UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): August 27, 2020
US XPRESS ENTERPRISES INC (Exact name of registrant as specified in its charter)
Nevada
| 001-38528
| 62-1378182
|
| (State or other jurisdiction | (Commission | (IRS Employer |
| of incorporation) | File Number) | Identification No.) |
4080 Jenkins Road
| | |
| Chattanooga, Tennessee | | 37421
|
| (Address of Principal Executive Offices) | | (Zip Code) |
| | (423) 510-3000 | |
| | (Registrant’s telephone number, including area code) | |
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
Class A Common Stock, $0.01 par value
| USX
| The New York Stock Exchange
|
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
☐ Emerging growth company
□ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standard provided pursuant to Section 13(a) of the Exchange Act.
| Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
| | |
| | On August 27, 2020, the Board of Directors (the “Board”) of U.S. Xpress Enterprises, Inc., a Nevada corporation (the “Company”), elected Michael L. Ducker to serve as a director until the Company’s 2021 Annual Meeting of Stockholders, or until his successor is duly elected and qualified. Mr. Ducker has been appointed to serve on the Audit Committee and the Compensation Committee of the Board. Mr. Ducker will participate in the Company’s director compensation program as described in the Company’s most recent Proxy Statement filed with the Securities and Exchange Commission on April 17, 2020 under the heading “Director Compensation”.
There are no arrangements or understandings between Mr. Ducker and any other persons pursuant to which he was elected as a director. Mr. Ducker has no direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| | | U.S. Xpress Enterprises, Inc.
|
| | | (Registrant) |
| | | | |
| Date: August 31, 2020 | By: | /s/ Eric A. Peterson |
| | | | Eric A. Peterson |
| | | | Chief Financial Officer and Treasurer |
