FedEx Freight Holding Company, Inc.

Company facts

Industry

Air Courier Services

Headquarters

Memphis, Tennessee

Most recent report

8-K, filed Sep 2, 2026

Incorporated

Delaware

Filings on record

70 filings

On EDGAR

CIK 2082247

Fiscal year ends

May

Filer status

Non-accelerated filer

What to read: FY2026 10-K

SECSift found 6 of 27 sections worth reading, with 0 positive, 7 notable, and 9 negative flags.

• Risk Factors (Item 1A)

  Company-specific risks: $4.3B debt, spin-off tax traps, FedEx 19.9% stake, nuclear verdicts.
  Negative

  • Expects inflation and elevated interest rates to keep hurting results through calendar 2026.
  • If spin-off is ruled taxable, FedEx and its stockholders face large tax bills, and FedEx Freight may owe FedEx for the taxes.
  • Two-year restrictions on mergers, asset sales, and stock issuances to preserve tax-free status, limiting strategic moves.
  • Executives and directors own both FedEx and FedEx Freight stock, creating potential conflicts of interest.
  • Incurred $4.3B debt in spin-off (net $4.264B), plus $1.2B revolver, limiting flexibility and increasing vulnerability.
  • FedEx holds 19.9% of shares and must sell within 24 months to keep spin-off tax-free, risking stock overhang.

• Market for the Stock (Item 5)

  New listing: stock debuted on NYSE June 1, 2026 with 13,580 holders of record.
  Notable

  • Stock debuted on NYSE June 1, 2026; no prior public market. Holder count: 13,580 as of Aug 3, 2026.

• Management's Discussion (Item 7)

  Section has company-specific numbers on revenue drop, 62% op income decline, $492M spin-off costs, new $4.3B debt, and weak outlook.
  Notable

  • $492M in spin-off costs (legal, consulting, advisory fees and employee incentives).
  • Issued $4.3B in new debt (3.7B notes + 0.6B term loan) at 4.79% weighted average rate to pay $4.1B to FedEx.
  • Self-insurance reserves dropped from $418M to $69M because FedEx assumed $330M of reserves.
  Negative

  • Management expects continued softness in industrial economy to pressure LTL demand through remainder of 2026.
  • Revenue down 1% to $8,795M; shipments down 4% due to weak economy.
  • Operating income down 62% to $540M from $1,404M, driven by spin-off costs and lower demand.

• Market Risk (Item 7A)

  Specific debt from spin-off and interest rate sensitivity.
  Notable

  • $4.2B debt; $91M fair-value drop from 10% rise in rates.

• Financial Statements (Item 8)

  Spin-off, $4.3B debt, $4.1B cash to parent, equity deficit, operating income halved, all new.
  Notable

  • Fiscal year will change from May 31 to December 31 effective June 1, 2026; a seven-month transition period follows.

• Executive Compensation (Item 11)

  Spin-off compensation details and actual 2026 segment operating income miss of $1,108M vs $1,492M target.
  Notable

  • Spin-off success bonuses: $100,000 cash to four executives and large RSU grants (CEO $1M, others $250k-$500k).