion through preferred carrier status; and healthcare product solutions leveraging FedEx Custom Critical.

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Proprietary and Digitally Enabled Technology Platform

We leverage technology extensively to enhance our operational efficiency, improve customer service, and differentiate the Company. A key aspect of this is the integration of advanced technology solutions, such as LTL Select, across our network. This platform provides customers with streamlined online experiences for managing their LTL shipments. This includes functionalities such as:

•Online Quoting: Instant rate quotes based on shipment details (weight, dimensions, destination).

•Shipment Booking: Easy online booking and scheduling of pickups.

•Tracking and Visibility: Real-time tracking of shipments from origin to destination, providing transparency and control.

•Reporting and Analytics: Access to data and reports on shipping activity, enabling customers to optimize their supply chain.

Beyond customer-facing and commercial tools, we employ a range of technologies to optimize our internal operations. We are systematically improving our visibility to movements on the dock through proprietary dock software and real-time tracking systems that reduce handling errors and improve throughput. Other initiatives include:

•Route Optimization: Utilizing sophisticated algorithms to plan the most efficient routes for trucks and minimize fuel consumption and transit times.

•Load Planning: Optimizing how freight is loaded onto trailers to maximize space utilization and minimize damage.

•Electronic Logging Devices: Promoting compliance with regulations regarding driver hours of service and improving safety.

•Radio-Frequency Identification (“RFID”) Tracking: Allowing for real-time analytics and improved network visibility.

We also utilize data analytics and AI to improve decision-making:

•Demand Forecasting: Predicting future demand to optimize resource allocation and capacity planning.

•Risk Management: Identifying and mitigating potential risks to the supply chain, such as weather delays or traffic congestion.

Trademarks and Other Intellectual Property

Generally, our products and services are marketed under trademarks that are owned by Federal Express Corporation, a wholly owned subsidiary of FedEx (“Federal Express”). Federal Express owns numerous trademarks and other intellectual property rights relating to the “FedEx” name and brand, including “FedEx Freight.” Federal Express licenses the use of certain trademarks to support its business and takes active measures to enforce its intellectual property rights where appropriate. The FedEx and FedEx Freight trademarks are important to our business.

In connection with the Spin-Off, we entered into a Trademark License Agreement with Federal Express (the “Trademark License Agreement”) that provides us with a license to continue to use certain names, trademarks, and brands owned by Federal Express or its affiliates, including the “FedEx Freight” name and mark.

Also, in connection with the Spin-Off, on May 31, 2026, we entered into an Intellectual Property Cross-License Agreement with FedEx, Federal Express, and FedEx Dataworks, Inc., a wholly owned subsidiary of FedEx (“FedEx Dataworks”) (the “Intellectual Property Cross-License Agreement”) pursuant to which FedEx Freight and each of FedEx, Federal Express, and FedEx Dataworks have granted and received licenses to and from each other in respect of certain patents, know-how, and copyrights. See