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Werner Enterprises Inc. – ‘8-K’ for 9/20/22

On:  Tuesday, 9/20/22, at 4:05pm ET   ·   For:  9/20/22   ·   Accession #:  793074-22-46   ·   File #:  0-14690

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

 9/20/22  Werner Enterprises Inc.           8-K:5       9/20/22   10:171K

Current Report   —   Form 8-K

Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 8-K         Current Report                                      HTML     38K 
 5: R1          Document and Entity Information Document            HTML     47K 
 8: XML         IDEA XML File -- Filing Summary                      XML     11K 
 6: XML         XBRL Instance -- wern-20220920_htm                   XML     22K 
 7: EXCEL       IDEA Workbook of Financial Reports                  XLSX      8K 
 3: EX-101.LAB  XBRL Labels -- wern-20220920_lab                     XML     70K 
 4: EX-101.PRE  XBRL Presentations -- wern-20220920_pre              XML     34K 
 2: EX-101.SCH  XBRL Schema -- wern-20220920                         XSD     10K 
 9: JSON        XBRL Instance as JSON Data -- MetaLinks               12±    17K 
10: ZIP         XBRL Zipped Folder -- 0000793074-22-000046-xbrl      Zip     15K 


‘8-K’   —   Current Report


This is an HTML Document rendered as filed.  [ Alternative Formats ]



 iX:   C:  C: 
  wern-20220920  
 i 0000793074 i false00007930742022-09-202022-09-20

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 September 20, 2022
 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 classTrading 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 5.02.    DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS.

Departure of Certain Officers

Effective December 31, 2022, Marty Nordlund, Werner Enterprises, Inc.'s (the "Company") Senior Executive Vice President and Chief Operating Officer, will be stepping down as the Company's chief operating officer. Mr. Nordlund joined the Company in 1994 and has held operational leadership roles for his entire career, including being promoted to Chief Operating Officer in May 2016. He will be assuming a new role focused on fostering and developing strong relationships with some of the Company's largest customers and will continue to oversee several other areas within the Company.

Appointment of Certain Officers

Effective January 1, 2023, Eric Downing, 50, will be promoted to Executive Vice President and Chief Operating Officer. In his new role, Mr. Downing will have executive operating responsibility for the Company's trucking and logistics business units. Mr. Downing has been leading the Company's Dedicated division as its Senior Vice President since 2016. Under his leadership, the Dedicated division has grown its truck count by 40%, and its revenue has nearly doubled. Mr. Downing joined the Company in 1998 as a fleet coordinator. During his tenure with the Company, he has served in a variety of leadership roles, including the following positions: (i) Associate Vice President - Specialized Services in 2009; (ii) Vice President - Specialized Services in 2012; and (iii) Senior Vice President - Dedicated in 2016.














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: /s/ John J. Steele
 John J. Steele
 Executive Vice President, Treasurer and
Chief Financial Officer
By: /s/ James L. Johnson
 James L. Johnson
 Executive Vice President, Chief Accounting
Officer and Corporate Secretary




Dates Referenced Herein

This ‘8-K’ Filing    Date    Other Filings
1/1/23None on these Dates
12/31/22
Filed on / For Period end:9/20/22
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Filing Submission 0000793074-22-000046   –   Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

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