Form 8-K

8-K — PAMT CORP

Accession: 0001437749-26-014498

Filed: 2026-05-01

Period: 2026-05-01

CIK: 0000798287

SIC: 4213 (TRUCKING (NO LOCAL))

Item: Results of Operations and Financial Condition

Item: Regulation FD Disclosure

Item: Financial Statements and Exhibits

Documents

8-K — ptsi20260501_8k.htm (Primary)

EX-99.1 — EXHIBIT 99.1 (ex_954961.htm)

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0000798287

2026-05-01

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): May 1, 2026

PAMT CORP

(Exact name of registrant as specified in its charter)

Nevada

0-15057

71-0633135

(State or other jurisdiction of incorporation)

(Commission File Number)

(I.R.S. Employer Identification No.)

297 West Henri De Tonti, Tontitown, Arkansas 72770

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (479) 361-9111

N/A

(Former name or former address, if changed since last report)

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 13c-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

Common Stock, $.01 par value

PAMT

NASDAQ Global Market

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 standards provided pursuant to Section 13(a) of the Exchange Act. ☐

The information contained in this report and the exhibit hereto shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

The information herein (including the exhibit hereto) may contain "forward-looking statements" that are made pursuant to the safe-harbor provisions of the Private Securities Litigation Reform Act of 1995 and otherwise may be protected. Such statements are made based on the current beliefs and expectations of the Company's management and are subject to significant risks and uncertainties. Actual results may differ from those anticipated by forward-looking statements.

Please refer to the Company's Annual Report on Form 10-K and other filings with the Securities and Exchange Commission for information concerning risks, uncertainties and other factors that may affect future results.

Item 2.02

Results of Operations and Financial Condition.

On May 1, 2026, PAMT CORP (the “Company”) issued a news release announcing its financial results for the first quarter ended March 31, 2026. A copy of the news release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Item 7.01

Regulation FD Disclosure.

On May 1, 2026, the Company announced its intention to more actively implement share repurchases during the second quarter of 2026 under the Company’s existing stock repurchase authorization. More information regarding the Company’s stock repurchase program and authorization is set forth in the news release attached hereto as Exhibit 99.1, which is incorporated herein by reference.

Item 9.01

Financial Statements and Exhibits.

(d)

Exhibits.

99.1

News release issued by the Registrant on May 1, 2026.

104

Cover Page Interactive Data File (embedded within the Inline XBRL document)

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.

PAMT CORP

(Registrant)

Date: May 1, 2026

By:

/s/ Daniel C. Kleine

Daniel C. Kleine

Senior Vice President of Finance and Treasurer

EX-99.1 — EXHIBIT 99.1

EX-99.1

Filename: ex_954961.htm · Sequence: 2

ex_954961.htm

Exhibit 99.1

PAMT CORP

ANNOUNCES RESULTS FOR THE FIRST QUARTER ENDED MARCH 31, 2026

AND SHARE REPURCHASE IMPLEMENTATION

First Quarter 2026 Summary Results

●

Total revenues of $141.9 million

●

Operating loss of $0.3 million

●

Operating ratio of 100.2%

●

Net loss of $0.01 million

●

Diluted loss per share of $0.00

Tontitown, Arkansas, May 1, 2026...... PAMT CORP (NASDAQ: PAMT) (“we” or the “Company”) today reported consolidated net loss of $0.01 million, or diluted and basic loss per share of $0.00, for the quarter ended March 31, 2026. The operating results for the first quarter of 2026 include the impact of a one-time $12.7 million gain on the sale of certain real property located in Laredo, Texas. The gain resulted in approximately $3.0 million of income tax expense, for a net after-tax benefit of approximately $9.7 million during the quarter. These results compare to a consolidated net loss of $8.1 million, or diluted and basic loss per share of $0.37, for the quarter ended March 31, 2025.

Consolidated operating revenues decreased 8.7% to $141.9 million for the first quarter of 2026 compared to $155.3 million for the first quarter of 2025.

Liquidity, Capitalization, and Cash Flow

As of March 31, 2026, we had an aggregate of $141.1 million of cash, marketable equity securities, and available liquidity under our line of credit and $210.4 million of stockholders’ equity. Outstanding debt was $320.7 million as of March 31, 2026, which represents a $13.2 million decrease from December 31, 2025. During the first three months of 2026, we used $2.7 million in operating cash flow.

Share Repurchases

The Company also announced that it intends to more actively implement share repurchases during the second quarter of 2026 under the Company’s existing stock repurchase authorization. The specific timing and amount of the repurchases will depend upon prevailing market conditions, cash flows, securities law limitations and other factors. Repurchases, if any, under the program will be made at the discretion of management and will be made using the Company’s existing liquidity and free cash flow. Repurchases may be made in the open market, through Rule 10b5-1 programs, block trades or in privately negotiated transactions, including with related parties. The Company’s stock repurchase program was most recently extended and expanded in July 2023, when the Board of Directors reauthorized the Company’s purchase of up to 500,000 shares of its common stock. As of March 31, 2026, 472,845 shares remained available for repurchase under the stock repurchase program. The repurchase program has no stated expiration date but may be suspended or discontinued in the Company’s discretion at any time without prior notice.

About PAMT CORP

PAMT CORP is a holding company that owns subsidiaries engaged in providing truckload dry van carrier services transporting general commodities throughout the continental United States, as well as in the Canadian provinces of Ontario and Quebec. The Company’s consolidated operating subsidiaries also provide transportation services in Mexico through its gateways in Laredo and El Paso, Texas, under agreements with Mexican carriers.

Forward-Looking Statements

Certain information included in this document contains or may contain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements may relate to expected future financial and operating results, prospects, plans or events, and are thus prospective. Such forward-looking statements are subject to risks, uncertainties and other factors which could cause actual results to differ materially from future results expressed or implied by such forward-looking statements. Potential risks and uncertainties include, but are not limited to, excess capacity in the trucking industry; surplus inventories; general inflation, recessionary economic cycles and downturns in customers' business cycles; a significant reduction in or termination of the Company's trucking service by a key customer, including as a result of recent or future labor or international trade disruptions; increases or rapid fluctuations in fuel prices, interest rates, fuel taxes, tolls, and license and registration fees; the resale value of the Company's used equipment; the price and availability of new equipment consistent with anticipated acquisitions and replacement plans; increases in compensation for and difficulty in attracting and retaining qualified drivers and owner-operators; increases in insurance premiums and deductible amounts relating to accident, cargo, workers' compensation, health, and other claims; increases in the number or amount of claims for which the Company is self-insured; inability of the Company to continue to secure acceptable financing arrangements; seasonal factors such as harsh weather conditions that increase operating costs; competition from trucking, rail, and intermodal competitors, including reductions in rates resulting from competitive bidding; our ability to develop, implement and govern suitable information technology systems and prevent failures in or breaches, disruptions or unauthorized use of such systems; the impact of pending or future litigation; general risks associated with doing business in Mexico, including, without limitation, exchange rate fluctuations, inflation, import duties, tariffs, quotas, political and economic instability and terrorism; the potential impact of new laws, regulations or policy, including, without limitation, rules regarding the classification of independent contractors as employees, tariffs, import/export, trade and immigration regulations or policies; the impacts of ongoing or future military conflicts and other major domestic or international events; the ability to identify acceptable acquisition candidates, consummate acquisitions, and integrate acquired operations; potential economic, business or operational disruptions or uncertainties that may result from any future public health crises; and other factors, including risk factors, included from time to time in filings made by the Company with the Securities and Exchange Commission. The Company undertakes no obligation to publicly update or revise forward-looking statements, whether due to new information, future events or otherwise. Considering these risks and uncertainties, the forward-looking events and circumstances discussed above and in company filings might not transpire.

PAMT CORP and Subsidiaries

Key Financial and Operating Statistics

(unaudited)

Quarter ended March 31,

2026

2025

(in thousands, except per share amounts)

Revenue, before fuel surcharge

122,662

136,701

Fuel surcharge

19,218

18,641

Operating revenue

141,880

155,342

Operating expenses and costs:

Salaries, wages and benefits

39,082

40,814

Operating supplies and expenses

30,546

31,385

Rent and purchased transportation

56,604

62,973

Depreciation

19,244

22,595

Insurance and claims

5,208

4,781

Other

6,613

4,999

Gain on disposition of assets (1)

(15,146

)

(3,014

)

Total operating expenses and costs

142,151

164,533

Operating loss

(271

)

(9,191

)

Interest expense

(4,536

)

(4,042

)

Non-operating income

4,797

2,486

Loss before income taxes

(10

)

(10,747

)

Income tax expense benefit (2)

)

(2,605

)

Net loss

)

(8,142

)

Diluted loss per share

(0.00

)

(0.37

)

Average shares outstanding – Diluted

20,936

21,787

Quarter ended March 31,

Truckload Operations

2026

2025

Total miles (in thousands) (3)

40,703

41,217

Operating ratio (4)

103.0%

110.9%

Empty miles factor (3)

7.9%

9.0%

Revenue per total mile, before fuel surcharge (3)

$1.90

$2.04

Total loads

85,541

94,644

Revenue per truck per work day

$620

$673

Revenue per truck per week

$3,100

$3,363

Average company-driver trucks

1,551

1,667

Average owner operator trucks

453

514

Logistics Operations

Total revenue (in thousands)

$44,405

$44,272

Operating ratio

95.4%

98.0%

PAMT CORP and Subsidiaries

Condensed Consolidated Balance Sheets

(unaudited)

March 31,

December 31,

2026

2025

(in thousands)

ASSETS

Current assets

Cash and cash equivalents

40,525

35,234

Trade accounts receivable, net

79,802

66,882

Other receivables

7,113

6,757

Inventories

2,561

2,332

Prepaid expenses and deposits

8,591

9,807

Marketable equity securities

40,756

48,488

Income taxes refundable

1,643

1,732

Total current assets

180,991

171,232

Property and equipment

759,996

792,391

Less: accumulated depreciation

269,633

275,554

Total property and equipment, net

490,363

516,837

Other non-current assets

9,671

9,843

Total assets

681,025

697,912

LIABILITIES AND STOCKHOLDERS’ EQUITY

Current liabilities:

Accounts payable

27,981

32,752

Accrued expenses and other liabilities

42,424

41,078

Current portion of long-term debt

68,675

65,542

Total current liabilities

139,080

139,372

Long-term debt, net of current portion

251,976

268,327

Deferred income taxes

73,686

73,689

Other long-term liabilities

5,857

6,040

Total liabilities

470,599

487,428

STOCKHOLDERS’ EQUITY

Common stock

224

Additional paid-in capital

41,643

41,682

Treasury stock, at cost

(28,935

)

(28,924

)

Retained earnings

197,494

197,502

Total stockholders’ equity

210,426

210,484

Total liabilities and stockholders’ equity

681,025

697,912

Includes a one-time $12.7 million gain on the sale of certain real property in Laredo, Texas.

Includes approximately $3.0 million of income tax expense related to the gain described in Note (1).

Excludes miles driven by third party power only carriers.

The Truckload Operations operating ratio has been calculated based upon total operating expenses, net of fuel surcharge, as a percentage of revenue, before fuel surcharge. We use revenue, before fuel surcharge, and operating expenses, net of fuel surcharge, because we believe that eliminating this sometimes volatile source of revenue affords a more consistent basis for comparing our results of operations from period to period. In addition, for the quarter ended March 31, 2026, the Truckload Operations operating ratio includes the effect of a one-time $12.7 million pre-tax gain on the sale of certain real property in Laredo, Texas, which reduced total operating expenses in the above Key Financial and Operating Statistics.

FROM: PAMT CORP

P.O. BOX 188

Tontitown, AR 72770

Daniel C. Kleine

(479) 361-9111

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