HUBG 10-K Annual Report Dec. 31, 2023 | Alphaminr

HUBG 10-K Fiscal year ended Dec. 31, 2023

HUB GROUP, INC.
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PROXIES
DEF 14A
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Filed on April 12, 2024
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Filed on April 14, 2023
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Filed on April 12, 2022
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Filed on April 12, 2021
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Filed on April 7, 2020
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Filed on April 9, 2019
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Filed on April 9, 2018
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Filed on March 22, 2017
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Filed on March 21, 2016
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Filed on March 27, 2015
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Filed on March 28, 2014
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Filed on March 28, 2013
DEF 14A
Filed on April 4, 2012
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Filed on March 25, 2011
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Filed on March 25, 2010
TABLE OF CONTENTS
Part IprintItem 1. BusinessprintItem 1A. Risk FactorsprintItem 1B. Unresolved Staff CommentsprintItem 1C. CybersecurityprintItem 2. PropertiesprintItem 3. Legal ProceedingsprintItem 4. Mine Safety DisclosuresprintPart IIprintItem 5. Market For Registrant's Common Equity and Related Stockholder Matters and Issuer Purchases Of Equity SecuritiesprintItem 6. [reserved]printItem 7. Management S Discussion and Analysis Of Financial Condition and Results Of OperationsprintItem 7A. Quantitative and Qualitative Disclosures About Market RiskprintItem 8. Financial Statements and Supplementary DataprintNote 1. Description Of Business and Summary Of Significant Accounting PoliciesprintNote 2. Capital StructureprintNote 3. Earnings Per ShareprintNote 4. AcquisitionsprintNote 5. Segment ReportingprintNote 6. Goodwill and Other Intangible AssetsprintNote 7. Income TaxesprintNote 8. Fair Value MeasurementprintNote 9. Property and EquipmentprintNote 10. Long-term Debt and Financing ArrangementsprintNote 11. LeasesprintNote 12. Internal-use SoftwareprintNote 13. Stock-based Compensation PlansprintNote 14. Employee Benefit PlansprintNote 15. Legal MattersprintNote 16. Stock Repurchase PlansprintNote 17. Related Party TransactionsprintNote 18. Subsequent EventprintItem 9. Changes in and Disagreements with Accountants on Accounting and Financial DisclosureprintItem 9A. Controls and ProceduresprintItem 9B. Other InformationprintItem 9C. Disclosure Regarding Foreign Jurisdictions That Prevent InspectionsprintPart IIIprintItem 10. Directors, Executive Officers and Corporate GovernanceprintItem 11. Executive CompensationprintItem 12. Security Ownership Of Certain Beneficial Owners and Management and Related Stockholder MattersprintItem 13. Certain Relationships and Related Transactions, and Director IndependenceprintItem 14. Principal Accountant Fees and ServicesprintPart IVprintItem 15. Exhibits and Financial Statement SchedulesprintItem 16. Form 10-k Summaryprint

Exhibits

3.1 Certificate of Incorporation of Hub Group, Inc. (Amended as of June 26, 2023) (incorporated by reference to Exhibit 3.1 to the Registrant's quarterly report on Form 10-Q filed August 4, 2023) 3.2 Amended and Restated By-Laws of Hub Group, Inc. (incorporated by reference to Exhibit 3.1 to the Registrants report on Form 8-K filed February 28, 2023) 4.1 Description of Hub Group, Inc. Class A Common Stock, $.01 par value 10.1 DPY Stockholders Agreement dated February 22, 2023 (incorporated by reference to Exhibit 10.1 to the Registrant's quarterly report on Form 10-K filed February 24, 2023) 10.2 Common Stock Exchange and Repurchase Agreement (incorporated by reference to Exhibit 10.1 to the Registrant's report on Form 8-K filed August 9, 2022) 10.3* Hub Groups Nonqualified Deferred Compensation Plan Basic Plan Document as amended and restated as of January 1, 2008 (incorporated by reference to Exhibit 10.4 to the Registrants report on Form 10-K filed February 22, 2008) 10.4* Hub Groups Nonqualified Deferred Compensation Plan Adoption Agreement as amended and restated as of January 1, 2008 (incorporated by reference to Exhibit 10.5 to the Registrants report on Form 10-K filed February 22, 2008) 10.5 Credit Agreement, dated February 24, 2022, among the Registrant, the Guarantors, the Lenders and Bank of Montreal (incorporated by reference to Exhibit 10.1 to the Registrants report on Form 8-K filed March 1, 2022) 10.6 Hub Groups 2017 Long Term Incentive Plan (incorporated by reference from Exhibit A to the Registrants definitive proxy statement on Schedule 14A filed March 22, 2017) 10.7* Hub Groups 2022 Long Term Incentive Plan (incorporated by reference from Exhibit A to the Registrants definitive proxy statement on Schedule 14A filed April 12, 2022) 10.8* Form of Terms of Restricted Stock Award to Non-Employee Directors under Hub Group, Inc. 2017 and 2022 Long-Term Incentive Plan (incorporated by reference to Exhibit 10.1 to the Registrants report on Form 8-K filed May 16, 2017) 10.9* Form of Terms of Restricted Stock Award under Hub Group, Inc. 2017 and 2022 Long-Term Incentive Plan (incorporated by reference to Exhibit 10.2 to the Registrants report on Form 8-K filed May 16, 2017) 10.10* Form of Terms of Performance Based Restricted Stock Award under Hub Group, Inc. 2017 and 2022 Long-Term Incentive Plan (incorporated by reference to Exhibit 10.3 to the Registrants report on Form 8-K filed January 5, 2018) 21 Subsidiaries of the Registrant 23.1 Consent of Ernst & Young LLP 31.1 Rule 13a-14(a) Certification of Phillip D. Yeager, Chief Executive Officer 31.2 Rule 13a-14(a) Certification of Kevin W. Beth, Chief Financial Officer 32.1 Section 1350 Certifications of Phillip D. Yeager and Kevin W. Beth, Chief Executive Officer and Chief Financial Officer, respectively 97 Hub Group, Inc. Compensation Clawback Policy