(Former name, former address and former fiscal year, if changed since last report)

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 during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

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 ☒

The number of shares of the registrant’s common stock, no par value, outstanding as of May ~~11, 2020,~~10, 2021, was ~~26,918,830.~~26,919,455.

	April 4, 2020			December 31, 2019			April 3, 2021			December 31, 2020
Assets
Current assets:
Cash and cash equivalents	$	7,995		$	7,726		$	10,799		$	8,763
Marketable securities		6,320			9,369			7,530			6,534
Accounts receivable – net of allowance for doubtful accounts of $3,044 and $2,545, respectively		219,229			210,534
Accounts receivable – net of allowance for doubtful accounts of $5,585 and $5,140, respectively								264,385			259,154
Other receivables		18,395			19,065			23,798			22,422
Prepaid expenses and other		21,216			19,676			22,109			23,427
Due from affiliates		2,838			1,705			1,262			1,224
Prepaid income taxes		-			3,768
Total current assets		275,993			271,843			329,883			321,524
Property and equipment – net of accumulated depreciation of $277,743 and $270,062, respectively		355,381			339,823
Property and equipment – net of accumulated depreciation of $309,475 and $298,789, respectively								353,361			364,795
Operating lease right-of-use asset		90,805			87,209			94,853			97,820
Goodwill		170,039			168,451			170,730			170,730
Intangible assets – net of accumulated amortization of $82,442 and $78,366, respectively		112,035			116,111
Intangible assets – net of accumulated amortization of $97,054 and $93,574, respectively								98,756			102,236
Deferred income taxes		1,412			1,460			2,159			2,159
Other assets		2,790			3,100			4,930			3,785
Total assets	$	1,008,455		$	987,997		$	1,054,672		$	1,063,049
Liabilities and Shareholders’ Equity
Current liabilities:
Accounts payable	$	88,801		$	91,909		$	98,577		$	97,916
Current portion of long-term debt		57,904			59,476			60,022			59,713
Current portion of operating lease liabilities		25,638			27,484			21,691			21,920
Accrued expenses and other current liabilities		25,634			34,825			43,316			39,588
Insurance and claims		22,874			23,039			28,735			25,022
Due to affiliates		21,483			14,842			17,316			17,093
Income taxes payable		1,260			-			9,261			11,555
Total current liabilities		243,594			251,575			278,918			272,807
Long-term liabilities:
Long-term debt, net of current portion		420,877			398,136			369,015			400,407
Operating lease liabilities, net of current portion		63,860			61,674			75,395			78,093
Deferred income taxes		65,892			65,692			64,427			64,426
Other long-term liabilities		5,569			5,703			7,151			7,743
Total long-term liabilities		556,198			531,205			515,988			550,669
Shareholders' equity:
Common stock, no par value. Authorized 100,000,000 shares; 30,979,827 and 30,970,452 shares issued; 26,925,201 and 27,282,230 shares outstanding, respectively		30,981			30,972
Common stock, no par value. Authorized 100,000,000 shares; 30,986,702 and 30,979,827 shares issued; 26,919,455 and 26,912,580 shares outstanding, respectively								30,988			30,981
Paid-in capital		4,484			4,298			4,639			4,484
Treasury stock, at cost; 4,054,626 and 3,688,222 shares, respectively		(82,166	)		(77,247	)
Treasury stock, at cost; 4,067,247 shares								(82,385	)		(82,385	)
Retained earnings		260,502			251,204			312,474			293,643
Accumulated other comprehensive income (loss):
Interest rate swaps, net of income taxes of $(167) and $(32), respectively		(553	)		(105	)
Accumulated other comprehensive (loss):
Interest rate swaps, net of income taxes of $(109) and $(142), respectively								(343	)		(476	)
Foreign currency translation adjustments		(4,585	)		(3,905	)		(5,607	)		(6,674	)
Total shareholders’ equity		208,663			205,217			259,766			239,573
Total liabilities and shareholders’ equity	$	1,008,455		$	987,997		$	1,054,672		$	1,063,049

	Thirteen Weeks Ended						Thirteen Weeks Ended
	April 4, 2020			March 30, 2019			April 3, 2021			April 4, 2020
Operating revenues:
Truckload services	$	58,898		$	65,671		$	59,702		$	58,898
Brokerage services		85,900			85,867			96,919			85,900
Intermodal services		110,322			91,168			103,716			110,322
Dedicated services		31,579			37,021			47,961			31,579
Value-added services		95,463			97,679			106,933			95,463
Total operating revenues		382,162			377,406			415,231			382,162
Operating expenses:
Purchased transportation and equipment rent		180,856			177,325			189,331			180,856
Direct personnel and related benefits		97,388			93,167			107,552			97,388
Operating supplies and expenses		30,695			30,770			37,092			30,695
Commission expense		7,170			7,836			7,324			7,170
Occupancy expense		8,831			9,284			8,180			8,831
General and administrative		8,924			9,241			9,176			8,924
Insurance and claims		4,872			6,352			6,335			4,872
Depreciation and amortization		19,518			16,918			19,085			19,518
Total operating expenses		358,254			350,893			384,075			358,254
Income from operations		23,908			26,513			31,156			23,908
Interest income		8			22			18			8
Interest expense		(4,217	)		(4,391	)		(3,181	)		(4,217	)
Other non-operating income (expense)		(3,605	)		953			1,006			(3,605	)
Income before income taxes		16,094			23,097			28,999			16,094
Income tax expense		3,931			5,800			7,344			3,931
Net income	$	12,163		$	17,297		$	21,655		$	12,163
Earnings per common share:
Basic	$	0.45		$	0.61		$	0.80		$	0.45
Diluted	$	0.45		$	0.61		$	0.80		$	0.45
Weighted average number of common shares outstanding:
Basic		27,223			28,380			26,916			27,223
Diluted		27,223			28,381			26,930			27,223
Dividends declared per common share	$	0.105		$	0.105		$	0.105		$	0.105

	Thirteen Weeks Ended						Thirteen Weeks Ended
	April 4, 2020			March 30, 2019			April 3, 2021		April 4, 2020
Net Income	$	12,163		$	17,297		$	21,655	$	12,163
Other comprehensive income (loss):
Unrealized changes in fair value of interest rate swaps, net of income taxes of $(135) and $(44), respectively		(448	)		(143	)
Unrealized changes in fair value of interest rate swaps, net of income taxes of $33 and $(135), respectively								133		(448	)
Foreign currency translation adjustments		(680	)		229			1,067		(680	)
Total other comprehensive income (loss)		(1,128	)		86			1,200		(1,128	)
Total comprehensive income	$	11,035		$	17,383		$	22,855	$	11,035

	Thirteen Weeks Ended						Thirteen Weeks Ended
	April 4, 2020			March 30, 2019			April 3, 2021			April 4, 2020
Cash flows from operating activities:
Net income	$	12,163		$	17,297		$	21,655		$	12,163
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization		19,518			16,918			19,085			19,518
Noncash lease expense		7,555			7,103			6,392			7,555
Loss (gain) on marketable equity securities		3,409			(875	)		(999	)		3,409
Gain on disposal of property and equipment		(506	)		(24	)		(219	)		(506	)
Amortization of debt issuance costs		146			147			120			146
Stock-based compensation		195			73			162			195
Provision for doubtful accounts		1,048			507			1,621			1,048
Deferred income taxes		(1,202	)		(3,240	)		(21	)		(1,202	)
Change in assets and liabilities:
Trade and other accounts receivable		(11,947	)		(1,752	)		(8,936	)		(11,947	)
Prepaid income taxes, prepaid expenses and other assets		2,404			1,810			293			2,404
Principal reduction in operating lease liabilities		(7,258	)		(6,692	)		(6,158	)		(7,258	)
Accounts payable, accrued expenses and other current liabilities, insurance and claims, and income taxes payable		(5,147	)		21,926			10,382			(5,147	)
Due to/from affiliates, net		5,507			(4,497	)		185			5,507
Other long-term liabilities		(719	)		(935	)		(425	)		(719	)
Net cash provided by operating activities		25,166			47,766			43,137			25,166
Cash flows from investing activities:
Capital expenditures		(32,775	)		(10,790	)		(4,940	)		(32,775	)
Proceeds from the sale of property and equipment		2,282			913			760			2,282
Purchases of marketable securities		(360	)		—			(114	)		(360	)
Acquisition of business		—			(427	)
Proceeds from sale of marketable securities								117			—
Net cash used in investing activities		(30,853	)		(10,304	)		(4,177	)		(30,853	)
Cash flows from financing activities:
Proceeds from borrowing - revolving debt		91,200			15,565			83,784			91,200
Repayments of debt - revolving debt		(84,084	)		(41,249	)		(102,579	)		(84,084	)
Proceeds from borrowing - term debt		29,760			7,979			3,035			29,760
Repayments of debt - term debt		(15,853	)		(12,728	)		(15,443	)		(15,853	)
Borrowings under margin account		256			—			—			256
Repayments under margin account		(256	)		(541	)		—			(256	)
Dividends paid		(5,731	)		(6,101	)		(5,692	)		(5,731	)
Purchases of treasury stock		(4,919	)		—			—			(4,919	)
Net cash provided by (used in) financing activities		10,373			(37,075	)		(36,895	)		10,373
Effect of exchange rate changes on cash and cash equivalents		(4,417	)		222			(29	)		(4,417	)
Net increase in cash		269			609			2,036			269
Cash and cash equivalents – beginning of period		7,726			5,727			8,763			7,726
Cash and cash equivalents – end of period	$	7,995		$	6,336		$	10,799		$	7,995

Supplemental cash flow information:
Cash paid for interest	$	4,157		$	4,091		$	3,086		$	4,157
Cash paid for income taxes	$	55		$	769		$	9,786		$	55
Acquisition of business:
Payment of acquisition obligations		—			427
Net cash paid for acquisition of business	$	-		$	427

	Common stock		Paid-in capital		Treasury stock			Retained earnings			Accumulated other comprehensive income (loss)			Total
Balances – December 31, 2018	$	30,967	$	4,230	$	(52,462	)	$	231,525		$	(4,961	)	$	209,299
Net income		—		—		—			17,297			—			17,297
Comprehensive income		—		—		—			—			86			86
Dividends paid ($0.215 per share)		—		—		—			(6,101	)		—			(6,101	)
Stock based compensation		5		68		—			—			—			73
Purchases of treasury stock		—		—		—			—			—			—
Balances – March 30, 2019	$	30,972	$	4,298	$	(52,462	)	$	242,721		$	(4,875	)	$	220,654
																	Common stock		Paid-in capital		Treasury stock			Retained earnings			Accumulated other comprehensive income (loss)			Total
Balances – December 31, 2019	$	30,972	$	4,298	$	(77,247	)	$	251,204		$	(4,010	)	$	205,217		$	30,972	$	4,298	$	(77,247	)	$	251,204		$	(4,010	)	$	205,217
Net income		—		—		—			12,163			—			12,163			—		—		—			12,163			—			12,163
Comprehensive income		—		—		—			—			(1,128	)		(1,128	)		—		—		—			—			(1,128	)		(1,128	)
Dividends paid ($0.105 per share)		—		—		—			(2,865	)		—			(2,865	)		—		—		—			(2,865	)		—			(2,865	)
Stock based compensation		9		186		—			—			—			195			9		186		—			—			—			195
Purchases of treasury stock		—		—		(4,919	)		—			—			(4,919	)		—		—		(4,919	)		—			—			(4,919	)
Balances – April 4, 2020	$	30,981	$	4,484	$	(82,166	)	$	260,502		$	(5,138	)	$	208,663		$	30,981	$	4,484	$	(82,166	)	$	260,502		$	(5,138	)	$	208,663

Balances – December 31, 2020																	$	30,981	$	4,484	$	(82,385	)	$	293,643		$	(7,150	)	$	239,573
Net income																		—		—		—			21,655			—			21,655
Comprehensive income																		—		—		—			—			1,200			1,200
Dividends paid ($0.105 per share)																		—		—		—			(2,824	)		—			(2,824	)
Stock based compensation																		7		155		—			—			—			162
Balances – April 3, 2021																	$	30,988	$	4,639	$	(82,385	)	$	312,474		$	(5,950	)	$	259,766

The accompanying unaudited consolidated financial statements of Universal Logistics Holdings, Inc. and its wholly-owned subsidiaries (collectively, “Universal” or the “Company”) have been prepared by the Company’s management. In the opinion of management, the unaudited consolidated financial statements include all normal recurring adjustments necessary to present fairly the information required to be set forth therein. All intercompany transactions and balances have been eliminated in consolidation. Certain information and note disclosures normally included in financial statements prepared in accordance with U.S. generally accepted accounting principles have been condensed or omitted from these statements pursuant to such rules and regulations and, accordingly, should be read in conjunction with the consolidated financial statements as of December 31, ~~2019~~2020 and ~~2018~~2019 and for each of the years in the three-year period ended December 31, ~~2019~~2020 included in the Company’s Form 10-K filed with the Securities and Exchange Commission. The preparation of the consolidated financial statements requires the use of management’s estimates. Actual results could differ from those estimates.

Our fiscal year ends on December 31 and consists of four quarters, each with thirteen weeks.

In March of 2020, the World Health Organization declared the coronavirus outbreak (COVID-19) a pandemic. The Company remains committed to doing its part to protect its employees, customers, vendors and the general public from the spread of COVID-19. We will continue to adapt our operations as required to ensure safety while continuing to provide a high level of service to our customers.

The Company makes estimates and assumptions that affect reported amounts and disclosures included in its financial statements and accompanying notes and assesses certain accounting matters that require consideration of forecasted financial information. The Company's assumptions about future conditions important to these estimates and assumptions are subject to uncertainty, including the impacts of the COVID-19 pandemic.

Although we estimate COVID-19 had the largest impact on our business during the second quarter 2020, we are unable to predict with any certainty the future impact COVID-19 may have on our operational and financial performance. The Company will continue to monitor these conditions in future periods as new information becomes available and will update its analyses accordingly.

In March 2020, the FASB issued ASU No. 2020-04 (“ASU 2020-04”), Reference Rate Reform (Topic 848): “Facilitation of the Effects of Reference Rate Reform on Financial Reporting.” The ASU was issued to provide optional guidance for a limited period of time to ease the potential burden in accounting for reference rate reform on financial reporting. ASU 2020-04 is effective as of March 12, 2020 through December 31, 2022. The Company has evaluated the provisions of this standard and determined that it is applicable to our primary term loan and revolving credit facility, real estate promissory notes and investment margin credit facility. The London Interbank Offered Rate (“LIBOR”) is the basis for interest charges on outstanding borrowings for both our line of credit and investment margin account. The scheduled discontinuation of LIBOR is not expected to materially alter any provisions of either of these debt instruments, except for the identification of a replacement reference rate. The Company has evaluated the new guidance and does not expect it to have a material impact on its financial condition, results of operations, or cash flows.

In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740): “Simplifying the Accounting for Income Taxes.” The ASU simplifies the accounting for income taxes by removing certain exceptions to the general principles in Topic 740. The ASU also clarifies and amends existing guidance to improve consistent application among reporting entities. This ASU is effective for fiscal years beginning after December 15, 2020, including interim periods within that reporting period; however, early adoption is permitted. We are currently evaluating the impact of this standard on our consolidated financial statements.

In June 2016, the FASB issued ASU 2016-13 (“ASU 2016-13”), Accounting for Credit Losses (Topic 326). ASU 2016-13 requires the use of an “expected loss” model on certain types of financial instruments. The standard also amends the impairment model for available-for-sale debt securities and requires estimated credit losses to be recorded as allowances instead of reductions to amortized cost of the securities. The new standard will become effective for us beginning with the first quarter ~~2023, and~~2023. The Company is evaluating the new guidance, but does not ~~expected~~expect it to have a material impact on our consolidated financial statements.

The Company broadly groups its services into the following categories: truckload, brokerage, intermodal, dedicated and value-added. We disaggregate these categories and report our service lines separately on the Consolidated Statements of Income.

Truckload services include dry van, flatbed, heavy-haul and refrigerated operations. We transport a wide variety of general commodities, including automotive parts, machinery, building materials, paper, food, consumer goods, furniture, steel and other metals on behalf of customers in various industries. Truckload services also include our final mile and ground expedited services.

To complement our available capacity, we provide customers freight brokerage services by utilizing third-party transportation providers to move freight. Brokerage services also include full-service domestic and international freight forwarding and customs brokerage.

Intermodal services include rail-truck, steamship-truck and support services. Our intermodal support services are primarily short- to medium-distance delivery of rail and steamship containers between the railhead or port and the customer and drayage services.

Dedicated services are primarily provided in support of automotive and retail customers using van equipment. ~~Dedicated services also include our final mile and ground expedited services.~~ Our dedicated services are primarily short-run or round-trip moves within a defined geographic area.

Transportation services are short term in nature; agreements governing their provision generally have a term of less than one year. They do not contain significant financing components. The Company recognizes revenue over the period transportation services are provided to the customer, including service performed as of the end of the reporting period for loads currently in-transit, in order to recognize the value that is transferred to a customer over the course of the transportation service.

We determine revenue in-transit using the input method, under which revenue is recognized based on the duration of time that has lapsed from the departure date (start of transportation services) to the arrival date (completion of transportation services). Measurement of revenue in-transit requires the application of significant judgment. We calculate the estimated percentage of an order’s transit time that is complete at period end, and we apply that percentage of completion to the order’s estimated revenue.

Value-added services, which are typically dedicated to individual customer requirements, include material handling, consolidation, sequencing, sub-assembly, cross-dock services, kitting, repacking, warehousing and returnable container management. Value-added revenues are substantially driven by the level of demand for outsourced logistics services. Major factors that affect value-added service revenue include changes in manufacturing supply chain requirements and production levels in specific industries, particularly the North American automotive and Class 8 heavy-truck industries.

Revenue is recognized as control of the promised goods or services is transferred to our customers, in an amount that reflects the consideration the Company expects to receive in exchange for its services. We have elected to use the “right to invoice” practical expedient to recognize revenue, reflecting that a customer obtains the benefit associated with value-added services as they are provided. The contracts in our value-added services businesses are negotiated agreements, which contain both fixed and variable components. The variability of revenues is driven by volumes and transactions, which are known as of an invoice date. Value-added service contracts typically have terms that extend beyond one year, and they do not include financing components.

The following table provides information related to contract balances associated with our contracts with customers (in thousands):

We generally receive payment for performance obligations within 45 days of completion of transportation services and 65 days for completion of value-added services. Contract assets in the table above generally relate to revenue in-transit at the end of the reporting period.

The Company accounts for its marketable equity securities in accordance with ASC Topic 321 “Investments Equity Securities.” ASC Topic 321 requires companies to measure equity investments at fair value, with changes in fair value recognized in net income. The Company’s investments in marketable securities consist of equity securities with readily determinable fair values. The cost basis of securities sold is based on the specific identification method, and interest and dividends on securities are included in non-operating income (expense).

Marketable equity securities are carried at fair value, with gains and losses in fair market value included in the determination of net income. The fair value of marketable equity securities is determined based on quoted market prices in active markets, as described in Note 8.7.

The following table sets forth market value, cost basis, and unrealized gains on equity securities (in thousands):

	April 4, 2020			December 31, 2019		April 3, 2021		December 31, 2020
Fair value	$	6,320		$	9,369	$	7,530	$	6,534
Cost		9,729			8,136
Cost basis							6,426		6,579
Unrealized gain (loss)	$	(3,409	)	$	1,233	$	1,104	$	(45	)

The following table sets forth the gross unrealized gains and losses on the Company’s marketable securities (in thousands):

	April 4, 2020			December 31, 2019			April 3, 2021			December 31, 2020
Gross unrealized gains	$	—		$	1,337		$	2,171		$	1,627
Gross unrealized losses		(3,409	)		(104	)		(1,067	)		(1,672	)
Net unrealized gains (losses)	$	(3,409	)	$	1,233		$	1,104		$	(45	)

The following table shows the Company’s net realized gains on marketable equity securities (in thousands):

The Company did ~~not~~0t sell marketable equity securities during ~~either of~~ the thirteen-week ~~periods ended~~period April 4, ~~2020 or March 30, 2019.~~2020.

During the thirteen-week periods ended April 3, 2021 and April 4, 2020, ~~and March 30, 2019,~~ our marketable equity securities portfolio experienced a net unrealized pre-tax gain (loss) in market value of approximately ~~$(3,400,000)~~$974,000 and ~~$875,000,~~$(3,400,000), respectively, which was reported in other non-operating income (expense) for the period.

~~The changes in the carrying amount of goodwill during the thirteen weeks ended April 4, 2020 are as follows:~~

During the thirteen weeks ended April 4, 2020, the Company made purchase accounting adjustments to the preliminary purchase price allocation of the Company’s April 22, 2019 acquisition of Michael’s Cartage. The adjustments resulted in an increase in goodwill of $1.6 million, with an offsetting increase in current liabilities of $0.1 million and a decrease in other assets of $1.5 million.

At April 4, 2020 and December 31, 2019, $113.7 million and $112.2 million of goodwill was recorded in our transportation segment, respectively. At both April 4, 2020 and December 31, 2019, $56.3 million of goodwill was recorded in our logistics segment.

Accrued expenses and other current liabilities are comprised of the following (in thousands):

	April 4, 2020		December 31, 2019		April 3, 2021		December 31, 2020

Payroll related items	$	11,352	$	14,390
Accrued payroll					$	13,042	$	11,536
Accrued payroll taxes						14,112		11,601
Driver escrow liabilities		5,368		5,249		3,937		4,045
Legal settlements and claims						3,700		3,700
Commissions, taxes and other		8,914		8,238		8,525		8,706
Legal settlements		-		6,948
Total	$	25,634	$	34,825	$	43,316	$	39,588

	Interest Rates at April 4, 2020	April 4, 2020			December 31, 2019			Interest Rates at April 3, 2021	April 3, 2021			December 31, 2020
Outstanding Debt:
Credit and Security Agreement (1)
Term Loan	2.74%	$	139,688		$	142,500		1.86%	$	128,438		$	131,250
Revolver	2.74%		158,341			151,225		1.86%		132,531			151,326
Equipment Financing (2)	2.78% to 5.13%		128,267			128,512		2.25% to 5.13%		122,272			129,870
Real Estate Financing (3)	2.84% to 3.24%		54,456			37,492		1.96% to 2.36%		47,250			49,248
Margin Facility (4)	2.09%		—			—		1.21%		—			—
Unamortized debt issuance costs			(1,971	)		(2,117	)			(1,454	)		(1,574	)
			478,781			457,612				429,037			460,120
Less current portion of long-term debt			57,904			59,476				60,022			59,713
Total long-term debt, net of current portion		$	420,877		$	398,136			$	369,015		$	400,407

(1) Our Credit and Security Agreement (the “Credit Agreement”) provides for maximum borrowings of $350 million in the form of a $150 million term loan and a $200 million revolver. Term loan proceeds were advanced on November 27, 2018 and mature on November 26, 2023. The term loan will be repaid in consecutive quarterly installments, as defined in the Credit Agreement, commencing March 31, 2019, with the remaining balance due at maturity. Borrowings under the revolving credit facility may be made until and mature on November 26, 2023. Borrowings under the Credit Agreement bear interest at LIBOR or a base rate, plus an applicable margin for each based on the Company’s leverage ratio. The Credit Agreement is secured by a first priority pledge of the capital stock of applicable subsidiaries, as well as first priority perfected security interest in cash, deposits, accounts receivable, and selected other assets of the applicable borrowers. The Credit Agreement includes customary affirmative and negative covenants and events of default, as well as financial covenants requiring minimum fixed charge coverage and leverage ratios, and customary mandatory prepayments provisions. At April ~~4, 2020,~~3, 2021, we were in compliance with all covenants under the facility, and ~~$41.7~~$67.5 million was available for borrowing on the revolver.

(2) Our Equipment Financing consists of a series of promissory notes issued by a wholly owned subsidiary. The equipment notes, which are secured by liens on specific titled vehicles, include certain affirmative and negative covenants, are generally payable in 60 monthly installments and bear interest at fixed rates ranging from ~~2.78%~~2.25% to 5.13%.

(3) Our Real Estate Financing consists of a series of promissory notes issued by a wholly owned subsidiary. The promissory notes, which are secured by first mortgages and assignment of leases on specific parcels of real estate and improvements, include certain affirmative and negative covenants and are generally payable in 120 monthly installments. Each of the notes bears interest at a variable rate ranging from LIBOR plus 1.85% to LIBOR plus 2.25%. At April ~~4, 2020,~~3, 2021, we were in compliance with all covenants.

(4) Our Margin Facility is a short-term line of credit secured by our portfolio of marketable securities. It bears interest at LIBOR plus 1.10%. The amount available under the line of credit is based on a percentage of the market value of the underlying securities. At April ~~4, 2020,~~3, 2021, the maximum available borrowings under the line of credit were ~~$3.9~~$4.2 million.

The Company is also party to ~~two~~2 interest rate swap agreements that qualify for hedge accounting. The Company executed the swap agreements to fix a portion of the interest rates on its variable rate debt that have a combined notional amount of ~~$14.9~~$12.6 million at April ~~4, 2020.~~3, 2021. Under the swap agreements, the Company receives interest at the one-month LIBOR rate plus 2.25% and pays a fixed rate. The first swap became effective in October 2016, has a rate of 4.16% (amortizing notional amount of $10.0 million) and expires in July 2026. The second swap became effective in October 2016, has a rate of 3.83% (amortizing notional amount of ~~$4.9~~$2.6 million) and expires in May 2022. At April ~~4, 2020,~~3, 2021, the fair value of the swap agreements was a liability of ~~$0.7~~$0.5 million. Since these swap agreements qualify for hedge accounting, the changes in fair value are recorded in other comprehensive income (loss), net of tax. See Note 87 for additional information pertaining to interest rate swaps.

FASB ASC Topic 820, “Fair Value Measurements and Disclosures,” defines fair value as the exchange price that would be received for an asset or paid to transfer a liability in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants at the measurement date and expanded disclosures with respect to fair value measurements.

FASB ASC Topic 820 also establishes a three-level fair value hierarchy that prioritizes the inputs used to measure fair value. This hierarchy requires entities to maximize the use of observable inputs and minimize the use of unobservable inputs. The three levels of inputs used to measure fair value are as follows:

We have segregated all financial assets and liabilities that are measured at fair value on a recurring basis into the most appropriate level within the fair value hierarchy based on the inputs used to determine the fair value at the measurement date in the tables below (in thousands):

	April 4, 2020								April 3, 2021
	Level 1		Level 2		Level 3		Fair Value Measurement		Level 1		Level 2		Level 3		Fair Value Measurement
Assets
Cash equivalents	$	30	$	—	$	—	$	30	$	5	$	—	$	—	$	5
Marketable securities		6,320		—		—		6,320		7,530		—		—		7,530
Total assets	$	6,350	$	—	$	—	$	6,350	$	7,535	$	—	$	—	$	7,535

Liabilities
Interest rate swaps	$	—	$	720	$	—	$	720	$	—	$	452	$	—	$	452
Total liabilities	$	—	$	720	$	—	$	720	$	—	$	452	$	—	$	452

	December 31, 2019								December 31, 2020
	Level 1		Level 2		Level 3		Fair Value Measurement		Level 1		Level 2		Level 3		Fair Value Measurement
Assets
Cash equivalents	$	18	$	—	$	—	$	18	$	9	$	—	$	—	$	9
Marketable securities		9,369		—		—		9,369		6,534		—		—		6,534
Total assets	$	9,387	$	—	$	—	$	9,387	$	6,543	$	—	$	—	$	6,543

Liabilities
Interest rate swaps	$	—	$	137	$	—	$	137	$	—	$	619	$	—	$	619
Total liabilities	$	—	$	137	$	—	$	137	$	—	$	619	$	—	$	619

The valuation techniques used to measure fair value for the items in the tables above are as follows:

Our Credit Agreement and our Real Estate Financing consist of variable rate borrowings. We categorize these borrowings as Level 2 in the fair value hierarchy. The carrying value of these borrowings approximate fair value because the applicable interest rates are adjusted frequently based on short-term market rates.

For our Equipment Financing, the fair values are estimated using discounted cash flow analyses, based on our current incremental borrowing rates for similar types of borrowing arrangements. We categorize these borrowings as Level 2 in the fair value hierarchy. The carrying value and estimated fair value of these promissory notes at April ~~4, 2020~~3, 2021 is summarized as follows:

On January 1, 2019, we adopted ASU 2016-02, Leases, which required us to recognize a right-of-use asset and a corresponding lease liability on our balance sheet for most leases classified as operating leases under previous guidance. Right-of-use assets represent our right to use an underlying asset over the lease term and lease liabilities represent the obligation to make lease payments resulting from the lease agreement. We recognize a right-of-use asset and a lease liability on the effective date of a lease agreement.

As of April ~~4, 2020,~~3, 2021, our obligations under operating lease arrangements primarily related to the rental of office space, warehouses, freight distribution centers, terminal yards and equipment. Our lease obligations typically do not include options to purchase the leased property, nor do they contain residual value guarantees or material restrictive covenants. Options to extend or terminate an agreement are included in the lease term when it becomes reasonably certain the option will be exercised. As of April ~~4, 2020,~~3, 2021, we were not reasonably certain of exercising any renewal or termination options, and as such, no adjustments were made to the right-of-use lease assets or corresponding liabilities.

We did not separate lease and nonlease components of contracts for purposes of determining the right-of use lease asset and corresponding liability. Variable lease components that do not depend on an index or a rate, and variable nonlease components were also not contemplated in the calculation of the right-of-use asset and corresponding liability. For facility leases, variable lease costs include the costs of common area maintenance, taxes, and insurance for which we pay the lessors an estimate that is adjusted to actual expense on a quarterly or annual basis depending on the underlying contract terms. For equipment leases, variable lease costs may include additional fees associated with using equipment in excess of estimated amounts. Leases with an initial term of 12 months or less, short-term leases, are not recorded on the balance sheet. Lease expense for short-term and long-term operating leases is recognized on a straight-line basis over the lease term.

The following table summarizes our lease costs for the thirteen week ~~period~~periods ended April 3, 2021 and April 4, 2020 ~~and related information~~ (in thousands):

										April 3, 2021
	With Affiliates			With Third Parties			Total			With Affiliates		With Third Parties			Total
Lease cost
Operating lease cost	$	2,836		$	5,960		$	8,796		$	2,526	$	5,803		$	8,329
Short-term lease cost		241			1,198			1,439			-		1,157			1,157
Variable lease cost		226			793			1,019			210		589			799
Sublease income		-			(879	)		(879	)		-		(759	)		(759	)
Total lease cost	$	3,303		$	7,072		$	10,375		$	2,736	$	6,790		$	9,526

	With Affiliates			With Third Parties			Total
Other information
Cash paid for amounts included in the measurement of operating leases	$	2,814		$	5,622		$	8,436
Right-of-use asset change due to lease termination				$	(1,109	)	$	(1,109	)
Right-of-use assets obtained in exchange for new operating lease liabilities	$	1,739		$	11,092		$	12,831
Weighted-average remaining lease term (in years)		6.4			4.7			5.2
Weighted-average discount rate		7.6	%		4.5	%		5.7	%

~~Future minimum lease payments under these operating leases as of April 4, 2020, are as follows (in thousands):~~

With Affiliates

With Third
Parties

Total

Year one

$
8,385

$
21,287

$
29,672

Year two

6,411

13,113

19,524

Year three

4,126

9,270

13,396

Year four

3,418

6,934

10,352

Year five

3,135

5,697

8,832

Thereafter

12,798

11,070

23,868

Total required lease payments

$
38,273

$
67,371

$
105,644

Less amounts representing interest

(16,146
)
Present value of lease liabilities

$
89,498

	April 4, 2020
	With Affiliates		With Third Parties			Total
Lease cost
Operating lease cost	$	2,836	$	5,984		$	8,820
Short-term lease cost		241		1,198			1,439
Variable lease cost		226		793			1,019
Sublease income		-		(879	)		(879	)
Total lease cost	$	3,303	$	7,096		$	10,399

The following table summarizes other lease related information as of and for the thirteen week periods ended April 3, 2021 and April 4, 2020 (in thousands):

Future minimum lease payments under operating leases as of April 3, 2021, are as follows (in thousands):

CenTra, Inc. (“CenTra”), an affiliate of the Company that is owned by our controlling shareholders, provides administrative support services to Universal in the ordinary course of business, including legal, human resources, ~~tax, and~~ IT infrastructure and ~~related~~other requested services. The cost of these services is based on the actual or estimated utilization of the specific service.

Universal also purchases other services from affiliates controlled by CenTra. Following is a schedule of costs incurred and included in operating expenses for services provided by affiliates for the thirteen weeks ended April 3, 2021 and April 4, 2020 ~~and March 30, 2019~~ (in thousands):

	Thirteen weeks ended
	April 4, 2020		March 30, 2019		Thirteen weeks ended
					April 3, 2021		April 4, 2020
Administrative support services	$	188	$	714	$	115	$	188
Truck fuel, tolls and maintenance		306		302		178		306
Real estate rent and related costs		3,307		3,244		2,913		3,307
Insurance and employee benefit plans		13,153		9,474		11,496		13,153
Purchased transportation and equipment rent		5		8		9		5
Total	$	16,959	$	13,742	$	14,711	$	16,959

We pay CenTra the direct variable cost of maintenance, fueling and other operational support costs for services delivered at our affiliate’s trucking terminals that are geographically remote from our own facilities. Such costs are billed when incurred, paid on a routine basis, and reflect actual labor utilization, repair parts costs or quantities of fuel purchased. In connection with our transportation services, we also pay tolls and other fees for international bridge crossings to certain related entities which are under common control with CenTra.

We lease 2728 facilities from related parties. Our occupancy is based on either month-to-month or contractual, multi-year lease arrangements that are billed and paid monthly. Leasing properties from a related party affords us significant operating flexibility; however, we are not limited to such arrangements. See Note 9,8, “Leases” for further information regarding the cost of leased properties.

We purchase workers’ compensation, property and casualty, cargo, warehousing and other general liability insurance from an insurance company controlled by our majority shareholders. Our employee health care benefits and 401(k) programs are also provided by this affiliate.

Other services from affiliates, including contracted transportation services, are delivered to us on a per-transaction basis or pursuant to separate contractual arrangements provided in the ordinary course of business. At April ~~4, 2020~~3, 2021 and December 31, ~~2019,~~2020, amounts due to affiliates were ~~$21.5~~$17.3 million and ~~$14.8~~$17.1 million, respectively. In our Consolidated Balance Sheets, we record our insured claims liability and the related recovery from an affiliate insurance provider in insurance and claims, and other receivables. At ~~both~~ April ~~4, 2020~~3, 2021 and December 31, ~~2019,~~2020, there ~~was $9.9~~were $15.1 million and $13.3 million, respectively, included in each of these accounts for insured claims.

We periodically assist our affiliates by providing selected transportation and logistics services in connection with their specific customer contracts or purchase orders. Following is a schedule of services provided to affiliates for the thirteen weeks ended April 3, 2021 and April 4, 2020 ~~and March 30, 2019~~ (in thousands):

	Thirteen weeks ended				Thirteen weeks ended
	April 4, 2020		March 30, 2019		April 3, 2021		April 4, 2020
Purchased transportation and equipment rent	$	135	$	249	$	49	$	135
Total	$	135	$	249	$	49	$	135

At April ~~4, 2020~~3, 2021 and December 31, ~~2019,~~2020, amounts due from affiliates were ~~$2.8~~$1.3 million and ~~$1.7~~$1.2 million, respectively.

On April 23, 2014, our Board of Directors adopted our 2014 Amended and Restated Stock Incentive Plan. The Plan was approved at the 2014 annual meeting of shareholders and became effective as of the date our Board adopted it. The 2014 Plan replaced our 2004 Stock Incentive Plan and carried forward the shares of common stock that remained available for issuance under the 2004 Plan. The grants under the Plan may be made in the form of options, restricted stock awards, restricted stock purchase rights, stock appreciation rights, phantom stock units, restricted stock units or shares of unrestricted common stock.

On February 5, 2020, the Company granted 5,000 shares of restricted stock to our Chief Financial Officer. The restricted stock award has a fair value of $17.74 per share, based on the closing price of the Company’s stock on the grant date. The shares will vest on February 20, 2024, subject to his continued employment with the Company.

On January 10, 2020, the Company granted 60,000 shares of restricted stock to our Chief Executive Officer. The restricted stock award has a fair value of $18.82 per share, based on the closing price of the Company’s stock on the grant date. The shares will vest in installments of 20,000 shares on January 10, 2024 and January 10, 2026, and installments of 10,000 shares on January 10, 2027 and January 10, 2028, subject to his continued employment with the Company.

On February 20, 2019, the Company granted 44,500 shares of restricted stock to certain of its employees, including ~~12,000 shares to our then Chief Executive Officer and~~ 10,000 shares to our Chief Financial Officer. The restricted stock awards have a grant date fair value of $23.56 per share, based on the closing price of the Company’s stock, and any non-vested shares under the awards will vest in four equal increments on each February 20 in 2020, 2021, 2022 and 2023. ~~The non-vested shares granted to our former Chief Executive Officer on February 20, 2019 were forfeited upon his separation from service with the Company on January 10, 2020.~~

A grantee’s vesting of restricted stock awards may be accelerated under certain conditions, including retirement.

The following table summarizes the status of the Company’s non-vested shares and related information for the period indicated:

	Shares			Weighted Average Grant Date Fair Value		Shares			Weighted Average Grant Date Fair Value
Non-vested at January 1, 2020		42,000		$	22.96
Non-vested at January 1, 2021							85,625		$	19.90
Granted		65,000		$	18.74		—		$	-
Vested		(9,375	)	$	20.86		(6,875	)	$	23.56
Forfeited		(17,000	)	$	23.56		—		$	-
Balance at April 4, 2020		80,625		$	19.90
Balance at April 3, 2021							78,750		$	19.58

~~During~~In each of the thirteen-week periods ended April 3, 2021 and April 4, 2020, ~~and March 30, 2019,~~ the total grant date fair value of vested shares recognized as compensation costs was $0.2 ~~million and $0.1 million, respectively.~~million. As of April ~~4, 2020,~~3, 2021, there was approximately ~~$1.7~~$1.5 million of total unrecognized compensation cost related to non-vested share-based compensation arrangements. That cost is expected to be recognized on a straight-line basis over the remaining vesting period. As a result, the Company expects to recognize stock-based compensation expense of $0.2 million in each year of ~~2021,~~ 2022 and 2023, and $0.4 million in 2024, $0.3 million in 2026, and $0.2 million in each 2027 and 2028.

Basic earnings per common share amounts are based on the weighted average number of common shares outstanding, excluding outstanding non-vested restricted stock. Diluted earnings per common share include dilutive common stock equivalents determined by the treasury stock method. For the thirteen weeks ended April 3, 2021 and April 4, 2020, ~~and March 30, 2019,~~ we included 014,613 and ~~882~~0 weighted average non-vested shares of restricted stock, respectively, in the denominator for the calculation of diluted earnings per share.

For the thirteen weeks ended April 3, 2021 and April 4, 2020, ~~and March 30, 2019,~~ we excluded ~~85,625~~0 and ~~44,500~~85,625 shares of non-vested restricted stock, respectively, from the calculation of diluted earnings per share because such shares were anti-dilutive.

On February ~~6, 2020,~~4, 2021, our Board of Directors declared a cash dividend of $0.105 per share of common stock, payable on April ~~6, 2020~~5, 2021 to shareholders of record at the close of business on March ~~2, 2020.~~1, 2021. Declaration of future cash dividends is subject to final determination by the Board of Directors each quarter after its review of our financial condition, results of operations, capital requirements, any legal or contractual restrictions on the payment of dividends and other factors the Board of Directors deems relevant.

WeIn December 2020, we changed the way we aggregate our business units and adopted a new segment reporting structure. As part of the new structure, we separated our previous transportation segment into 3 reportable segments: trucking, intermodal, and company-managed brokerage. In addition, we changed the name of our previous logistics segment to contract logistics. As a result, we now report our financial results in ~~two~~4 distinct reportable ~~segments, the transportation segment~~segments: contract logistics, intermodal, trucking, and ~~the logistics segment,~~company-managed brokerage, which are based primarily on the ~~nature of the underlying customer commitment and the types of investments required to support these commitments.~~services each segment provides. This presentation reflects the manner in which management evaluates our operating segments, including an evaluation of economic characteristics and applicable aggregation criteria.

Operations aggregated in our contract logistics segment deliver value-added and/or dedicated transportation services to support in-bound logistics to original equipment manufacturers (OEMs) and major retailers on a contractual basis, generally pursuant to terms of one year or longer. Our intermodal segment is associated with local and regional drayage moves coordinated by company-managed terminals using a mix of owner-operators, company equipment and third-party capacity providers (broker carriers). Operations aggregated in our trucking segment are associated with individual freight shipments coordinated by our agents and company-managed terminals using a mix of owner-operators, company equipment and ~~specialized services~~broker carriers. Our company-managed brokerage segment provides for the pick-up and delivery of individual freight shipments using broker carriers, coordinated by our company-managed operations. In contrast, operations aggregated in our logistics segment deliver value-added services or transportation services to specific customers on a dedicated basis, generally pursuant to contract terms of one year or longer. Other non-reportable ~~operating~~ segments are comprised of the Company’s subsidiaries that provide support services to other ~~subsidiaries~~subsidiaries.

Separate balance sheets are not prepared by segment, and we do not provide asset information by segment to ~~owner-operators, including shop maintenance and equipment leasing.~~ the chief operating decision maker.

The following tables summarize information about our reportable segments ~~as of and~~ for the thirteen week period ended April 3, 2021 and April 4, 2020 ~~and March 30, 2019~~ (in thousands):

Thirteen weeks ended April 4, 2020

Transportation

Logistics

Other

Total

Operating revenues

$
254,673

$
127,042

$
447

$
382,162

Eliminated inter-segment revenues

(633
)

(235
)

-

(868
)
Income from operations

12,103

11,690

115

23,908

Total assets

638,009

355,531

14,915

1,008,455

	Operating Revenues
	Thirteen weeks ended
	April 3, 2021		April 4, 2020
Contract logistics	$	154,894	$	127,042
Intermodal		103,716		110,322
Trucking		94,899		91,570
Company-managed brokerage		61,106		52,782
Other		616		446
Total operating revenues	$	415,231	$	382,162

Thirteen weeks ended March 30, 2019

Transportation

Logistics

Other

Total

Operating revenues

$
246,704

$
130,399

$
303

$
377,406

Eliminated inter-segment revenues

(511
)

(499
)

-

(1,010
)
Income from operations

12,532

13,820

161

26,513

Total assets

523,626

357,912

38,187

919,725

	Eliminated Inter-segment Revenues
	Thirteen weeks ended
	April 3, 2021		April 4, 2020
Contract logistics	$	287	$	235
Intermodal		1,077		336
Trucking		5,457		681
Company-managed brokerage		537		592
Total eliminated inter-segment revenues	$	7,358	$	1,844

Our principal commitments relate to long-term real estate leases and payment obligations to equipment vendors.

The Company was plaintiff in a lawsuit filed on June 11, 2015 against, among others, Dalton Logistics, Inc. (“Dalton”) in the United States District Court for the Southern District of Texas. The Company was seeking approximately $1.9 million in damages from a debtor relating to unpaid freight charges. In response to the filing of the complaint, the shareholders of Dalton filed a counterclaim against the Company alleging that the Company, in connection with certain unrelated negotiations with the defendant, breached an alleged agreement to acquire Dalton. The respective claims proceeded to trial and, on July 21, 2017, a jury returned two separate verdicts: one in favor of Universal for $1.9 million, and a second in favor of the defendant for approximately $5.7 million~~, but ignored the $1.9 million jury award in favor of Universal. The Company filed an appeal with the United States Court of Appeals for the Fifth Circuit to overturn the verdict and the judgment~~. On October 30, 2017, the court entered a judgment against Universal for the $5.7 million. On January 3, 2020, the United States Court of Appeals for the Fifth Circuit upheld the verdict and the judgment against the Company. In connection with the ruling, the Company recorded a pre-tax charge to net income of $2.9 million in the fourth quarter of 2019. On March 6, 2020, the Company funded the $5.7 million judgement, plus $0.8 million of accrued interest.

The Company is involved in certain other claims and pending litigation arising from the ordinary conduct of business. We also provide accruals for claims within our self-insured retention amounts. Based on the knowledge of the facts, and in certain cases, opinions of outside counsel, in the Company’s opinion the resolution of these claims and pending litigation will not have a material effect on our financial position, results of operations or cash flows. However, if we experience claims that are not covered by our insurance or that exceed our estimated claim reserve, it could increase the volatility of our earnings and have a materially adverse effect on our financial condition, results of operations or cash flows.

At April ~~4, 2020,~~3, 2021, approximately ~~29%~~35% of our employees in the United States, Canada and Colombia, and approximately 86% of our employees in Mexico were subject to collective bargaining agreements that are renegotiated periodically, ~~37%~~40% of which are subject to contracts that expire in ~~2020.~~

In March of 2020, the World Health Organization declared the coronavirus outbreak (COVID-19) a pandemic. The rapid spread of COVID-19 resulted in governmental authorities implementing numerous measures to try to contain the virus, such as travel bans and restrictions, quarantines, stay-at-home orders, increased border security and shutdowns. These measures and the public health concerns resulting from the outbreak have severely disrupted economic and commercial activity. The resulting impact on domestic and global supply chains has caused slowdowns and reduced demand for transportation and manufacturing support services for logistics companies such as ours. Because we have a significant concentration of customers within the automotive industry, our revenues have been significantly affected by the closure of North American automotive and heavy-truck production facilities beginning in late March. Although we expect most automotive and heavy-truck operations we support to resume in the coming weeks, the extent to which production will return remains uncertain. Any further delays in resumption of production and other consumer activity affecting our customers and any future wave of the virus or other similar outbreaks could further adversely affect our business.

A significant portion of our revenue is also provided by a network of agents and owner-operators located throughout the United States and in Ontario, Canada. As the COVID-19 virus continues to spread in areas we service, a significant impact to our network due to illness or government restrictions could have a material adverse effect on our ability to service our customers and on our business and results of operations. In addition, the implementation of measures to protect the health and safety of our employees, customers, vendors and the general public may disrupt our ability to efficiently manage personnel and operations and to recruit and retain driver and non-driver personnel, which could have a material adverse effect on our operating results. Further, negative financial results, an economic downturn or uncertainty, or a tightening of credit markets caused by COVID-19 or other similar outbreaks could have a material adverse effect on our liquidity, our ability to effectively meet our short- and long-term financial obligations, and our accounting estimates. We expect the largest impact of COVID-19 on our business will be in the second quarter 2020. We have implemented cost reduction efforts to help mitigate the impact on our business including furloughing a large portion of our direct labor force, requiring salaried personnel to take unpaid time-off, restricting travel, reducing discretionary spending, and various other measures.

As of April 4, 2020, we observed negative macroeconomic indicators resulting from the COVID-19 pandemic, which could have a direct impact on our business. We determined this constituted a triggering event that required an assessment of our goodwill, indefinite lived intangible assets, and other long-lived assets subject to amortization to determine if an impairment loss may have occurred. We qualitatively assessed whether it was more likely than not that these assets were impaired as of April 4, 2020. Where considered necessary, we reviewed our previous forecasts and assumptions based on our current projections, which are subject to various risks and uncertainties, including projected revenue, projected operating income, terminal growth rates, and the cost of capital. Based on our interim impairment assessment as of April 4, 2020, we have determined that our goodwill, indefinite life intangible assets, and our long-lived assets subject to amortization are not impaired. The Company's assumptions about future conditions important to its assessment of potential impairment, including the impacts of the COVID-19 pandemic, are subject to uncertainty, and the Company will continue to monitor these conditions in future periods as new information becomes available, and will update its analyses accordingly.

On March 27, 2020, the Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”) was signed into law. The CARES Act is aimed at providing emergency assistance and health care for individuals, families, and businesses affected by the COVID-19 pandemic and generally supporting the U.S. economy. The CARES Act, among other things, includes provisions related to refundable payroll tax credits, deferment of the employer portion of social security payments, net operating loss carryback periods, modifications to the net interest deduction limitations, and technical corrections to tax depreciation methods for qualified improvement property. We are analyzing the various aspects of the CARES Act to determine the impact specific provisions may have on us. The Company plans on taking advantage of the cash deferral programs available for payment of employer social security taxes and federal and state income taxes.

~~Given the current operating environment and uncertainty caused by the COVID-19 pandemic, on~~On April ~~30, 2020, the~~29, 2021, our Board of Directors ~~temporarily suspended our~~declared the regular quarterly ~~dividend. Future~~cash dividend ~~policy~~of $0.105 per share of common stock, payable to shareholders of record at the close of business on June 7, 2021 and ~~the payment~~is expected to be paid on July 6, 2021. Declaration of future cash dividends ~~if any, will be determined~~is subject to final determination by the Board of Directors ~~in light~~each quarter after its review of ~~circumstances then existing, including~~ our ~~earnings,~~ financial condition, results of operations, capital requirements, any legal or contractual restrictions on the payment of dividends and other factors ~~deemed relevant by~~ the Board of ~~Directors.~~Directors deems relevant.

ITEM 2: MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Some of the statements and assumptions in this Form 10-Q are forward-looking statements. These statements identify prospective information. Important factors could cause actual results to differ, possibly materially, from those in the forward-looking statements. In some cases you can identify forward-looking statements by words such as “anticipate,” “expect,” “believe,” “targets,” “could,” “estimate,” “plan,” “intend,” “may,” “should,” “will” and “would” or other similar words. You should read statements that contain these words carefully because they discuss our future expectations, contain projections of our future results of operations or of our financial position or state other “forward-looking” information. Forward-looking statements should not be read as a guarantee of future performance or results, and will not necessarily be accurate indications of the times at, or by which, such performance or results will be achieved. Forward-looking information is based on information available at the time and/or management’s good faith belief with respect to future events, and is subject to risks and uncertainties that could cause actual performance or results to differ materially from those expressed in the statements. The factors listed in the section captioned “Risk Factors” in Part I, Item 1A in our Form 10-K for the year ended December 31, ~~2019~~2020 and Part II, Item 1A of this Form 10-Q, as well as any other cautionary language in these filings, provide examples of risks, uncertainties and events that may cause our actual results to differ materially from the expectations we describe in our forward-looking statements.

Forward-looking statements speak only as of the date the statements are made. We assume no obligation to update forward-looking statements to reflect actual results, changes in assumptions or changes in other factors affecting forward-looking information except to the extent required by applicable securities laws. If we do update one or more forward-looking statements, no inference should be drawn that we will make additional updates with respect thereto or with respect to other forward-looking statements.

We are a leading asset-light provider of customized transportation and logistics solutions throughout the United States and in Mexico, Canada and Colombia. We offer our customers a broad array of services across their entire supply chain, including truckload, brokerage, intermodal, dedicated and value-added services.

We provide a comprehensive suite of transportation and logistics solutions that allow our customers and clients to reduce costs and manage their global supply chains more efficiently. We market our services through a direct sales and marketing network focused on selling our portfolio of services to large customers in specific industry sectors, through a network of agents who solicit freight business directly from shippers, and through company-managed facilities and full-service freight forwarding and customs house brokerage offices. We believe our asset-light business model is highly scalable and will continue to support our growth with comparatively modest capital expenditure requirements. Our asset-light model, combined with a disciplined approach to contract structuring and pricing, creates a highly flexible cost structure that allows us to expand and contract quickly in response to changes in demand from our customers.

We generate substantially all of our revenues through fees charged to customers for the transportation of freight and for the customized logistics services we provide. We also derive revenue from fuel surcharges, where separately identifiable, loading and unloading activities, equipment detention, container management and storage and other related services. Operations aggregated in our transportation segment are associated with individual freight shipments coordinated by our agents, company-managed terminals and specialized services operations. In contrast, operations aggregated in our logistics segment deliver value-added services and transportation services to specific customers on a dedicated basis, generally pursuant to contract terms of one year or longer. Our segments are distinguished by the amount of forward visibility we have in regards to pricing and volumes, and also by the extent to which we dedicate resources and Company-owned equipment.

The following discussion of the Company’s financial condition and results of operations should be read in conjunction with Management’s Discussion and Analysis of Financial Condition and Results of Operations and Consolidated Financial Statements and related notes included in our Annual Report on Form 10-K for the year ended December 31, ~~2019~~2020 and the unaudited Consolidated Financial Statements and related notes contained in this Quarterly Report on Form 10-Q.

~~In March of 2020, the World Health Organization declared the coronavirus outbreak (COVID-19) a pandemic.~~ The ~~Company’s~~Company remains committed to doing its part to protect its employees, customers, vendors and the general public from the spread of ~~COVID-19 while continuing to serve~~ the vital role of supplying essential goods and services to the nation. We have distributed cleaning and protective supplies to our workforce, increased cleaning frequency and coverage, and provided employees direction on precautionary measures, such as sanitizing truck interiors, personal hygiene, and social distancing.coronavirus outbreak (COVID-19). We will continue to adapt our operations as required to ensure safety while continuing to provide a high level of service to our customers.

The Company experienced the initial COVID-19 impact on certain of its service lines early in the first quarter as the virus spread throughout China shutting down much of its manufacturing and exporting activities. This resulted in slower than normal port activity in our intermodal drayage operations supporting the ports in Southern California. As the first quarter came to a close, the anticipated seasonal increase in import volumes during post-Chinese New Year did not materialize. As the escalation of the COVID-19 pandemic extended into the second quarter, the Company has experienced the increasing effects of weakening economic conditions, most notably the late March COVID-19 related shutdown of automotive and heavy-truck production. The Company’s revenues, particularly in its dedicated transportation and value-added service operations, are highly dependent on these manufacturing sectors. On a consolidated basis, activities supporting automotive and heavy-truck production represents approximately 30% of total revenue. While certain of our transportation service lines sought to replace lost revenues with freight from customers supporting the effort to supply essential goods to the nation, competition for this freight has increased as industry capacity has collectively focused on similar freight during this time.19

While there can be no assurances on timing, based on the current outlook, we expect most North American automotive and heavy-truck operations we support to resume over the next several weeks. A significant portion of our revenue is also provided by a network of agents and owner-operators located throughout the United States and in Ontario, Canada. As the COVID-19 virus continues to spread in areas we service, a significant impact to our network due to illness or government restrictions could have a material adverse effect on our ability to service our customers and on our business and results of operations. The ultimate magnitude of COVID-19, including the extent of its impact on the Company’s financial and operating results, which could be material, will be determined by the length of time the pandemic continues, its ~~continued~~ severity, government regulations imposed in response to the pandemic, and to its general effect on the economy and transportation demand. We expect the largest impact of COVID-19 on our business will be in the second quarter 2020. We have implemented cost reduction efforts to help mitigate the impact on our business including furloughing a large portion of our direct labor force, requiring salaried personnel to take unpaid time-off, restricting travel, reducing discretionary spending, and various other measures.

While operating cash flows may be negatively impacted by the pandemic, the Company believes we will be able to finance our near term needs for working capital over the next twelve months, as well as any planned capital expenditures during such period, with cash balances, cash flows from operations, and loans and extensions of credit under our credit facilities and on margin against our marketable securities. Should the impact of the COVID-19 pandemic last longer than anticipated, and/or our cash flow from operations decline more than expected, we may need to obtain additional financing. The Company’s ability to fund future operating expenses and capital expenditures, as well as its ability to meet future debt service obligations or refinance indebtedness will depend on future operating performance, which will be affected by general economic, financial, and other factors beyond our control.

We broadly group our services into the following ~~service~~ categories: truckload services, brokerage services, intermodal services, dedicated services and ~~value-added.~~value-added services. Our truckload, brokerage and intermodal services associated with individual freight shipments coordinated by our agents and ~~Company-managed~~company-managed terminals, ~~are generally aggregated into our reportable transportation segment,~~ while our dedicated and value-added services to specific customers on a contractual basis, ~~make up our logistics segment.~~ generally pursuant to contract terms of one year or longer. The following table sets forth operating revenues resulting from each of these categories for the thirteen weeks ended April 3, 2021 and April 4, 2020, ~~and March 30, 2019,~~ presented as a percentage of total operating revenues:

		Thirteen Weeks Ended							Thirteen Weeks Ended
		April 4, 2020			March 30, 2019				April 3, 2021			April 4, 2020
Operating revenues:	Operating revenues:							Operating revenues:
Truckload services	Truckload services		15.4	%		17.4	%	Truckload services		14.4	%		15.4	%
Brokerage services	Brokerage services		22.5			22.8		Brokerage services		23.3			22.5
Intermodal services	Intermodal services		28.9			24.2		Intermodal services		25.0			28.9
Dedicated services	Dedicated services		8.3			9.8		Dedicated services		11.6			8.3
Value-added services	Value-added services		25.0			25.9		Value-added services		25.7			24.9
Total operating revenues	Total operating revenues		100.0	%		100.0	%	Total operating revenues		100.0	%		100.0	%

The following table sets forth items derived from our consolidated statements of income for the thirteen weeks ended April 3, 2021 and April 4, 2020, ~~and March 30, 2019,~~ presented as a percentage of operating revenues:

	Thirteen Weeks Ended						Thirteen Weeks Ended
	April 4, 2020			March 30, 2019			April 3, 2021			April 4, 2020
Operating revenues:		100.0	%		100.0	%		100.0	%		100.0	%
Operating expenses:
Purchased transportation and equipment rent		47.3			47.0			45.6			47.3
Direct personnel and related benefits		25.5			24.7			25.9			25.5
Operating supplies and expenses		8.0			8.2			8.9			8.0
Commission expense		1.9			2.1			1.8			1.9
Occupancy expense		2.3			2.5			2.0			2.3
General and administrative		2.3			2.4			2.2			2.3
Insurance and claims		1.3			1.7			1.5			1.3
Depreciation and amortization		5.1			4.5			4.6			5.1
Total operating expenses		93.7			93.0			92.5			93.7
Income from operations		6.3			7.0			7.5			6.3
Interest and other non-operating expense, net		(2.1	)		(0.9	)		(0.5	)		(2.1	)
Income before income taxes		4.2			6.1			7.0			4.2
Income tax expense		1.0			1.5			1.8			1.0
Net income		3.2	%		4.6	%		5.2	%		3.2	%

Thirteen Weeks Ended April 3, 2021 Compared to Thirteen Weeks Ended April 4, 2020 ~~Compared to Thirteen Weeks Ended March 30, 2019~~

Operating revenues. Operating revenues for the thirteen weeks ended April ~~4, 2020~~3, 2021 increased ~~$4.8~~$33.1 million, or ~~1.3%~~8.7%, to ~~$382.2~~$415.2 million from ~~$377.4~~$382.2 million for the thirteen weeks ended March 30, 2019. The increase in operating revenues is primarily the result of incremental revenues from Universal’s recent intermodal acquisitions. The increase was partially offset by decreases in dedicated, truckload, and value-added service revenues.April 4, 2020. Included in operating revenues are separately-identified fuel surcharges of ~~$20.1~~$20.2 million for the thirteen weeks ended April 3, 2021 compared to $23.1 million for the thirteen weeks ended April 4, ~~2020~~2020. Consolidated income from operations increased $7.2 million, or 30.3%, to $31.2 million for the first quarter 2021 compared to ~~$22.1~~$23.9 million during the same period last year.

In the contract logistics segment, which includes value-added and dedicated services, operating revenues increased $27.9 million, or 21.9%, to $154.9 million in the first quarter 2021 compared to $127.0 million in the previous year. Income from operations in the contract logistics segment increased $5.1 million, or 43.9%, to $16.8 million for the thirteen weeks ended ~~March 30, 2019. Consolidated income from operations decreased $2.6 million, or 9.8%, to $23.9 million during the thirteen week period ended~~ April ~~4, 2020~~3, 2021 compared to ~~$26.5~~$11.7 million ~~during the same period last year. Revenues from our transportation segment increased $8.0 million, or 3.2%, while income from operations decreased $0.4 million, or 3.4%, compared to~~in the same period last year. The ~~transportation segment~~improved performance was ~~negatively impacted by a significant decline in drayage activity in our Southern California intermodal operations during~~due to the successful launch of new business wins and robust volumes at current operations. In the first quarter of ~~2020. The spread of COVID-19 throughout China caused much of its manufacturing and exporting activities~~2021, Universal managed 60 value-added programs compared to ~~slow, and~~56 in the ~~anticipated spike~~prior year period. During the recently completed quarter, dedicated transportation load count increased 12.1% to 156,375 from 139,515 in ~~post-Chinese New Year activity never materialized.~~ the first quarter 2020.

In ~~our logistics~~the intermodal segment, operating revenues decreased ~~$3.4~~$6.6 million ~~or 2.6%, over the same period last year and income from operations decreased $2.1~~to $103.7 million ~~or 15.4%. In North America, the resulting pandemic from the COVID-19 crisis led to the shutdown of automotive and heavy-truck manufacturing~~ in the ~~last two weeks of~~first quarter 2021 compared to $110.3 million in the ~~quarter which adversely impacted our logistics segment results.~~

~~Operating~~previous year. Intermodal revenues ~~from truckload services decreased $6.8 million to $58.9 million during~~for the thirteen weeks ended April ~~4, 2020, compared to $65.7 million for the same period last year. Included in truckload revenues for the recently completed quarter were $3.0~~3, 2021 included $10.2 million in separately identified fuel surcharges, compared to ~~$6.8~~$13.6 million ~~during the same period last year. The decrease~~ in truckload services reflects a 7.2% decrease in the number of loads hauled, which was partially offset by a 1.8% increase in average operating revenue per load, excluding fuel surcharges. During the quarter ended April 4, 2020, Universal moved 56,687 loads compared to 61,092 during the same period last year.

Brokerage services revenue was flat in the first quarter of 2020 compared to the same period last year at $85.9 million. During the first quarter of 2020, the number of brokerage loads moved increased 13.9%, while the average operating revenue per load decreased 10.1% over the same period last year. During the first quarter ~~of 2020,~~2021, Universal moved ~~61,052~~179,905 intermodal loads compared to ~~53,609 loads~~197,783 in the first quarter 2020, a decrease of 9.0%, while its average operating revenue per load, excluding fuel surcharges decreased 6.5% to $461 from $493. These decreases were partially offset by increases in accessorial and other non-line haul charges during the ~~same period last year.~~

~~Intermodal services revenues increased $19.2~~recently ended quarter. Income from operations in the intermodal segment decreased $0.5 million ~~or 21.0%,~~ to ~~$110.3~~$8.5 million ~~during~~for the thirteen weeks ended April ~~4, 2020, up from $91.2~~3, 2021 compared to $9.0 million in the first quarter 2020. As a percentage of revenue, operating margin in the intermodal segment was unchanged at 8.2% during both the ~~same period last year. Intermodal~~first quarters of 2021 and 2020.

In the trucking segment, which includes agent-based and company-managed trucking operations, operating revenues ~~included $28.0~~increased $3.3 million ~~of acquisition revenues. Intermodal~~to $94.9 million in the first quarter 2021 compared to $91.6 million in the prior year period. Included in trucking segment revenues ~~during~~for the ~~thirteen weeks ended April 4, 2020 also included $13.6~~first quarter 2021 were $5.1 million in separately identified fuel surcharges compared to ~~$10.6~~$6.0 million during the first quarter 2020. Income from operations in the trucking segment increased $0.7 million to $5.2 million for the first quarter 2021 compared to $4.5 million in the same period last year. During the ~~thirteen weeks ended April 4, 2020,~~recently completed quarter, Universal’s average operating revenue per load, excluding fuel surcharges, increased 7.1% to $1,246 from $1,163 in the prior year period; however, this increase was partially offset by a 4.6% decrease in load volumes. During the first quarter 2021, Universal moved ~~197,783 intermodal~~72,744 loads compared to ~~165,177 loads~~76,216 during the same period last ~~year, an increase of 19.7%~~year.

In the company-managed brokerage segment, operating revenues increased $8.3 million, or 15.8%, ~~while~~to $61.1 million in the thirteen weeks ending April 3, 2021 compared to $52.8 million in the thirteen weeks ending April 4, 2020. During the recently completed quarter, the average operating revenue per load, excluding fuel surcharges, increased 42.4% to $1,737 from $1,220 in the first quarter 2020; however, load volumes fell 20.8% to 32,885 from 41,523. As a percentage of revenue, operating margin for the company-managed brokerage segment was ~~relatively consistent on a year over year basis.~~

~~Operating revenues from dedicated services during~~0.7% for the ~~thirteen weeks ended April 4, 2020 decreased to $31.6 million~~first quarter 2021 compared to $37.0 million one year earlier. Dedicated services revenues included $3.5 million in separately identified fuel surcharges in the thirteen weeks ended April 4, 2020 compared to $4.6 million during the same period last year. The decrease in operating revenues was primarily attributable to the shutdown of North American automotive manufacturing in the last two weeks of the quarter.

~~Value-added services revenues decreased $2.2 million to $95.5 million in the thirteen weeks ended April 4, 2020 compared to $97.7 million~~(2.6%) in the same period last year. Value-added operations supporting heavy-truck production saw revenues decrease by $6.3 million in the first quarter of 2020, while operations supporting passenger vehicle programs increased compared to the previous year due to extended plant shut-downs in the first quarter 2019. Both platforms were adversely impacted by the shutdown of North American automotive and heavy-truck manufacturing in the last two weeks of the quarter.

Purchased transportation and equipment rent. Purchased transportation and equipment rental costs for the ~~thirteen weeks ended April 4, 2020~~first quarter 2021 increased ~~by $3.5~~$8.5 million, or ~~2.0%~~4.7%, to $189.3 million from $180.9 million ~~from $177.3 million for~~during the ~~thirteen weeks ended March 30, 2019.~~same period last year. Purchased transportation and equipment rent generally increases or decreases in proportion to the revenues generated through owner-operators and other third party ~~providers, and is~~providers. The increases or decreases are generally correlated with changes in demand for transportation-related services, which includes truckload, brokerage, intermodal and to a lesser extent, dedicated ~~services.~~services, which uses a higher mix of company-drivers compared to owner-operators. The absolute increase in purchased transportation and equipment rental costs was primarily the result of an overall increase in transportation-related services. First quarter 2021 transportation-related service ~~revenues.~~revenues increased 7.5% compared to the first quarter of 2020. As a percentage of operating revenues, purchased transportation and equipment rent expense ~~increased~~decreased to 45.6% compared to 47.3% ~~for the thirteen weeks ended April 4, 2020 from 47.0%~~ during the same period last ~~year. The increase was~~year due to ~~an increase~~a decrease in the mix of transportation-related service revenue. As a percentage of total revenues, transportation-related service revenue ~~increased~~decreased to 74.2% for 2021 compared to 75.0% in the same period last year.

Direct personnel and related benefits. Direct personnel and related benefits for the thirteen weeks ended April ~~4, 2020~~3, 2021 increased by $10.2 million, or 10.4%, to $107.6 million compared to ~~74.1% in~~$97.4 million during the same period last year.

~~Direct personnel and related benefits~~. Direct personnel and related benefits expenses for the thirteen weeks ended April 4, 2020 increased by $4.2 million, or 4.5%, to $97.4 million compared to $93.2 million for the thirteen weeks ended March 30, 2019. Trends in these expenses are generally correlated with changes in operating facilities and headcount requirements and, therefore, increase and decrease with the level of demand for our staffing needs in our contract logistics segment, which includes value-added services and ~~staffing needs of our operations.~~dedicated transportation. The increase was primarily attributable to incremental personnel and related benefit costs from acquired companies, which totaled $4.5 million in the first quarter 2020. Additional increases were attributable to increased labor costs due to new value-added and dedicated programs, increased business volumes at existing programs, and an increase in the use of company drivers in our dedicated operations. Additionally, during the first quarter of last year, there were extended plant shut-downs which led to lower costs. These increases were partially offset by a reduction in labor costs during the last two weeks of the first quarter 2020 where operations supporting automotive and heavy-truck production were shuttered due to the ~~COVID-19 pandemic.~~launch of new business wins and robust volumes experienced during the current quarter. As a percentage of operating revenues, personnel and related benefits ~~expenses~~ increased to 25.9% for the thirteen weeks ended April 3, 2021, compared to 25.5% for the thirteen weeks ended April 4, ~~2020, compared to 24.7% during the same period last year.~~2020. The percentage is derived on an aggregate basis from both existing and new programs, and from customer operations at various stages in their lifecycles. Individual operations may be impacted by additional production shifts or by overtime at selected operations. While generalizations about the impact of personnel and related benefits costs as a percentage of total revenue are difficult, we manage compensation and staffing levels, including the use of contract labor, to maintain target economics based on near-term projections of demand for our services.

Operating supplies and expenses. Operating supplies and expenses ~~decreased~~increased by ~~$0.1~~$6.4 million, or ~~0.2%~~20.8%, to $37.1 million for the thirteen weeks ended April 3, 2021 compared to $30.7 million for the thirteen weeks ended April 4, ~~2020 compared to $30.8 million for the thirteen weeks ended March 30, 2019.~~2020. These expenses include items such as fuel, maintenance, cost of materials, communications, utilities and other operating expenses, and generally relate to fluctuations in customer demand. The main elements driving the change included increases of ~~the decrease included decreases of $0.8~~$3.7 million in operating supplies and material costs in operations supporting heavy-truck programs, ~~$0.4 million in fuel expense on company tractors, and $0.4 million in license plate expense. These decreases were partially offset by increases of $1.0~~$1.3 million in professional fees, and ~~$0.5~~$1.2 million in ~~bad debt expense.~~vehicle and other maintenance.

Commission expense. Commission expense for the ~~thirteen weeks ended April 4, 2020 decreased~~first quarter 2021 increased by ~~$0.7~~$0.2 million, or ~~8.5%~~2.1%, to ~~$7.2~~$7.3 million from ~~$7.8~~$7.2 million for the ~~thirteen weeks ended March 30, 2019.~~first quarter 2020. Commission expense ~~decreased~~increased due to ~~decreased~~increased revenue in the agency based truckload business. As a percentage of operating revenues, commission expense decreased to ~~1.9%~~1.8% for the thirteen weeks ending April 3, 2021, compared to ~~2.1%~~1.9% one year earlier.

Occupancy expense. Occupancy expenses decreased by $0.7 million, or 7.4%, to $8.2 million for the thirteen weeks ended ~~March 30, 2019.~~

~~Occupancy expense. Occupancy expenses decreased by $0.5 million, or 4.9%,~~April 3, 2021. This compares to $8.8 million for the thirteen weeks ended April 4, ~~2020 compared to $9.3 million for the thirteen weeks ended March 30, 2019.~~2020. The decrease was primarily attributable to a decrease in building rents as we consolidated facilities for certain value-added programs.

General and administrative. General and administrative expense ~~decreased~~for the thirteen weeks ended April 3, 2021 increased by $0.3 million ~~or 3.4%,~~ to ~~$8.9~~$9.2 million from ~~$9.2~~$8.9 million in the thirteen weeks ended ~~March 30, 2019.~~April 4, 2020. The ~~decrease~~increase was ~~primarily~~ attributable to a ~~decrease~~$0.4 million increase in salaries, wages, and ~~benefits.~~benefits and a $0.4 million increase in professional fees. These increases were partially offset by a $0.5 million decrease in other general and administrative expenses. As a percentage of operating revenues, general and administrative expense ~~decreased~~was 2.2% for the first quarter 2021 compared to 2.3% for the ~~thirteen weeks ended April 4, 2020 compared to 2.4% during the same period last year, as a result of our efforts to keep overhead expenditures stable while growing the business.~~first quarter 2020.

Insurance and claims. Insurance and claims expense for the ~~thirteen weeks ended April 4, 2020 decreased~~first quarter 2021 increased by $1.5 million ~~or 23.3%,~~ to $6.3 million from $4.9 million ~~from $6.4 million for~~in the ~~thirteen weeks ended March 30, 2019. The decrease was attributable to a decrease in our~~ ~~auto liability insurance premiums and claims expense due to fewer miles driven and a decrease in cargo claims.~~ first quarter 2020. As a percentage of operating revenues, insurance and claims ~~decreased~~increased to 1.5% for the thirteen weeks ending April 3, 2021 compared to 1.3% for the ~~thirteen weeks ended April 4, 2020 compared~~first quarter 2020. The increase was attributable to ~~1.7% for the thirteen weeks ended March 30, 2019.~~a $1.5 million increase in cargo and service failure claims.

Depreciation and amortization. Depreciation and amortization expense for the thirteen weeks ended April ~~4, 2020 increased~~3, 2021 decreased by ~~$2.6~~$0.4 million, or ~~15.4%~~2.2%, to $19.1 million from $19.5 million ~~from $16.9~~for 2020. Depreciation expense increased $0.2 million and amortization expense decreased $0.6 million.

Interest expense, net. Net interest expense was $3.2 million for the thirteen weeks ended ~~March 30, 2019. During the thirteen weeks ended~~ April ~~4, 2020, depreciation expense increased $2.5 million and amortization expense increased $0.1 million. The increase in depreciation expense is attributable~~3, 2021 compared to additional cost from the continued recapitalization of our fleet, while the increase in amortization expense is attributable to amortization of intangible assets acquired in connection with Universal’s recent acquisitions.

~~Interest expense, net. Net interest expense was~~ $4.2 million for the thirteen weeks ended April 4, ~~2020 compared to $4.4 million for the thirteen weeks ended March 30, 2019.~~2020. The decrease in net interest expense reflects a decrease in ~~the~~our outstanding borrowings as well as a decrease in interest ~~rate~~rates on our outstanding borrowings. As of April 4, ~~2020,~~2021, our outstanding borrowings ~~were $480.8~~totaled $430.5 million compared to ~~$372.2~~$480.8 million at ~~March 30, 2019.~~the same time last year.

Other non-operating income (expense). Other non-operating income was $1.0 million for the first quarter 2021 compared to $3.6 million of other non-operating expense for the ~~thirteen weeks ended April 4, 2020 was $3.6~~first quarter 2020. Other non-operating income for the first quarter 2021 includes a $0.9 million pre-tax holding gain on marketable securities due to changes in fair value recognized in income compared to ~~other non-operating income~~a pre-tax holding loss of ~~$1.0~~$3.4 million ~~for the thirteen weeks ended March 30, 2019. Included in other non-operating income~~ in the ~~thirteen weeks ended April 4, 2020 were $3.4 million of holding losses on changes in the fair value of marketable securities compared to $0.9 million of gains in the same period last year.~~first quarter 2020.

Income tax expense. Income tax expense for the ~~thirteen weeks ended April 4, 2020~~first quarter 2021 was ~~$3.9~~$7.3 million, compared to ~~$5.8~~$3.9 million for the ~~thirteen weeks ended March 30, 2019,~~first quarter 2020, based on an effective tax rate of ~~24.4%~~25.3% and ~~25.1%,~~24.4% respectively. The ~~decrease~~increase in income ~~tax expense~~taxes in 2021 is ~~attributable to a decrease~~the result of an increase in taxable ~~earnings as well as a decrease in the~~income and our effective tax ~~rate.~~rate for the thirteen weeks ended April 3, 2021 compared to the thirteen weeks ended April 4, 2020.

Our primary sources of liquidity are funds generated by operations, loans and extensions of credit under our credit facilities, on margin against our marketable securities and from installment notes, and proceeds from the sales of marketable securities. We use secured, asset lending to fund a substantial portion of purchases of ~~real estate,~~ tractors, trailers and material handling equipment.

We employ an asset-light operating strategy which we believe lowers our capital expenditure requirements. In general, our facilities used in our value-added services are leased on terms that are either substantially matched to our customer’s contracts, are month-to-month or are provided to us by our customers. We also utilize owner-operators and third-party carriers to provide a significant portion of our transportation and specialized services. A significant portion of the tractors and trailers used in our business are provided by our owner-operators. In addition, our use of agents reduces our overall need for large terminals. As a result, our capital expenditure requirements are limited in comparison to most large transportation and logistics service providers, which maintain significant properties and sizable fleets of owned tractors and trailers.

During the thirteen weeks ended April ~~4, 2020,~~3, 2021, our capital expenditures totaled ~~$32.8~~$4.9 million. These expenditures primarily consisted of ~~real estate,~~ transportation equipment and investments in support of our value-added service operations. Our asset-light business model depends somewhat on the customized solutions we implement for specific customers. As a result, our capital expenditures will depend on specific new contracts and the overall age and condition of our owned transportation equipment. ~~To improve our liquidity during the COVID-19 pandemic, we have deferred a portion of our discretionary capital expenditures for the remainder of the year.~~ Through the remainder of ~~2020,~~2021, exclusive of any acquisitions of businesses and strategic real estate purchases, we expect our capital expenditures to be in the range of 4%5% to 5%6% of operating revenues. We expect to make these capital expenditures for the acquisition of transportation equipment, to support our new and existing value-added service operations, and for ~~the acquisition of real property and~~ improvements to our existing terminal yard and container facilities.

We have a cash dividend policy that anticipates a regular dividend of $0.42 per share of common stock, payable in quarterly increments of $0.105 per share of common stock. After taking into account the regular quarterly dividends made during the year, our Board of Directors also evaluates the potential declaration of an annual special dividend payable in the first quarter of each year.

The Board of Directors did not declare a special dividend in the first quarter of 2021. On April 29, 2021, our Board of Directors did declare the regular quarterly cash dividend of $0.105 per share of common stock payable July 6, 2021 to shareholders of record at the close of business June 7, 2021. During the ~~year ended December 31, 2019, we paid a total~~first half of ~~$0.53 per common share, or $15.0 million. Given the current operating environment and the uncertainty caused by the COVID-19 pandemic, on April 30,~~ 2020, our Board of Directors temporarily suspended ~~our regular quarterly dividend.~~the Company’s cash dividend policy due to the uncertainty caused by the Covid-19 pandemic. The policy has since been reinstated. During the year ended December 31, 2020, we paid a total of $0.21 per common share, or $5.7 million. Future dividend policy and the payment of dividends, if any, will be determined by the Board of Directors in light of circumstances then existing, including our earnings, financial condition and other factors deemed relevant by the Board of Directors.

While operating cash flows may be negatively impacted by ~~the~~a prolonged pandemic, the Company believes we will be able to finance our near term needs for working capital over the next twelve months, as well as any planned capital expenditures during such period, with cash balances, cash flows from operations, and loans and extensions of credit under our credit facilities and on margin against our marketable securities. Should the impact of the COVID-19 pandemic last longer than anticipated, and/or our cash flow from operations decline more than expected, we may need to obtain additional financing. The Company’s ability to fund future operating expenses and capital expenditures, as well as its ability to meet future debt service obligations or refinance indebtedness will depend on future operating performance, which will be affected by general economic, financial, and other factors beyond our control.

We continue to evaluate business development opportunities, including potential acquisitions that fit our strategic plans. There can be no assurance that we will identify any opportunities that fit our strategic plans or will be able to execute any such opportunities on terms acceptable to us. Depending on ~~the~~ prospective consideration to be paid for an acquisition, any such opportunities would be financed first from available cash and cash equivalents and availability of borrowings under our credit facilities.

Our secured credit facility (the “Credit Facility”) provides for maximum borrowings of $350 million in the form of a $150 million term loan and a $200 million revolver at a variable rate of interest based on LIBOR or a base rate and matures on November 26, 2023. The Credit Facility, which is secured by cash, deposits, accounts receivable, and selected other assets of the applicable borrowers, includes customary affirmative and negative covenants and events of default, as well as financial covenants requiring minimum fixed charge coverage and leverage ratios, and customary mandatory prepayments provisions. Our Credit Facility includes an accordion feature which allows us to increase availability by up to $100 million upon our request. At April ~~4, 2020,~~3, 2021, we were in compliance with all covenants under the Credit Facility, and ~~$41.7~~$67.5 million was available for borrowing.

A wholly-owned subsidiary issued a series of promissory notes in order to finance transportation equipment (the “Equipment Financing”). The notes issued in connection with the Equipment Financing, which are secured by liens on specific titled vehicles, include certain affirmative and negative covenants, are generally payable in 60 monthly installments and bear interest at fixed rates ranging from ~~2.78%~~2.25% to 5.13%.

A wholly-owned subsidiary issued a series of promissory notes in order to finance certain purchases of real property (the “Real Estate Financing”). The promissory notes, which are secured by first mortgages and assignment of leases on specific parcels of real estate and improvements, include certain affirmative and negative covenants and are generally payable in 120 monthly installments. Each of the notes bears interest at variable rates ranging from LIBOR plus 1.85% to LIBOR plus 2.25%. At April ~~4, 2020,~~3, 2021, we were in compliance with all covenants.

We also maintain a short-term line of credit secured by our portfolio of marketable securities (the “Margin Facility”). It bears interest at LIBOR plus 1.10%. The amount available under the Margin Facility is based on a percentage of the market value of the underlying securities. We did not have any amounts advanced against the line as of April ~~4, 2020,~~3, 2021, and the maximum available borrowings were ~~$3.9~~$4.2 million.

At April ~~4, 2020,~~3, 2021, we had cash and cash equivalents of ~~$8.0~~$10.8 million compared to ~~$7.7~~$8.8 million at December 31, ~~2019.~~2020. Operating activities provided ~~$25.2~~$43.1 million in net cash, and we used $36.9 million in financing activities ~~provided an additional $10.4 million. During the thirteen weeks ended April 4, 2020, we used $30.9~~and $4.2 million in investing activities.

The ~~$25.2~~$43.1 million in net cash provided by operations was primarily attributed to ~~$12.2~~$21.7 million of net income, which reflects non-cash depreciation and amortization, noncash lease expense, ~~losses~~gain on marketable equity securities, gains on equipment sales, amortization of debt issuance costs, stock-based compensation, and provisions for doubtful accounts ~~and a change in deferred income taxes~~ totaling ~~$30.2~~$26.1 million, net. Net cash provided by operating activities also reflects an aggregate increase in net working capital totaling ~~$17.2~~$4.7 million. The primary drivers behind the increase in working capital were principal reductions in operating lease liabilities during the period, an increase in trade and other accounts receivable, and decreases in income taxes payable and other long-term liabilities. These were partially offset by increases in accruals for insurance and claims, trade accounts payable, accrued expenses and other current liabilities, and ~~increases in trade and other accounts receivable and prepaid expenses. These were partially offset by~~ a decrease in prepaid ~~income taxes~~expenses and ~~an increase in income taxes payable.~~other assets. Affiliate transactions increased net cash provided by operating activities by ~~$5.5~~

~~million. The decrease consisted of~~$0.2 million due to an increase in accounts payable to ~~affiliates of $6.6 million and an increase in accounts receivable from affiliates of $1.1 million.~~affiliates.

The ~~$30.9~~$4.2 million in net cash used in investing activities consisted of ~~$32.8~~$4.9 million in capital expenditures and ~~$0.4~~$0.1 million in marketable securities purchases. These uses were partially offset by ~~$2.3~~$0.8 million in proceeds from the sale of ~~equipment.~~equipment and $0.1 million in proceeds from the sale of marketable securities.

We used ~~$10.4~~$36.9 million in financing activities during the thirteen weeks ended April ~~4, 2020.~~3, 2021. During the period we we paid cash dividends of $5.7 ~~million and made $4.9 million of common stock purchases.~~ million. We had outstanding borrowings totaling ~~$480.8~~$430.5 million at April ~~4, 2020~~3, 2021 compared to ~~$459.7~~$461.7 million at December 31, ~~2019. We had~~2020. During the period we made net ~~borrowings~~repayments on our revolving lines of credit ~~and margin facility~~ totaling ~~$7.1~~$18.8 million and ~~borrowed an additional $29.8 million for new equipment and real estate. We also made~~ term loan, and equipment and real estate note payments totaling ~~$15.9~~$15.4 million. We also borrowed $3.0 million for new equipment during the period.

A summary of critical accounting policies is presented in Item 7, "Management's Discussion and Analysis of Financial Condition and Results of Operations - Critical Accounting Policies," of our Form 10-K for the year ended December 31, ~~2019.~~2020. There have been no changes in our accounting policies during the thirteen weeks ended April ~~4, 2020.~~ 3, 2021.

Generally, demand for our value-added services delivered to existing customers increases during the second calendar quarter of each year as a result of the automotive industry’s spring selling ~~season and~~season. Conversely, such demand generally decreases during the third quarter of each year due to the impact of scheduled OEM customer plant shutdowns in July ~~and August~~ for vacations and changeovers in production lines for new model years.

Our value-added services business is also impacted in the fourth quarter by plant shutdowns during the December holiday period. However, due to ~~the uncertainty caused by~~ the COVID-19 pandemic and its impact on North American automotive manufacturing, we may not experience normal seasonal demand for our services supporting the automotive production and selling cycles during the current year.

Our transportation services business is generally impacted by decreased activity during the post-holiday winter season and, in certain states, during hurricane season. At these times, some shippers reduce their shipments, and inclement weather impedes trucking operations or underlying customer demand.

Prolonged adverse weather conditions, particularly in winter months, can also adversely impact margins due to productivity declines and related challenges meeting customer service requirements.

Additionally, our transportation services business, excluding dedicated transportation tied to specific customer supply chains, is generally impacted by decreased activity during the post-holiday winter season and, in certain states during hurricane season, because some shippers reduce their shipments and inclement weather impedes trucking operations or underlying customer demand.

There have not been any material changes to the Company’s market risk during the thirteen weeks ended April ~~4, 2020.~~3, 2021. For additional information, please see the Company’s Annual Report on Form 10-K for the year ended December 31, ~~2019.~~2020.

~~We carried out an evaluation under the supervision and~~Our management, with the participation of ~~our management, including~~ our Chief Executive Officer and Chief Financial Officer, ofevaluated the effectiveness ~~of the design and operation~~ of our disclosure controls and procedures ~~pursuant to paragraph (b) of~~as defined in Rule ~~13a-15 or 15d-15 of~~13a-15(e) under the Securities Exchange Act of 1934, as amended ~~(or the Exchange Act). Based upon that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that,~~(the “Exchange Act”), as of April ~~4, 2020, our~~3, 2021. Our disclosure controls and procedures ~~were effective in causing the material~~are designed to provide reasonable assurance of achieving their objectives of ensuring that information we are required to ~~be disclosed~~disclose in the reports ~~that it files~~we file or ~~submits~~submit under the Exchange Act (i) to be recorded, processed, summarized and reported, to the extent applicable, within the time periods required for us to meet the Securities and Exchange Commission’s (or SEC) filing deadlines for these reports specified in the SEC’s rules and forms and (ii) to beis accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required ~~disclosure.~~disclosures, and is recorded, processed, summarized, and reported within the time periods specified in the SEC’s rules and forms. There is no assurance that our disclosure controls and procedures will operate effectively under all circumstances.

In connection with the preparation of our consolidated financial statements for the year ended December 31, 2020, we concluded there was a material weakness in our internal control over financial reporting resulting from the absence of formalized policies and controls designed to identify the status of and any modifications to our existing facility lease obligations. As discussed below, we are taking steps to remediate this material weakness in internal control over financial reporting; however, we are not yet able to determine whether the steps we are taking will fully remediate the material weakness.

Because of the material weakness in our internal control over financial reporting as previously disclosed, our Chief Executive Officer and Chief Financial Officer concluded that, as of April 3, 2021, our disclosure controls and procedures were not effective at the reasonable assurance level. Our management, including our Chief Executive Officer and Chief Financial Officer, has concluded that, notwithstanding the material weakness in our internal control over financial reporting, the condensed consolidated financial statements in this Quarterly Report on Form 10-Q fairly present, in all material respects, our financial position, results of operations and cash flows for the periods presented in conformity with U.S. GAAP.

Starting in 2021, we commenced measures to remediate the identified material weakness. Those remediation measures are ongoing and include the following:

While we believe that these efforts will improve our internal control over financial reporting, the implementation of these measures is ongoing and will require validation and testing of the design and operating effectiveness of internal controls over a sustained period of financial reporting cycles.

~~There have been no changes in~~We are taking actions to remediate the material weakness relating to our internal controls over financial reporting, as described above. Except as otherwise described herein, there was no change in our internal control over financial reporting that occurred during the ~~thirteen weeks ended April 4, 2020 identified in connection with our evaluation~~period covered by this Quarterly Report on Form 10-Q that ~~have~~has materially affected, or ~~are~~is reasonably likely to materially affect, our internal ~~controls~~control over financial reporting.

Management recognizes that a control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Further, the design of a 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 control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud or error, if any, have been detected. These inherent limitations include the realities that judgments in decision making can be faulty, and that breakdowns can occur because of a simple error or mistake. Additionally, controls can be circumvented by the individual acts of some persons, by collusion of two or more people, or by management override of the controls. The design of any system of controls also is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions; over time, controls may become inadequate because of changes in conditions, or the degree of compliance with policies or procedures may deteriorate. Because of the inherent limitations in a cost-effective control system, misstatements due to error or fraud may occur and not be detected.

The Company was plaintiff in a lawsuit filed on June 11, 2015 against, among others, Dalton Logistics, Inc. (“Dalton”) in the United States District Court for the Southern District of Texas. The Company was seeking approximately $1.9 million in damages from a debtor relating to unpaid freight charges. In response to the filing of the complaint, the shareholders of Dalton filed a counterclaim against the Company alleging that the Company, in connection with certain unrelated negotiations with the defendant, breached an alleged agreement to acquire Dalton. The respective claims proceeded to trial and, on July 21, 2017, a jury returned two separate verdicts: one in favor of Universal for $1.9 million, and a second in favor of the defendant for approximately $5.7 million. On October 30, 2017, the court entered a judgment against Universal for the $5.7 million~~, but ignored the $1.9 million jury award in favor of Universal. The Company filed an appeal with the United States Court of Appeals for the Fifth Circuit to overturn the verdict and the judgment~~. On January 3, 2020, the United States Court of Appeals for the Fifth Circuit upheld the verdict and the judgment against the Company. In connection with the ruling, the Company recorded a pre-tax charge to net income of $2.9 million in the fourth quarter of 2019. On March 6, 2020, the Company funded the $5.7 million judgement, plus $0.8 million of accrued interest.

Except as noted below, there have been no material changes to our risk factors as previously disclosed in Item 1A to Part 1 of our Form 10-K for the fiscal year ended December 31, ~~2019.~~2020.

A determination that independent contractors are employees could expose us to various liabilities and additional costs.

~~The coronavirus outbreak~~Federal and state legislation, as well as tax and other regulatory authorities, often seek to assert that independent contractors in the transportation service industry are employees rather than independent contractors. An example of such legislation, recently enacted in California, had been under a judicial stay with respect to trucking companies while a legal challenge to the law is pending; however, the judicial stay was reversed by a Ninth Circuit panel on April 28, 2021. While the panel’s decision may be subject to a petition for rehearing, there can be no assurance that the California law will not be enforceable against trucking companies in the near future or that interpretations supporting the independent contractor status will not change, that other ~~similar outbreaks~~federal or state legislation will not be enacted, or that various authorities will not successfully assert a position that re-classifies independent contractors to be employees. If our independent contractors are determined to be our employees, that determination could ~~negatively impact~~materially increase our exposure under a variety of federal and state tax, workers’ compensation, unemployment benefits, labor, employment and tort laws, as well as our potential liability for employee benefits. In addition, such changes may be applied retroactively, and if so, we may be required to pay additional amounts to compensate for prior periods. Any of the above increased costs would adversely affect our business and operating results.

As we continue to grow our business in Mexico, we are subject to greater risks of doing business internationally, including but not limited to the following:

We also face additional risks associated with our business in Mexico, including but not limited to the following:

If we are unable to address business concerns related to our Mexican operations in a timely and cost-efficient manner, our financial ~~condition, liquidity,~~position, results of operations, ~~and~~or cash ~~flows.~~flows could be adversely affected.

The recent outbreak of the novel coronavirus (COVID-19), and any other outbreaks of contagious diseases or other adverse public health developments, could have a materially adverse effect on our financial condition, liquidity, results of operations, and cash flows. The rapid spread of COVID-19 has resulted in governmental authorities implementing numerous measures to try to contain the virus, such as travel bans and restrictions, quarantines, stay-at-home orders, increased border security and closures. These measures and the public health concerns resulting from the outbreak have severely disrupted economic and commercial activity. The resulting impact on domestic and global supply chains has caused slowdowns and reduced freight demand for transportation companies such as ours. Because we have a significant concentration of customers within the automotive industry, our revenues have been significantly affected by the closure of North American automotive and heavy-truck manufacturing facilities beginning in late March. Although we expect most automotive and heavy-truck operations we support to resume in the coming weeks, the extent to which production will return remains uncertain. Any further delays in resumption of production and other consumer activity affecting our customers and any future wave of the virus or other similar outbreaks could further adversely affect our business. A significant portion of our revenue is also provided by a network of agents and owner-operators located throughout the United States and in Ontario, Canada. As the COVID-19 virus continues to spread in areas we service, a significant impact to our network due to illness or government restrictions could have a material adverse effect on our ability to service our customers and on our business and results of operations. In addition, the implementation of measures to protect the health and safety of our employees, customers, vendors and the general public may disrupt our ability to efficiently manage personnel and operations and to recruit and retain driver and non-driver personnel, which could have a materially adverse effect on our operating results. Further, negative financial results, an economic downturn or uncertainty, or a tightening of credit markets caused by COVID-19 or other similar outbreaks could have a material adverse effect on our liquidity and our ability to effectively meet our short- and long-term financial obligations.

~~The following table provides information regarding the Company’s purchases of its common stock during the period from January 1, 2020 to April 4, 2020, the Company’s first fiscal quarter:~~None.

~~(1) The Company’s stock repurchase program does not have an expiration date.~~

The exhibits listed on the Exhibit Index are furnished as part of this quarterly report on Form 10-Q.

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report on Form 10-Q to be signed on its behalf by the undersigned, thereunto duly authorized.

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, no par value		ULH		The NASDAQ Stock Market LLC

Balance as of January 1, 2020	$	168,451
Purchase accounting adjustments		1,588
Balance as of April 4, 2020	$	170,039

	With Affiliates		With Third Parties		Total
Year one	$	6,751	$	14,025	$	20,776
Year two		7,638		15,142		22,780
Year three		6,695		12,266		18,961
Year four		6,794		10,167		16,961
Year five		5,350		8,701		14,051
Thereafter		12,301		11,024		23,325
Total required lease payments	$	45,529	$	71,325	$	116,854
Less amounts representing interest						(19,768	)
Present value of lease liabilities					$	97,086

Fiscal Period	Total Number of Shares Purchased		Average Price Paid per Share		Total Number of Shares Purchased as Part of Publicly Announced Program		Maximum Number of Shares that May Yet be Purchased Under the Plans or Program (1)
Jan. 1, 2020 - Feb. 1, 2020		-	$	-		-		751,153
Feb. 2, 2020 - Feb. 29, 2020		-		-		-		751,153
Mar. 1, 2020 - April 4, 2020		366,404		13.42		366,404		384,749
Total		366,404	$	13.42		366,404		384,749

Exhibit No.		Description

3.1		Amended and Restated Articles of Incorporation (incorporated by reference to Exhibit 3.1 to the Registrant’s Registration Statement on Form S-1 filed on November 15, 2004)

3.2		Amendment to Articles of Incorporation (incorporated by reference to Exhibit 3(i)-1 and 3(i)-2 to the Registrant’s Current Report on Form 8-K filed on November 1, 2012)

3.3		Certificate of Amendment to Restated Articles of Incorporation (incorporated by reference to Exhibit 3.1 to the Registrant’s Current Report on Form 8-K filed on May 2, 2016)

3.4		Fifth Amended and Restated Bylaws, effective December 13, 2019 (incorporated by reference to Exhibit 3.1 to the Registrant’s Current Report on Form 8-K filed on December 16, 2019)

4.1		Amended and Restated Registration Rights Agreement among the Registrant, Matthew T. Moroun, the Manuel J. Moroun Revocable Trust and the M.J. Moroun 2012 Annuity Trust (incorporated by reference to Exhibit 4.1 to the Registrant’s Current Report on Form 8-K filed July 26, 2012)

~~10.1+~~		~~Employment Agreement between the Registrant and Tim Phillips (incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed on January 14, 2020~~)

~~10.2+~~		~~Separation Agreement between the Registrant and Jeff Rogers (incorporated by reference to Exhibit 10.13 to the Registrant’s Annual Report on Form 10-K filed on March 16, 2020)~~

31.1*		Chief Executive Officer certification, as adopted pursuant to section 302 of the Sarbanes-Oxley Act of 2002

31.2*		Chief Financial Officer certification, as adopted pursuant to section 302 of the Sarbanes-Oxley Act of 2002

32.1**		Chief Executive Officer and Chief Financial Officer 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

101.SCH*		Inline XBRL Schema Document

101.CAL*		Inline XBRL Calculation Linkbase Document

101.DEF*		Inline XBRL Taxonomy Extension Definition Linkbase Document

101.LAB*		Inline XBRL Labels Linkbase Document

101.PRE*		Inline XBRL Presentation Linkbase Document

104*		Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

	Thirteen weeks ended April 4, 2020
	Transportation			Logistics			Other		Total
Operating revenues	$	254,673		$	127,042		$	447	$	382,162
Eliminated inter-segment revenues		(633	)		(235	)		-		(868	)
Income from operations		12,103			11,690			115		23,908
Total assets		638,009			355,531			14,915		1,008,455

	Thirteen weeks ended March 30, 2019
	Transportation			Logistics			Other		Total
Operating revenues	$	246,704		$	130,399		$	303	$	377,406
Eliminated inter-segment revenues		(511	)		(499	)		-		(1,010	)
Income from operations		12,532			13,820			161		26,513
Total assets		523,626			357,912			38,187		919,725

		Universal Logistics Holdings, Inc.
		(Registrant)

Date: May ~~14, 2020~~13, 2021	By:	/s/ Tim Phillips
		Tim Phillips Chief Executive Officer

Date: May ~~14, 2020~~13, 2021	By:	/s/ Jude Beres
		Jude Beres Chief Financial Officer

Large accelerated filer

Accelerated filer

Non-accelerated filer

Smaller reporting company

Emerging growth company