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Werner Enterprises Inc – ‘8-K’ for 1/16/20

On:  Thursday, 1/16/20, at 4:07pm ET   ·   For:  1/16/20   ·   Accession #:  793074-20-2   ·   File #:  0-14690

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  As Of               Filer                 Filing    For·On·As Docs:Size

 1/16/20  Werner Enterprises Inc            8-K:7       1/16/20   13:799K

Current Report   —   Form 8-K   —   Sect. 13 / 15(d) – SEA’34
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 8-K         Current Report                                      HTML     36K 
 2: EX-99.1     Miscellaneous Exhibit                               HTML     16K 
 8: R1          Document and Entity Information Document            HTML     49K 
12: XML         IDEA XML File -- Filing Summary                      XML     12K 
11: XML         XBRL Instance -- wern-2020116x8k_htm                 XML     15K 
13: EXCEL       IDEA Workbook of Financial Reports                  XLSX      6K 
 4: EX-101.CAL  XBRL Calculations -- wern-20200115_cal               XML      7K 
 5: EX-101.DEF  XBRL Definitions -- wern-20200115_def                XML     35K 
 6: EX-101.LAB  XBRL Labels -- wern-20200115_lab                     XML     73K 
 7: EX-101.PRE  XBRL Presentations -- wern-20200115_pre              XML     40K 
 3: EX-101.SCH  XBRL Schema -- wern-20200115                         XSD     16K 
10: JSON        XBRL Instance as JSON Data -- MetaLinks               13±    20K 
 9: ZIP         XBRL Zipped Folder -- 0000793074-20-000002-xbrl      Zip     18K 


‘8-K’   —   Current Report


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 i false i 0000793074 0000793074 2020-01-16 2020-01-16


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM  i 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):
 i January 16, 2020
    
 i WERNER ENTERPRISES, INC.
(Exact name of registrant as specified in its charter)

 i Nebraska
 i 0-14690
 i 47-0648386
(State or other jurisdiction of
incorporation)
(Commission File Number)
(I.R.S. Employer
Identification No.)
 
 
 i 14507 Frontier Road
 
 
 i Post Office Box 45308
 
 
 i Omaha
,
 i Nebraska
 
 i 68145-0308
(Address of principal executive offices)
 
(Zip Code)
( i 402)  i 895-6640
(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:
  
 i  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
 i  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
 i  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR240.14d-2(b))
  
 i  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR40.13e-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
 i Common Stock, $0.01 Par Value
 
 i WERN
 
 i The NASDAQ Stock Market LLC

 
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  i 
 
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.






ITEM 7.01.
REGULATION FD DISCLOSURE.

On January 16, 2020, the registrant issued a press release announcing its upcoming participation in the Stifel Transportation and Logistics Conference on February 11, 2020. A copy of the press release is furnished as Exhibit 99.1 to this Form 8‑K.

A live audio webcast and any related presentation materials for the event will be publicly available on the conference date on the registrant’s internet website: www.werner.com in the “Investors” section under “Webcasts & Presentations”. A replay of the audio webcast and any related investor materials will also be accessible by the public on such website for a limited period following the conference date. Details concerning the conference, investor materials, webcast and replay are included in the exhibit.

In accordance with General Instruction B.2 to the Form 8-K, the information under this Item 7.01 and the press release exhibit to this Form 8-K shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section 18, nor shall such information and exhibit be deemed incorporated by reference in any filing under the Exchange Act or the Securities Act of 1933, as amended (the “Securities Act”), unless the registrant expressly states that such information and exhibit are to be considered “filed” under the Exchange Act or incorporates such information and exhibit by specific reference in an Exchange Act or Securities Act filing.

This Current Report on Form 8-K, as well as the investor materials provided by and the oral public statements made by any representative of the registrant during the conference presentation and webcast announced in this Form 8-K and the related press release, may contain forward-looking statements within the meaning of Section 27A of the Securities Act and Section 21E of the Exchange Act and made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995, as amended. Such forward-looking statements are based on information presently available to the registrant’s management and are current only as of the date made. Actual results could also differ materially from those anticipated as a result of a number of factors, including, but not limited to, those discussed in the registrant’s Annual Report on Form 10-K for the year ended December 31, 2018. For those reasons, undue reliance should not be placed on any forward-looking statement. The registrant assumes no duty or obligation to update or revise any forward-looking statement, although it may do so from time to time as management believes is warranted or as may be required by applicable securities law. Any such updates or revisions may be made by the registrant by filing reports with the U.S. Securities and Exchange Commission, through the issuance of press releases or by other methods of public disclosure.


ITEM 9.01.    FINANCIAL STATEMENTS AND EXHIBITS.

(d)
Exhibits.

 
 
 
 
101
 
Cover Page Interactive Data File (the cover page XBRL tags are embedded within the Inline XBRL document).

 
 
 
104
 
The cover page from this Current Report on Form 8-K, formatted as Inline XBRL.









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.


 
WERNER ENTERPRISES, INC.
 
 
 
By:
 
 
 
 
 
 
 
Executive Vice President, Treasurer and
Chief Financial Officer
 
 
 
By:
 
 
 
 
 
 
 
Executive Vice President, Chief Accounting
Officer and Corporate Secretary





Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘8-K’ Filing    Date    Other Filings
2/11/204
Filed on / For Period end:1/16/20
12/31/1810-K
 List all Filings 
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