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- Related Party (new) — Transaction involved entity affiliated with Chairman and director, though approved by disinterested board members.
ULH subsidiary sells New Jersey property for $38M cash plus Newark facility to chairman-affiliated entity
Filed June 26, 2026 · Period ending June 24, 2026 · ~1 min read
Key Changes
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UTSI Finance sold Kearny, NJ facility for $38M cash and received Newark, NJ property via membership interest transfer from Lakeshore Ventures, an entity affiliated with Chairman Matthew T. Moroun and director Matthew J. Moroun.
Item 1.01 — Entry into a Material Definitive Agreement verify on EDGAR → -
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Related-party transaction approved by disinterested board members including full Audit Committee, following proper governance procedures for transactions involving company insiders.
Item 1.01 — Entry into a Material Definitive Agreement verify on EDGAR →
Summary
Universal Logistics Holdings disclosed a related-party real estate transaction where its subsidiary UTSI Finance sold a Kearny, New Jersey facility to Lakeshore Ventures for $38 million cash plus received a Newark, New Jersey property. The buyer is affiliated with the company's Chairman Matthew T. Moroun and director Matthew J. Moroun, raising related-party concerns that warrant investor attention.
The company followed proper governance protocols: disinterested board members and the full Audit Committee reviewed and approved the transaction. While the $38 million cash component provides immediate liquidity, the property swap structure and related-party nature mean shareholders should watch for details on the Newark property's valuation and how it compares to the Kearny asset being sold. The involvement of company leadership as counterparty, even with board oversight, creates potential conflicts that merit scrutiny of whether the terms reflect fair market value.
Section-by-Section Diff
Event · Item 1.01 — Entry into a Material Definitive Agreement
Item 1.01 — Entry into a Material Definitive Agreement filed; see Key Changes for terms.
Added in current filing · verify on EDGAR →
On June 24, 2026, UTSI Finance, Inc. (“UTSI”), a subsidiary of Universal Logistics Holdings, Inc. (the “Company”), entered into and consummated the transactions contemplated by a Real Estate Purchase Agreement (the “Kearny REPA”) and a Membership Interest Purchase Agreement (the “Passaic MIPA” and, together with the Kearny REPA, the “Transaction Agreements”) with Lakeshore Ventures LLC (“Lakeshore”).
Pursuant to the Kearny REPA, UTSI sold a real property facility located in Kearny, New Jersey to Lakeshore. In exchange, Lakeshore paid UTSI cash consideration of $38.0 million, subject to certain adjustments, prorations and credits provided in the Kearny REPA, and transferred to UTSI all of the outstanding membership interests of Passaic Ventures LLC (“Passaic Ventures”) pursuant to the Passaic MIPA. Passaic Ventures owns a real property facility located in Newark, New Jersey.
The company's subsidiary sold its Kearny, New Jersey facility for $38.0 million in cash plus received ownership of a Newark, New Jersey property through a membership interest transfer. This was a property swap transaction where the company exchanged one New Jersey facility for cash and another New Jersey facility.
Added in current filing · verify on EDGAR →
Lakeshore is affiliated with Matthew T. Moroun, the Chairman of the Company, and Matthew J. Moroun, a director of the Company. The transactions contemplated by the Transaction Agreements were reviewed and approved by the disinterested members of the Company’s Board of Directors, including all members of the Audit Committee.
The buyer, Lakeshore Ventures LLC, is affiliated with the company's Chairman and one of its directors. The transaction received approval from disinterested board members and the full Audit Committee, following proper related-party transaction governance procedures.
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Figures/quotes linked to EDGAR · Narrative written by AI · Jun 29, 2026 · How we verify