RUSHA 10-K & 10-Q changes, risk factors and insider trading
Rush Enterprises Inc. \tx\ (also RUSHB) · Nasdaq · Retail-Auto Dealers & Gasoline Stations · CIK 1012019 · All filings on SEC.gov
At a glance
What changed in the latest 10-K
Risk Factors
New heading “We use AI in our business and challenges with properly incorporating AI into our business and managing its use could result in reputational harm, competitive harm and legal liability.”
New heading “We are subject to risks associated with commercial vehicles and parts manufactured outside of the United States, and the Commercial Vehicle Tariffs may impact demand for certain of the commercial vehicles and parts that we sell.”
Removed heading “We are subject to risks associated with commercial vehicles and parts manufactured outside of the United States.”
Largest changes
“We are subject to risks associated with commercial vehicles and parts manufactured outside of the United States, and the Commercial Vehicle Tariffs may impact demand for certain of the commercial vehicles and parts that we sell.”see in full comparison
“We incorporate AI into various aspects of our business and certain of the products and services that we offer, and we intend to continue expanding our use of AI in our business operations. If we are unable to effectively integrate AI into our business processes or keep pace with rapidly evolving AI technological developments, we may face a competitive disadvantage. …”see in full comparison
“We use AI in our business and challenges with properly incorporating AI into our business and managing its use could result in reputational harm, competitive harm and legal liability.”see in full comparison
“Laws and regulations intended to achieve the goal of significantly reducing engine emissions associated with the operation of commercial vehicles are complex and subject to change. Currently, the commercial vehicle industry is subject to the EPA 2027 Low NOx and the EPA’s GHG-3 rule, each of which are scheduled to become effective starting in model year 2027. In addition, owners and commercial fleets that register or operate commercial vehicles in the State of California are also subject to CARB’s HD Omnibus and Advanced Clean Truck rules, both of which became effective in January 2024. …”see in full comparison
Given the current uncertainty in connection with recentlysee in full comparisonproposedenactedtariffs25%againsttariffCanada,onMexicocertain medium– andChina,heavy– duty commercial vehicles and parts (the “Commercial Vehicle Tariffs”), we believe that certain commercial vehicle orders currently reflected in our backlog could be cancelled in the event that such tariffsare enacted andsignificantly increase the aggregate price that our customers will have to pay for such vehicles. However, we are confident that any price increases will be well below the 25% tariff rate and at this time, we do not expect the Commercial Vehicle Tariffs to significantly impact our backlog.
“We are subject to risks associated with commercial vehicles and parts manufactured outside of the United States.”see in full comparison
Full comparison: every changed paragraph (16)
Our dealership agreements with Peterbilt and International have current terms expiring between MayJune 20252026 and May 2029.2030. Our dealerships agreements with the other manufacturers we represent generally have terms expiring between 20252026 and 20282029 or have indefinite terms. Upon expiration of each agreement, we must negotiate a renewal. Management expects that, consistent with in some cases decades of past practice, each of our dealership agreements will be renewed or otherwise extended before its termination date, provided that we do not breach any of the material terms of such agreement.
The commercial vehicle industry is predicted to experience change over the long-term. We see these changes beginning to occur, as certainall of the manufacturers we represent now have vehicles with electric drivetrains available for purchase. Technological advances, including with respect to drivetrain electrification or other alternative fuel technologies, could potentially have a material adverse effect on our parts and service business, as such vehicles are currently being described as potentially requiring less service and having fewer parts. The effect of these technological advances on our business is still uncertain, as there are many factors that are unknowable at this time, including when the infrastructure to support widespread adoption of such vehicles will be in place and when such vehicles may be commercially available at price points that would lead to their widespread adoption. Regardless of where the industry goes with respect to alternative fuel vehicles, we believe that, due to the geographic reach of our dealership network, relationships with both the manufacturers we represent and our customers and our access to capital, we are well-positioned to serve our customers’ evolving needs.
We use AI in our business and challenges with properly incorporating AI into our business and managing its use could result in reputational harm, competitive harm and legal liability.
We incorporate AI into various aspects of our business and certain of the products and services that we offer, and we intend to continue expanding our use of AI in our business operations. If we are unable to effectively integrate AI into our business processes or keep pace with rapidly evolving AI technological developments, we may face a competitive disadvantage. At the same time, the use or offering of AI technologies may result in new or expanded risks and liabilities, including enhanced government or regulatory scrutiny, litigation, privacy and compliance issues, ethical concerns, confidentiality, reputational harm, and security risks. It is difficult to predict all the risks related to the use of AI. Changes in laws, rules, directives, and regulations governing the use of AI may adversely affect our ability to develop and use AI or subject us to legal liability. The cost of complying with laws and regulations governing AI could be significant and would increase our operating expenses, which could adversely affect our business, financial condition, results of operations and cash flows. Further, market demand and acceptance of AI technologies are uncertain, and our efforts to further incorporate AI into our business processes may not succeed.
The concerns over climate change may impact our business in the future. Our current business model depends on our ability to sell, and provide services to, commercial vehicles primarily powered by diesel and gasoline internal combustion engines, which produce nitrogen oxide and greenhouse gas emissions. While the manufacturers we represent have made substantial progress in reducing the amount of nitrogen oxide and greenhouse gas emissions that result from internal combustion engines, it is widely accepted that alternative fuel vehicles will constitute an increasing portion of the commercial vehicles that are necessarysold in the future as technology improves and costs decrease, or in the event that government regulations require manufacturers to addressproduce climatealternative change.fuel vehicles. Reductions in the sale and use of commercial vehicles powered by internal combustion engines creates risks to our historical business operations and we cannot predict the future costs to our business resulting from these developments. However, we also believe that an industry transition away from internal combustion engines presents significant opportunities for us. Due in large part to the geographic reach of our dealership network, relationships with both the manufacturers we represent and our customers and our access to capital, we believe we are well-positioned to serve our customers’ evolving needs and help them reduce their nitrogen oxide and greenhouse gas emissions by helping them integrate more alternative fuel vehicles into their fleets and providing various services related thereto.
Given the current uncertainty in connection with recently proposedenacted tariffs25% againsttariff Canada,on Mexicocertain medium– and China,heavy– duty commercial vehicles and parts (the “Commercial Vehicle Tariffs”), we believe that certain commercial vehicle orders currently reflected in our backlog could be cancelled in the event that such tariffs are enacted and significantly increase the aggregate price that our customers will have to pay for such vehicles. However, we are confident that any price increases will be well below the 25% tariff rate and at this time, we do not expect the Commercial Vehicle Tariffs to significantly impact our backlog.
We are subject to risks associated with commercial vehicles and parts manufactured outside of the United States, and the Commercial Vehicle Tariffs may impact demand for certain of the commercial vehicles and parts that we sell.
The recently enacted Commercial Vehicle Tariffs may impact demand for certain of the commercial vehicles and parts that we sell. However, the practical implementation and effects of these tariffs, including the amount that such tariffs will increase prices of the products we sell, remain fluid, as the manufacturers we represent continue to work to reduce the impact of such tariffs in numerous ways, including by modifying the location of where certain assembly and manufacturing operations occur. While we cannot predict how the Commercial Vehicle Tariffs will impact demand, we are confident that any price increases will be well below the 25% tariff rate on all the products that we sell.
Laws and regulations intended to achieve the goal of significantly reducing engine emissions associated with the operation of commercial vehicles are complex and subject to change. Currently, the commercial vehicle industry is subject to the EPA 2027 Low NOx rule, which is scheduled to become effective starting in model year 2027. While the EPA 2027 Low NOx rule is expected to maintain the current emission limits, it is expected to be modified with respect to certain other provisions, such as reducing the required duration of manufacturers’ engine warranties. In addition, owners and commercial fleets that register or operate commercial vehicles in the State of California were subject to certain of CARB’s engine emissions rules that became effective in January 2024. However, Congress recently rescinded the federal preemption waivers that the EPA previously granted to CARB. These waivers were the basis of CARB’s ability to enact its own engine emissions rules, and a federal judge has temporarily enjoined CARB from enforcing such rules. Congress’ rescission of CARB’s federal preemption waivers is subject to multiple legal challenges, and it is unclear when such challenges will be resolved.
Laws and regulations intended to achieve the goal of significantly reducing engine emissions associated with the operation of commercial vehicles are complex and subject to change. Currently, the commercial vehicle industry is subject to the EPA 2027 Low NOx and the EPA’s GHG-3 rule, each of which are scheduled to become effective starting in model year 2027. In addition, owners and commercial fleets that register or operate commercial vehicles in the State of California are also subject to CARB’s HD Omnibus and Advanced Clean Truck rules, both of which became effective in January 2024. It is widely expected that the current GHG-3 rule will be revoked or modified by a branch of the federal government, but it is less clear whether a branch of the federal government may attempt to revoke or modify the EPA 2027 Low NOx rule. Recently, CARB revoked its request for a waiver from the EPA with respect to the Advanced Clean Fleet rule. In addition, the EPA recently announced that it has asked Congress to review the previously granted waivers that CARB received with respect to the HD Omnibus and Advanced Clean Truck rules. The current head of the EPA believes that these waivers should have been approved by Congress prior to becoming effective. It is also worth noting that there are currently multiple lawsuits pending where plaintiffs are challenging CARB’s rules on the basis that, amongst other things, such rules are preempted by other federal laws and that the EPA exceeded its authority in granting the waivers with respect to the HD Omnibus and Advanced Clean Truck rules. There are also multiple lawsuits pending where plaintiffs are challenging the GHG-3 rule on multiple grounds, including that the EPA exceeded its statutory authority in creating the rule. In July 2023, CARB and various manufacturers of heavy-duty commercial vehicles and engines, including PACCAR, International Motors, Ford, Hino, Isuzu and Cummins, entered into the Clean Truck Partnership, whereby the manufacturers agreed to comply with CARB’s emission requirements where applicable, regardless of whether any entity challenges CARB’s rule-making authority, and CARB agreed to work with manufacturers to provide reasonable lead time to meet CARB’s requirements and before imposing new regulations. It is unclear what effect, if any, the outcome of the multiple lawsuits challenging the HD Omnibus and Advanced Clean Truck rules, or Congress’ decisions with respect to the EPA’s previously granted waivers, might have on the Clean Truck Partnership.
A group of seventeen U.S. states and the District of Columbia entered into a joint memorandum of understanding that adopts at least a portion of CARB’s emissions regulations and commits each of them to work together to advance and accelerate the market for electric Class 3 through 8 commercial vehicles. Six of the states that signed are states where we sell newoperate commercial vehiclesvehicle dealerships: California, Colorado, Nevada, New Mexico, North Carolina and Virginia. The signatories to the memorandum all agreed on a goal of ensuring that 100% of new Class 3 through 8 commercial vehicles are zero emission by 2050, with an interim target of 30% zero emission vehicles by 2030, although multiple of these states have recently announced plans to delay various aspects of CARB’s regulations. AttainingIf theseCARB were to prevail in its legal challenges against Congress’ recission of the EPA waivers, attaining the goals stated by CARB and the signers of the joint memorandum would likely require the adoption of new laws and regulations and we cannot predict at this time whether such laws and regulations would have an adverse impact on our business. Similarly, if the EPA’s policies change in the future, we believe the EPA could issue a new endangerment finding with respect to GHG emissions, which would allow the EPA to potentially create a new rule similar to the recently voided GHG rules, which would have required commercial vehicle engine manufacturers to manufacture an increasing percentage of “zero-emission” vehicles over time, which would likely have reduced the number of diesel ICE vehicles that would have been manufactured over that time period.
Engine emissions rules and regulations could result in increased compliance costs, additional operating restrictions and affect demand for the products that we sell inand certainservices markets.that we offer. For example, we believe that thecertain HDof OmnibusCARB’s andengine Advancedemissions Cleanrules Truckthat rules,became andeffective in January 2024, along with the uncertainty regarding CARB’s enforcement of the same, resulted in our California dealerships selling less new commercial vehicles in both 2024 and 2025 than they would have absent such rules. While the reduction in the number of new commercial vehicles that we were able to sell in 2024 and 2025 due to CARB’s rules was not material to our financial results, our success going forward depends on the ability of our manufacturers to successfully supply new commercial vehicles that comply with existing and future emissions rules and regulations in each of the markets in which we operate.
We have, from time to time, experienced threats to our data and systems, including malware, ransomware, phishing and computer virus attacks. As discussed above, we are continuously developing and enhancing our controls, processes, and practices designed to protect our systems, computers, software, data, and networks from attack, damage, or unauthorized access. This continued development and enhancement requires us to expend significant additional resources. However, we may not anticipate or combat all types of future attacks until after they have been launched. In addition, the rapid evolution and increased availability of AI may intensify cybersecurity risks by making cyber-attacks more sophisticated and cybersecurity incidents more difficult to detect, contain, and mitigate. If any of these breaches of security occur, we will be required to expend additional capital and other resources, including costs to deploy additional personnel and protection technologies, train employees and engage third-party experts and consultants.
We self-insure and utilize a captive insurance company to provide our auto and general commercial liability insurance, which we supplement with excess insurance coverage. We self-insure the real property that we own and our personal property (excluding our vehicle inventory, which is insured). We also maintain various insurance policies with third-party insurers, each of which are subject to deductibles with high dollar amounts. We may be exposed to claims for which coverage is not afforded or the damages exceed the limits of our insurance coverage or multiple claims causing us to incur significant out-of-pocket costs before reaching the deductible amount, all of which could adversely affect our financial condition and results of operations. In addition, the cost of third-party insurance policies may increase significantly upon renewal of those policies as a result of general rate increases for the type of insurance we carry as well as our historical experience and experience in our industry. Although we have not experienced any material losses that were not covered by insurance, our existing or future claims may exceed the coverage level of our insurance, and such insurance may not continue to be available on economically reasonable terms, or at all. If we are required to pay significantly higher premiums for insurance, are not able to maintain insurance coverage at affordable rates or if we must pay amounts in excess of claims covered by our insurance, we could experience higher costs that could adversely affect our financial condition and results of operations. In fact, due to the rising costs of premiums over the last couple of years, we have been generally increasing our use of self-insurance programs and increasing the amounts of our deductibles.
We are subject to risks associated with commercial vehicles and parts manufactured outside of the United States.
The volume of trading in our Class B common stock varies greatly and may often be light. As of December 31, 2024,2025, the three-month average daily trading volume of our Class B common stock was approximately 17,00036,000 shares, with twenty-threeeleven days having a trading volume below 10,000 shares. If any large shareholder were to begin selling shares in the market, the added available supply of shares could cause the market price of our Class B common stock to drop. In addition, the lack of a robust resale market may require a shareholder to sell a large number of shares of our Class B common stock in increments over time to mitigate any adverse impact of the sales on the market price of our Class B common stock.
Management's Discussion & Analysis (MD&A)
Largest changes
“On September 14, 2021, we entered into the BMO Floor Plan Credit Agreement (as amended) with BMO and the lenders signatory thereto. This agreement had an aggregate loan commitment of $1.0 billion, which we utilized to finance all of our new and used commercial vehicle inventory in the United States until we entered into the PFC Floor Plan Credit Agreement. On December 12, 2024, we entered into an amendment of the BMO Floor Plan Credit Agreement. …”see in full comparison
“On September 14, 2021, we entered into the BMO Floor Plan Credit Agreement (as amended) with BMO Bank and the lenders signatory thereto. This agreement previously had an aggregate loan commitment of $1.0 billion, which we utilized to finance all of our new and used commercial vehicle inventory in the United States until we entered into the PFC Floor Plan Credit Agreement. On December 12, 2024, we entered into an amendment of the BMO Floor Plan Credit Agreement. …”see in full comparison
On July 15, 2022, RTC Canada entered into the RTC Canada Floor Plan Credit Agreementsee in full comparison(as amended)with BMO. Pursuant to the terms of the RTC Canada Floor Plan CreditAgreement,Agreement (as amended), BMO originally agreed to make up to $116.7 million CAD of revolving credit loans to finance RTC Canada’s purchase of new and used vehicle inventory. On June 13, 2025, the RTC Canada Floor Plan Credit Agreement was amended to increase the loan commitment to $171.7 million CAD. Loans to purchase used vehicle inventory are limited to twenty percent (20%) of the credit limit available at such time. RTC Canada may borrow, repay and reborrow loans from time to time until the maturity date, provided, however, that the outstanding principal amount on any date shall not exceed the credit limits set forth above with respect to new and used vehicles. Advances required to be made in CAD dollars under the RTC Canada Floor Plan Credit Agreement bear interest per annum, payable monthly, at CORRA, plus 1.27%. Advances required to be made in USD dollars bear interest per annum, payable monthly, atSOFR (as defined in the agreement),SOFR, plus 1.20%. The RTC Canada Floor Plan Credit Agreement expires on September 14, 2026. OnDecemberSeptember31,30,2024,2025, we had approximately$78.2$81.7 million CAD outstanding under the RTC Canada Floor Plan Credit Agreement.The average daily outstanding borrowings under the RTC Canada Floor Plan Credit Agreement were $80.7 million during the twelve months ended December 31, 2024. We utilize our excess cash on hand to pay down our outstanding borrowings under the RTC Canada Floor Plan Credit Agreement, and the resulting interest earned is recognized as an offset to our gross interest expense under the RTC Canada Floor Plan Credit Agreement.
“Gross profit decreased $61.7 million, or 3.9%, compared to 2023. Gross profit as a percentage of sales decreased to 19.6% in 2024, from 20.1% in 2023. This decrease in gross profit as a percentage of sales was a result of a change in our customer sales mix and pricing pressure due to the ongoing freight recession. Commercial vehicle sales, a lower margin revenue item, was 62.6% of total revenues in both 2024 and 2023. Aftermarket Products and Services revenues, a higher margin revenue item, decreased slightly as a percentage of total revenues to 32.2% in 2024, from 32.3% in 2023.”see in full comparison
Gross margins from our Aftermarket Products and Services operationssee in full comparisondecreasedincreased to 36.9% in 2025, from 36.7% in2024, from 37.2% in 2023.2024. Gross profit for Aftermarket Products and Servicesdecreasedincreased to $930.5 million in 2025, from $924.5 million in2024, from $952.8 million in 2023.2024. Thisdecreaseincreaseiswas primarily related totheincreasedongoingpartsfreightpricingrecession.and rebates received from manufacturers. Historically, parts operations’ gross margins range from 28% to 30% and service and collision center operations range from 66% to 68%. Gross profits from parts sales represented58.0%58.8% of total gross profit for Aftermarket Products and Services operations in20242025 and 59.5% in2023.2024. Service and collision center operations represented42.0%41.2% of total gross profit for Aftermarket Products and Services operations in20242025 and 40.5%2023.2024. We expect blended gross margins on Aftermarket Products and Services operations to range from35.0%36.0% to 38.0% in2025.2026.
We soldsee in full comparison15,46512,770 new Class 8 trucks in2024,2025, a11.4%17.4% decrease compared to17,45715,465 new heavy-duty trucks in2023.2024. Our share of the new U.S. Class 8 commercial vehicle sales market decreased to approximately 5.8% in 2025, from 6.1% in2024, from 6.2% in 2023.2024. Our share of the new Canada Class 8 truck market was approximately1.7%1.4% in2024.2025. The decrease in new commercial vehicle revenues was primarily a result of theongoingfreight recession andhighuncertaintyinterestwithrates.respect to U.S. trade policy and engine emissions regulations.
Full comparison: every changed paragraph (50)
We are a full-service, integrated retailer of commercial vehicles and related services. We operate one segment - the Truck Segment. The Truck Segment operates a network of commercial vehicle dealerships primarily under the name “Rush Truck Centers.” Most Rush Truck Centers are a franchised dealer for commercial vehicles manufactured by Peterbilt, International, Hino, Ford, Isuzu, Dennis Eagle, Blue Arc, Battle Motors, IC Bus or Blue Bird. Through our strategically located network of Rush Truck Centers, we provide one-stop service for the needs of our commercial vehicle customers. We offer an integrated approach to meeting customer needs by providing service, parts and collision repair (collectively, “Aftermarket Products and Services”)repairs in addition to new and used commercial vehicle sales, leasing, insurance and financial services, vehicle upfitting, CNG fuel systems through our joint venture with Cummins and vehicle telematics products.
According to A.C.T. Research Co., LLC (“A.C.T. Research”), a commercial vehicle industry data and forecasting service provider, new U. S. Class 8 truck retail sales are estimated to total 252,000 truck211,300 units in 2025,2026, a 1.9%0.6% increasedecrease compared to 247,337212,707 units sold in 2024.2025. We expect our U.S. market share of new Class 8 truck sales to range between 5.8% and 6.3% in 2025.2026. This market share percentage would result in the sale of 14,50012,200 to 16,00013,300 new Class 8 trucks in 2025.2026. We expect to sell approximately 500 additional new Class 8 trucks in Canada in 2025.2026.
In 2025,2026, we expect demand for Aftermarket Products and Services to remain relatively weak through the first few months of 2025 due to the slower than expected freight recovery and continued low fleet utilization from our over-the-road customers.quarter. However, we are optimistic that freight markets will improve in 2026 and that demand will pick up as the year progresses,progresses. and weWe believe that an improved freight market, along with our continued focus on growing our national account customer base and our focus on other aftermarket strategic initiativesinitiatives, will result in aftermarket revenue growth this year.
Inventories are stated at the lower of cost or net realizable value. Cost is determined by specific identification of new and used commercial vehicle inventory. The estimated net realizable value of new and used commercial inventory is determined based on an analysis of historical sales trends, the impact of market trends and economic conditions, and forecasts of future demand. Our historical estimates of these costs and the related provisions have not differed materially from actual results. However, unforeseen adverse future economic and market conditions could result in our actual results differing materially from our estimates.
Inventories are stated at the lower of cost or net realizable value. Cost is determined by specific identification of new and used commercial vehicle inventory. An allowance is provided when it is anticipated that cost will exceed net realizable value.
Many of our Rush Truck Centers sell heavy-duty trucks manufactured by Peterbilt, International, Hino or Battle Motors, and provide parts and service for heavy-duty trucks. The U.S. retail heavy-duty truck market is affected by a number of factors, including general economic conditions, fuel prices, other methods of transportation, environmental and other government regulations, interest rate fluctuations and customer business cycles. According to data published by A.C.T. Research, total U.S. retail sales of new Class 8 trucks in the last ten years have ranged from a low of approximately 195,687 in 2020 to a high of approximately 281,440 in 2019. Class 8 trucks are defined by the American Automobile Association as trucks with a minimum gross vehicle weight rating above 33,000 pounds.
Typically, Class 8 trucks are assembled by manufacturers utilizing certain components that may be manufactured by other companies,companies including engines, transmissions, axles, wheels and other components. As commercial vehicles and certain commercial vehicle components have become increasingly complex, the ability to provide service for commercial vehicles has become an increasingly competitive factor in the industry. The ability to provide such service requires a significant capital investment in diagnostic and other equipment, parts inventory and highly trained service personnel. EPA and Department of Transportation regulatory guidelines for service processes, including collision center, paint work and waste disposal, require sophisticated equipment to ensure compliance with environmental and safety standards. Differentiation between commercial vehicle dealers has become less dependent on price competition and is increasingly based on a dealer’s ability to offer a wide variety of services to their clients in a timely manner to minimize vehicle downtime. Such services include the following: efficient, conveniently located and easily accessible commercial vehicle service centers with an adequate supply of replacement parts and other aftermarket products and services; financing for commercial vehicle purchases; leasing and rental programs; and the ability to accept multiple unit trade-ins related to large fleet purchases. We believe our one-stop center concept and the size and geographic diversity of our dealership network gives us a competitive advantage in providing these services.
A.C.T. Research currently estimates 252,000211,300 new Class 8 truckscommercial vehicles will be sold in the United States in 2025,2026, compared to approximately 247,337212,707 new Class 8 trucks sold in 2024.2025. A.C.T. Research currently forecasts sales of new Class 8 trucks in the U.S. to be approximately 291,100205,900 in 2026.2027.
A.C.T. Research currently estimates 218,225 new Class 4 through 7 commercial vehicles will be sold in the United States in 2026, compared to approximately 217,412 new Class 4 through 7 trucks sold in 2025. A.C.T. Research currently forecasts sales of new Class 4 through 7 trucks in the U.S. to be approximately 240,700 in 2027.
A.C.T. Research currently forecasts sales of new Class 4 through 7 commercial vehicles in the U.S. to be approximately 266,300 units in 2025, compared to 251,895 units in 2024.
Our Aftermarket Products and Services revenues decreasedincreased $46.1$7.2 million, or 1.8%,0.3%, in 2024,2025, compared to 2023.2024. The decreaseslight increase in Aftermarket Parts and Services revenues was primarily related to theincreased ongoingparts freight recession.pricing.
Our revenues from sales of new and used commercial vehicles decreased $69.1$385.3 million, or 1.4%,7.9%, in 2024,2025, compared to 2023.2024. The decrease in new and used commercial vehicle revenues was primarily a result of weak demand for Class 8 trucks caused by the ongoing freight recession and highuncertainty interestwith rates,respect whichto wasU.S. partiallytrade offsetpolicy byand strongengine demandemissions for Class 4 through 7 medium-duty commercial vehicles.regulations.
We sold 15,46512,770 new Class 8 trucks in 2024,2025, a 11.4%17.4% decrease compared to 17,45715,465 new heavy-duty trucks in 2023.2024. Our share of the new U.S. Class 8 commercial vehicle sales market decreased to approximately 5.8% in 2025, from 6.1% in 2024, from 6.2% in 2023.2024. Our share of the new Canada Class 8 truck market was approximately 1.7%1.4% in 2024.2025. The decrease in new commercial vehicle revenues was primarily a result of the ongoing freight recession and highuncertainty interestwith rates.respect to U.S. trade policy and engine emissions regulations.
We sold 13,278 new medium-duty commercial vehicles, including 1,681 buses, in 2025, a 4.7% decrease compared to 13,935 new medium-duty commercial vehicles, including 1,230 buses, in 2024,2024. The decrease in our Class 4 through 7 commercial vehicle sales in 2025 was primarily a 5.1%result increaseof comparedchallenging tomarket 13,264conditions newand medium-dutyregulatory commercial vehicles, including 1,564 buses, in 2023.uncertainty. In 2024,2025, we achieved a 5.3%5.7% share of the Class 4 through 7 commercial vehicle market in the U.S., compared to 5.1%5.3% in 2023.2024. Our share of the Canada medium-duty commercial vehicles market was approximately 3.1%6.3% in 2024. The increase in our Class 4 through 7 commercial vehicle sales in 2024 was primarily a result of strong demand and increased production of commercial vehicles from the manufacturers we represent.2025.
We sold 3,007 new light-duty vehicles in 2025, a 42.9% increase compared to 2,105 new light-duty vehicles in 2024.
We sold 2,1056,977 newused light-dutycommercial vehicles in 2024,2025, a 13.9%1.9% increasedecrease compared to 1,8487,110 newused light-dutycommercial vehicles in 2023.2024. The decrease was primarily a result of the freight recession.
We sold 7,110 used commercial vehicles in 2024, a 0.1% decrease compared to 7,117 used commercial vehicles in 2023. We expect used commercial vehicle demand to remain at current levels. We also expect that the rate at which used commercial vehicles are depreciating will continue to decrease and that valuations will continue to stabilize during 2025.
Commercial vehicle lease and rental revenues increased $1.2$14.6 million, or 0.3%,4.1%, in 2024,2025, compared to 2023.2024. This increase in commercial vehicle lease and rental revenues was primarily a result of steadygrowth in our full-service lease portfolio, supported by strong customer demand forand leasea commercialmodernized vehicles,fleet, which was partially offset by decreased rental utilization.
Finance and insurance revenues decreased $2.3$0.8 million, or 9.4%,3.9%, in 2024,2025, compared to 2023.2024. This decrease iswas primarily due to thedecreased mix of purchasers of commercial vehicles. We are more likely provide financing to owner-operatorsnew and smaller fleets, which comprised a smaller percentage of commercialused vehicle sales during 2024.sales. Finance and insurance revenues have limited direct costs and, therefore, contribute a disproportionate share of our operating profits.
Gross profit decreased $70.8 million, or 4.6%, compared to 2024. Gross profit as a percentage of sales remained flat at 19.6% in 2025 and 2024.
Gross profit decreased $61.7 million, or 3.9%, compared to 2023. Gross profit as a percentage of sales decreased to 19.6% in 2024, from 20.1% in 2023. This decrease in gross profit as a percentage of sales was a result of a change in our customer sales mix and pricing pressure due to the ongoing freight recession. Commercial vehicle sales, a lower margin revenue item, was 62.6% of total revenues in both 2024 and 2023. Aftermarket Products and Services revenues, a higher margin revenue item, decreased slightly as a percentage of total revenues to 32.2% in 2024, from 32.3% in 2023.
Gross margins from our Aftermarket Products and Services operations decreasedincreased to 36.9% in 2025, from 36.7% in 2024, from 37.2% in 2023.2024. Gross profit for Aftermarket Products and Services decreasedincreased to $930.5 million in 2025, from $924.5 million in 2024, from $952.8 million in 2023.2024. This decreaseincrease iswas primarily related to theincreased ongoingparts freightpricing recession.and rebates received from manufacturers. Historically, parts operations’ gross margins range from 28% to 30% and service and collision center operations range from 66% to 68%. Gross profits from parts sales represented 58.0%58.8% of total gross profit for Aftermarket Products and Services operations in 20242025 and 59.5% in 2023.2024. Service and collision center operations represented 42.0%41.2% of total gross profit for Aftermarket Products and Services operations in 20242025 and 40.5% 2023.2024. We expect blended gross margins on Aftermarket Products and Services operations to range from 35.0%36.0% to 38.0% in 2025.2026.
Gross margins on new Class 8 truck sales decreased to 8.9%8.6% in 2024,2025, from 9.7% in 2023.2024. The decrease in gross margins was primarily due to the freight recession and a more competitive sales environment. In 2025,2026, we expect overall gross margins from new heavy-duty truck sales of approximately 8.5% to 9.5%.
Gross margins on new Class 4 through 7 commercial vehicle sales increaseddecreased to 9.2%7.8% in 2024,2025, from 9.0%9.7% in 2023.2024. This increasedecrease was primarily due to challenging industry conditions and a shift in the mix of purchaserscustomers during 2024.2025. For 2025,2026, we expect overall gross margins from new medium-duty commercial vehicle sales of approximately 8.0%7.0% to 10.0%,9.0%, but this will largely depend upon the mix of purchasers and types of vehicles sold.
Gross margins on used commercial vehicle sales increaseddecreased to 13.6% in 2025, from 18.9% in 2024, from 12.4% in 2023.2024. This increasedecrease was primarily due to thea successfulshift executionin ofcustomer ourmix usedbetween commercialwholesale vehicleand sales strategy.retail. We expect margins on used commercial vehicles to range between 13.0%11.0% and 18.0%16.0% in 2025.2026.
Gross margins from commercial vehicle lease and rental sales decreased to 27.8% in 2025, from 28.0% in 2024, from 29.9% in 2023.2024. This decrease is primarily related to a decrease in rental utilization rates. We expect gross margins from lease and rental sales of approximately 27.0% to 29.0% during 2025. Our policy is to depreciate our lease and rental fleet using a straight-line method over each customer’s contractual lease term. The lease unit is depreciated to a residual value that approximates fair value at the expiration of the lease term. This policy results in us realizing reasonable gross margins while the unit is in service and a corresponding gain or loss on sale when the unit is sold at the end of the lease term.2026.
SG&A expenses decreasedincreased $26.1$0.6 million, or 2.6%,0.1%, in 2024,2025, compared to 2023. This decrease primarily resulted from company initiatives to reduce operating expenses.2024. SG&A expenses as a percentage of total revenues decreasedincreased to 13.4% in 2025, from 12.8% in 2024, from 12.9% in 2023.2024. Annual SG&A expenses as a percentage of total revenues have ranged from 12.4% to 14.4% over the last five years. In general, when new and used commercial vehicle revenues increase as a percentage of total revenues, SG&A expenses as a percentage of total revenues will be at the lower end of this range. For 2025,2026, we expect SG&A expenses as a percentage of total revenues to range from 11.5%12.5% to 13.5%. For 2025,2026, we expect the selling portion of SG&A expenses to be 25.0% to 30.0% of new and used commercial vehicle gross profit.
Net interest expense increaseddecreased $17.9$24.6 million, or 33.9%,34.7%, in 2024,2025, compared to 2023.2024. This increasedecrease in interest expense iswas aprimarily the result of the increase indecreased inventory levels and risinglower interest rates on our variable rate debt compared to 2023.2024. We expect net interest expense in 2025 to decrease in 2026 compared to 20242025 due to decreased commercial vehicle inventory levels andlevels, lower interest rates.rates and how we choose to finance our vehicle inventory.
We continually evaluate our liquidity and capital resources based upon: (i) our cash and cash equivalents on hand; (ii) the funds that we expect to generate through future operations; (iii) current and expected borrowing availability under our secured line of credit, working capital lines of credit available under certain of our credit agreements and both our PeterbiltRTC Canada, PFC and BMO Floor Plan Credit Agreements; and (iv) the potential impact of our capital allocation strategy and any contemplated or pending future transactions, including, but not limited to, acquisitions, equity repurchases, dividends, or other capital expenditures. We believe we will have sufficient liquidity to meet our debt service and working capital requirements, commitments and contingencies, debt repayments, acquisitions, capital expenditures and any operating requirements for at least the next twelve months.
The BMO Floor Plan Credit Agreement and the WF Credit Agreement require us to satisfy various financial ratios such as the leverage ratio, the asset coverage ratio and the fixed charge coverage ratio. As of December 31, 2024,2025, we were in compliance with all debt covenants related to debt secured by lease and rental units, the BMO Floor Plan Credit Agreement and the WF Credit Agreement. We do not anticipate any breach of the covenants in the foreseeable future.
On December 2,3, 2024,2025, we announced that our Board approved a new stock repurchase program authorizing management to repurchase, from time to time, up to an aggregate of $150.0 million of our shares of Class A common stock and/or Class B common stock. In connection with the adoption of the new stock repurchase plan, we terminated the prior stock repurchase plan, which was scheduled to expire on December 31, 2024.2025. Repurchases, if any, will be made at times and in amounts as we deem appropriate and may be made through open marketopen-market transactions at prevailing market prices, privately negotiated transactions or by other means in accordance with federal securities laws. The actual timing, number and value of repurchases under the stock repurchase program will be determined by management at its discretion and will depend on a number of factors, including market conditions, stock price and other factors, including those related to the ownership requirements of our dealership agreements with Peterbilt. As of December 31, 2024,2025, we hadhave not repurchased $6.5 millionany of our shares of common stock under the current stock repurchase program. The current stock repurchase program expires on December 31, 2025,2026, and may be suspended or discontinued at any time.
We anticipate funding the capital expenditures for the improvement and expansion of existing facilities and recurring expenses through our operating cash flows. We have the ability to fund the construction or purchase of new facilities through our operating cash flows or by financing.
We haveare nocurrently otherunder materialcontract commitmentsto forbuild capitala expendituresnew asfacility on the land adjacent to our current location in Huntley, Illinois with a current budget of December$23.6 31,million 2024.and However,a wenew facility in Conroe, Texas with a budget of $20.0 million. We will continue to purchase vehicles for our lease and rental operations and authorize capital expenditures for the improvement or expansion of our existing dealership facilities and construction or purchase of new facilities based on market opportunities.
In accordance with U.S. GAAP, we report floorplan borrowings financed with lenders affiliated with our vehicle manufacturers within Cash Flows from Operating Activities in the Consolidated Statements of Cash Flows. We report floorplan borrowings financed with lenders that are not affiliated with our vehicle manufacturers within Cash Flows from Financing Activities in the Consolidated Statements of Cash Flows. Refer to Note 7 - Floorplan Notes Payable and Line of Credit and Note 8 - Long-Term Debt within our Notes to Consolidated Financial Statements for additional discussion of our floorplan financing agreements and other debt structure.
Cash flows from operating activities include net income adjusted for non-cash items and the effects of changes in working capital. During 2024,2025, operating activities resulted in net cash provided by operations of $619.6$861.8 million. Net cash provided by operating activities primarily consisted of $305.0$266.0 million in net income, as well as non-cash adjustments related to depreciation and amortization of $236.1$252.8 million, provision for deferred income tax of $19.8$28.8 million and stock-based compensation of $30.4$31.7 million. Cash usedprovided inby operating activities included an aggregate of $23.5$397.5 million net change in operating assets and liabilities. Net change in operating assets and liabilities were primarily the result of $34.8$1.8 million from the decrease in customer depositsdeposits, and $12.2$15.8 million from the decrease in accrued liabilities, $73.2 from the decrease in accounts receivable and $354.9 from the decrease in inventory which were offset primarily by cash outflows of $91.7$112.6 million from anthe increasedecrease in accountsfloor receivable,plan $81.9financing from our manufacturers, $13.7 million from the decrease in accounts payable and $85.1$34.8 million from anthe increasedecrease in inventory.current assets. The majority of our commercial vehicle inventory is financed through our floor plan credit agreements.
During 2023,2024, operating activities resulted in net cash provided by operations of $619.6 million. Net cash provided by operating activities primarily consisted of $348.1$305.0 million in net income, as well as non-cash adjustments related to depreciation and amortization of $221.1$236.1 million, provision for deferred income tax of $7.6$19.8 million and stock-based compensation of $30.4 million. Cash used in operating activities included an aggregate of $310.6$23.5 million net change in operating assets and liabilities. Net change in operating assets and liabilities were primarily the result of $28.8$34.8 million from the decrease in customer deposits and $7.2$12.2 million from the decrease in accrued liabilities, which were offset primarily by cash outflows of $38.3$91.7 million from anthe increase in accounts receivable, $10.6$81.9 million from the decrease in accounts payable and $297.7$85.1 million from anthe increase in inventory.
During 2024,2025, cash used in investing activities totaled $445.6$417.1 million. Cash flows used in investing activities consist primarily of cash used for capital expenditures, business acquisitions and notes receivable from an affiliate. Cash used for business acquisitions was $16.4$24.3 million and cash used for a notes receivable from an affiliate was $9.5$2.0 million during the year ended December 31, 2024.2025. See Note 15 of the Notes to Consolidated Financial Statements for a detailed discussion of the business acquisitions. Capital expenditures totaled $433.0$399.8 million during 20242025 and consisted primarily of purchases of property and equipment, improvements to our existing dealership facilities and $368.5$289.6 million for purchases of rental and leasecommercial vehicles for theour rental and leasing operations.
During 2023,2024, cash used in investing activities totaled $387.0$445.6 million. Cash flows used in investing activities consist primarily of cash used for capital expendituresexpenditures, business acquisitions and businessnotes acquisitions.receivable from an affiliate. Cash used for business acquisitions was $16.1$16.4 million and cash used for a notes receivable from an affiliate was $9.5 million during the year ended December 31,2024.31, 2024. See Note 15 of the Notes to Consolidated Financial Statements for a detailed discussion of the business acquisitions. Capital expenditures totaled $368.9$433.0 million during 2024 and consisted primarily of purchases of property and equipment, improvements to our existing dealership facilities and $263.9$368.5 million for purchases of rental and leasecommercial vehicles for theour rental and leasing operations.
Cash flows used in financing activities include borrowings and repayments of long-term debt and net payments of non-trade floor plan notes payable. During 2024,2025, our financing activities resulted in net cash used in financing of $129.3$460.4 million. The cash outflows consisted primarily of $1,846.8$1,270.5 million used for principal repayments of long-term debt and finance lease obligationsobligations, and $10.1$1.4 million for taxes paid related to net share settlement of equity awards.awards and $69.0 million from net draws on floor plan note payable (non-trade). Additionally, during 2024,2025, we paid cash dividends of $55.5$58.3 million and used $15.7$194.9 million to repurchase shares of Rushour Class A common stock and Rush Class B common stock. These cash outflows were partially offset by $54.3 million from net draws on floor plan notes payable (non-trade), borrowings of $1,844.5$1,117.5 million of long-term debt and $25.4$16.3 million from the issuance of shares related to equity compensation plans.
During 2024, our financing activities resulted in net cash received in financingused of $74.0$129.3 million. The cash outflows consisted primarily of $1,309.3$1,846.8 million used for principal repayments of long-term debt and finance lease obligations and $7.0$10.1 million for taxes paid related to net share settlement of equity awards. Additionally, during 2024, we paid cash dividends of $50.6$55.5 million and used $211.8$15.7 million to repurchase shares of Rushour Class A common stock and Rush Class B common stock. These cash outflows were partially offset by $205.5$54.3 million from net draws on floor plan notes payable (non-trade), borrowings of $1,429.1$1,844.5 million of long-term debt and $18.1$25.4 million from the issuance of shares related to equity compensation plans.
On September 14, 2021, we entered into the WF Credit Agreement with the WF lenders and the WF Agent.Agreement. Pursuant to the terms of the WF Credit Agreement (as amended), the WF Lenders have agreed to make up to $175.0 million of revolving credit loans for certain of our capital expenditures, including commercial vehicle purchases for our Idealease leasing and rental fleet, and general working capital needs. We expect to use the revolving credit loans available under the WF Credit Agreement primarily for the purpose of purchasing commercial vehicles for our Idealease lease and rental fleet. We may borrow, repay and reborrow amounts pursuant to the WF Credit Agreement from time to time until the maturity date. Borrowings under the WF Credit Agreement bear interest per annum, payable on each interest payment date, as defined in the WF Credit Agreement, at (A) the daily SOFR plus (i) 1.25% or (ii) 1.5%, depending on our consolidated leverage ratio or (B) on or after the term SOFR transition date, the term SOFR plus (i) 1.25% or (ii) 1.5%, depending on our consolidated leverage ratio. TheEffective September 30, 2025, the WF Credit Agreement expireswas onamended to, amongst other things, extend the expiration date to September 14,30, 2026,2028, although, upon the occurrence and during the continuance of an event of default, the WF Agentagent has the right to, or upon the request of the required lenders must, terminate the commitments and declare all outstanding principal and interest due and payable. We may terminate the commitments at any time. On December 31, 2024,2025, we had approximately $153.4$22.3 million outstanding under the WF Credit Agreement.
On November 1, 2023, we entered into the PLC Agreement with PACCAR Leasing Company, a division of PFC.Agreement. Pursuant to the terms of the PLC Agreement,Agreement (as amended by that certain amendment entered into on December 16, 2024,), PLC agreed to make up to $500.0 million of revolving credit loans to finance certain of our capital expenditures, including commercial vehicle purchases and other equipment to be leased or rented through our PacLease franchises. We may borrow, repay and reborrow amounts pursuant to the PLC Agreement from time to time until the maturity date, provided, however, that the outstanding principal amount on any date shall not exceed the borrowing base. In addition, we must maintain a minimum balance of $220.0 million or we are subject to an unused commitment fee 0.20% of the amount by which the average daily outstanding principal balance of the loan during such quarter is less than $220.0 million. Advances under the PLC Agreement bear interest per annum, payable on the fifth day of the following month, at our option, at either (A) the prime rate, minus 2.10%, provided that the floating rate of interest is subject to a floor of 0%, or (B) a fixed rate, to be determined between us and PLC in each instance of borrowing at a fixed rate. The PLC Agreement expires on December 16, 2029, although either party has the right to terminate the PLC Agreement at any time upon 360 days written notice. On December 31, 2024,2025, we had approximately $220.0 million outstanding under the PLC Agreement.
Most of our commercial vehicle purchases are made on terms requiring payment to the manufacturer within 15 to 60 days or less from the date the commercial vehicles are invoiced from the factory. Navistar Financial Corporation and Peterbilt offer trade terms that provide an interest-free inventory stocking period for certain new commercial vehicles. This interest-free period is 15 to 60 days. If the commercial vehicle is not sold within the interest-free period, we finance the commercial vehicle under the PFC Floor Plan Credit Agreement or the BMO Floor Plan Credit Agreement.
On December 16, 2024, we entered into the new PFC Floor Plan Credit Agreement with PFC. The PFC Floor Plan Credit Agreement includes an aggregate loan commitment of $800.0 million for the financing of new Peterbilt trucks, tractors, chassis and other related equipment manufactured by Peterbilt. Borrowings under the PFC Floor Plan Credit Agreement bear interest per annum, payable on the fifth day of the following month, at our option, at either (A) the prime rate, minus 2.10%, provided that the floating rate of interest is subject to a floor of 0%, or (B) a fixed rate, to be determined between us and PFC in each instance of borrowing at a fixed rate. The PFC Floor Plan Credit Agreement expires December 16, 2029, although either party has the right to terminate the PFC Floor Plan Credit Agreement at any time upon 360 days written notice. On December 31, 2024, we had approximately $492.7 million outstanding under the PFC Floor Plan Credit Agreement. We utilize our excess cash on hand to pay down our outstanding borrowings under the PFC Floor Plan Credit Agreement, and the resulting interest earned is recognized as an offset to our gross interest expense under the PFC Floor Plan Credit Agreement.
On September 14, 2021, we entered into the BMO Floor Plan Credit Agreement (as amended) with BMO and the lenders signatory thereto. This agreement had an aggregate loan commitment of $1.0 billion, which we utilized to finance all of our new and used commercial vehicle inventory in the United States until we entered into the PFC Floor Plan Credit Agreement. On December 12, 2024, we entered into an amendment of the BMO Floor Plan Credit Agreement. Pursuant to the terms of the amendment, the aggregate loan commitment was reduced from $1.0 billion to $675.0 million and the definition of “Inventory” was amended to remove trucks, tractors and chassis manufactured by Peterbilt. We utilize the BMO Floor Plan Credit Agreement to finance all of our new commercial vehicle inventory, except for equipment manufactured by Peterbilt, and all of our used commercial vehicle inventory and for working capital purposes. Borrowings under the BMO Floor Plan Credit Agreement bear interest per annum, payable monthly, at (A) the greater of (i) zero and (ii) Term SOFR (as defined in the agreement), plus (B) 1.20%. Borrowings under the BMO Floor Plan Credit Agreement for the purchase of used inventory are limited to $150.0 million and loans for working capital purposes are limited to $200.0 million. The BMO Floor Plan Credit Agreement expires December 31, 2029, although BMO Bank N.A. has the right to terminate at any time upon 360 days written notice and we may terminate at any time, subject to specified limited exceptions. On December 31, 2024, we had approximately $389.3 million outstanding under the BMO Floor Plan Credit Agreement. The average daily outstanding borrowings under the BMO Floor Plan Credit Agreement were $956.4 million during the twelve months ended December 31, 2024. We utilize our excess cash on hand to pay down our outstanding borrowings under the BMO Floor Plan Credit Agreement, and the resulting interest earned is recognized as an offset to our gross interest expense under the BMO Floor Plan Credit Agreement.
On May 31, 2022, RTC Canada entered into the RTC Canada Revolving Credit Agreement with BMO. Pursuant to the terms of the RTC Canada Revolving Credit Agreement,Agreement (as amended), BMO agreed to make up to $120.0 million CAD of revolving credit loans to finance certain of RTC Canada’s capital expenditures, including commercial vehicle purchases and other equipment to be leased or rented through RTC Canada’s Idealease franchise, with an additional $20.0 million CAD available upon the request of RTC Canada and consent of BMO. Borrowings under the RTC Canada Revolving Credit Agreement bear interest per annum payable monthly at CORRA, plus 1.72%. The RTC Canada Revolving Credit Agreement expires on September 14, 2026. On DecemberSeptember 31,30, 2024,2025, we had approximately $50.4$40.4 million CAD outstanding under the RTC Canada Revolving Credit Agreement.
Most of our commercial vehicle purchases are made on terms requiring payment to the manufacturer within 15 to 90 days or less from the date the commercial vehicles are invoiced from the factory. Navistar Financial Corporation and Peterbilt offer trade terms that provide an interest-free inventory stocking period for certain new commercial vehicles. This interest-free period is 15 to 180 days. If the commercial vehicle is not sold within the interest-free period, we finance the commercial vehicle under the PFC Floor Plan Credit Agreement or the BMO Floor Plan Credit Agreement.
On December 16, 2024, we entered into the PFC Floor Plan Credit Agreement with PFC. The PFC Floor Plan Credit Agreement includes an aggregate loan commitment of $800.0 million for the financing of new Peterbilt trucks, tractors, chassis and other related equipment manufactured by Peterbilt. Borrowings under the PFC Floor Plan Credit Agreement bear interest per annum, payable on the fifth day of the following month, at our option, at either (A) the prime rate, minus 2.10%, provided that the floating rate of interest is subject to a floor of 0%, or (B) a fixed rate, to be determined between us and PFC in each instance of borrowing at a fixed rate. The PFC Floor Plan Credit Agreement expires on December 16, 2029, although either party has the right to terminate the PFC Floor Plan Credit Agreement at any time upon 360 days written notice. On December 31, 2025, we had approximately $380.0 million outstanding under the PFC Floor Plan Credit Agreement. Pursuant to a written agreement with Peterbilt, we pay Peterbilt directly for inventory financed pursuant to the PFC Floor Plan Credit Agreement.
On September 14, 2021, we entered into the BMO Floor Plan Credit Agreement (as amended) with BMO Bank and the lenders signatory thereto. This agreement previously had an aggregate loan commitment of $1.0 billion, which we utilized to finance all of our new and used commercial vehicle inventory in the United States until we entered into the PFC Floor Plan Credit Agreement. On December 12, 2024, we entered into an amendment of the BMO Floor Plan Credit Agreement. Pursuant to the terms of the amendment, the aggregate loan commitment was reduced from $1.0 billion to $675.0 million and the definition of “Inventory” was amended to remove trucks, tractors and chassis manufactured by Peterbilt. We utilize the BMO Floor Plan Credit Agreement to finance all of our new commercial vehicle inventory, except for equipment manufactured by Peterbilt, and all of our used commercial vehicle inventory and for working capital purposes. Borrowings under the BMO Floor Plan Credit Agreement bear interest per annum, payable monthly, at (A) the greater of (i) zero and (ii) Term SOFR (as defined in the agreement), plus (B) 1.20%. Borrowings under the BMO Floor Plan Credit Agreement for the purchase of used inventory are limited to $150.0 million and loans for working capital purposes are limited to $200.0 million. The BMO Floor Plan Credit Agreement expires on December 31, 2029, although BMO Bank has the right to terminate at any time upon 360 days written notice and we may terminate at any time, subject to specified limited exceptions. On December 31, 2025, we had approximately $263.7 million outstanding under the BMO Floor Plan Credit Agreement.
On July 15, 2022, RTC Canada entered into the RTC Canada Floor Plan Credit Agreement (as amended) with BMO. Pursuant to the terms of the RTC Canada Floor Plan Credit Agreement,Agreement (as amended), BMO originally agreed to make up to $116.7 million CAD of revolving credit loans to finance RTC Canada’s purchase of new and used vehicle inventory. On June 13, 2025, the RTC Canada Floor Plan Credit Agreement was amended to increase the loan commitment to $171.7 million CAD. Loans to purchase used vehicle inventory are limited to twenty percent (20%) of the credit limit available at such time. RTC Canada may borrow, repay and reborrow loans from time to time until the maturity date, provided, however, that the outstanding principal amount on any date shall not exceed the credit limits set forth above with respect to new and used vehicles. Advances required to be made in CAD dollars under the RTC Canada Floor Plan Credit Agreement bear interest per annum, payable monthly, at CORRA, plus 1.27%. Advances required to be made in USD dollars bear interest per annum, payable monthly, at SOFR (as defined in the agreement),SOFR, plus 1.20%. The RTC Canada Floor Plan Credit Agreement expires on September 14, 2026. On DecemberSeptember 31,30, 2024,2025, we had approximately $78.2$81.7 million CAD outstanding under the RTC Canada Floor Plan Credit Agreement. The average daily outstanding borrowings under the RTC Canada Floor Plan Credit Agreement were $80.7 million during the twelve months ended December 31, 2024. We utilize our excess cash on hand to pay down our outstanding borrowings under the RTC Canada Floor Plan Credit Agreement, and the resulting interest earned is recognized as an offset to our gross interest expense under the RTC Canada Floor Plan Credit Agreement.
What changed in the latest 10-Q
Risk Factors
While we attempt to identify, manage and mitigate risks and uncertainties associated with our business to the extent practical under the circumstances, some level of risk and uncertainty will always be present. Item 1A, Part I of our 2025 Annual Report on Form 10-K (the “2025 Annual Report”) describes some of the risks and uncertainties associated with our business that have the potential to materially affect our business, financial condition or results of operations.
There has been no material change in our risk factors disclosed in our 2025 Annual Report.
No wording changes found in this section.
Full comparison: every changed paragraph (0)
Management's Discussion & Analysis (MD&A)
New heading “Selling, General and Administrative Expenses”
New heading “Interest Expense, Net”
New heading “Income before Income Taxes”
New heading “Six Months Ended June 30, 2026, Compared to Six Months Ended June 30, 2025”
Largest changes
“Six Months Ended June 30, 2026, Compared to Six Months Ended June 30, 2025”see in full comparison
“Net interest expense decreased $6.5 million, or 50.6%, in the first quarter of 2026, compared to the first quarter of 2025. This decrease in interest expense is primarily the result of decreased interest rates and borrowings. We expect net interest expense in 2026 to decrease compared to 2025, but the amount of the decrease will depend on inventory levels, interest rate fluctuations and the amount of cash available to make prepayments on our floor plan arrangements.”see in full comparison
“Net interest expense decreased $8.3 million, or 65.6%, in the second quarter of 2026, compared to the second quarter of 2025. We expect net interest expense in 2026 to decrease compared to 2025, but the amount of the change will depend on inventory levels, interest rate fluctuations and the amount of cash available to make prepayments on our floor plan arrangements.”see in full comparison
Full comparison: every changed paragraph (92)
Peterbilt® is a registered trademark of Peterbilt Motors Company. PACCAR® is a registered trademark of PACCAR, Inc. PacLease® is a registered trademark of PACCAR Leasing Corporation. International® is a registered trademark of International Motors, LLC (f/k/a Navistar, Inc.). Idealease is a registered trademark of Idealease, Inc. aka Idealease of North America, Inc. Blue Bird® is a registered trademark of Blue Bird Investment Corporation. IC Bus® is a registered trademark of IC Bus, LLC. Hino® is a registered trademark of Hino Motors, Ltd. Isuzu® is a registered trademark of Isuzu Motors Limited. Ford® is a registered trademark of Ford Motor Company. Cummins® is a registered trademark of Cummins, Inc. This report contains additional trade names or trademarks of other companies. Our use of such trade names or trademarks should not imply any endorsement or relationship with such companies.companies
Our Rush Truck Centers are principally located in high traffic areas throughout the United States and Ontario, Canada. Since commencing operations as a Peterbilt heavy-duty truck dealer in 1966, we have grown to operate over 125160 franchised Rush Truck Centerslocations in 2324 states. We own an 80% equity interest in Rush Truck Centres of Canada Limited (“RTC Canada”). RTC Canada currently owns and operates 1217 International dealerships and 2 IC Bus dealerships in Ontario. RTC Canada also sells IC Buses in Quebec and the provinces of Quebec, New Brunswick, Nova Scotia and Prince Edward Island. The operating results of RTC Canada are consolidated in the Consolidated Statements of Operations, the Statements of Comprehensive Income, the Consolidated Balance Sheets and commercial vehicle unit sales data.
A.C.T. Research Co., LLC (“A.C.T. Research”), a commercial vehicle industry data and forecasting service provider, currently forecasts new U.S. Class 8 retail truck sales to be 224,800228,800 units in 2026, which would represent a 5.7%7.6% increase compared to 212,700 units in 2025. WhileWe uncertaintybelieve relatedthat as freight markets continue to economic conditionsimprove and globalour events,over-the-road alongcustomers withmaintain significantlyconfidence increasedin fueltheir prices, continues to weigh on the market, we expectbusiness, demand for new Class 8 trucktrucks towill increasebe asstronger in the yearsecond progresses.half of the year. We expect our U.S. market share of new Class 8 truck sales to range between 5.3%6.1% and 6.0%6.5% in 2026 based on A.C.T. Research’s current forecast. This market share percentage would result in the sale of approximately 12,00014,000 to 13,50015,000 new Class 8 trucks in 2026. We expect to sell approximately 500 new Class 8 trucks in Canada in 2026.
With respect to new U.S. Class 4 through 7 retail commercial vehicle sales, A.C.T. Research currently forecasts sales to be 218,225207,575 units in 2026, which would represent a 0.4%4.5% increasedecrease compared to 217,412 units in 2025. We believe that most medium-duty customers will remain cautious in 2026 and will look to replace vehicles rather than expand their fleets.fleets, although we do expect demand for new Class 4 through 7 commercial vehicles to improve throughout the remainder of the year. We expect our U.S. market share of new Class 4 through 7 commercial vehicle sales to range between 4.8%5.3% and 5.3%5.8% in 2026 based on A.C.T. Research’s current forecast. This market share percentage would result in the sale of approximately 10,50011,000 to 11,50012,000 new Class 4 through 7 commercial vehicles in 2026. We expect to sell approximately 440850 new Class 5 through 7 commercial vehicles in Canada in 2026.
With respect to our parts, service, and collision center (collectively referred to herein as “Aftermarket Products and Services”) operations, whiledemand macroeconomic factors continuecontinued to pressureimprove as the second quarter progressed. While the aftermarket demand,recovery is trailing the improvements we are beginning to see encouraging indicators of improving market conditions, including increasesseeing in boththe freightcommercial activityvehicle andsales miles driven, whichmarket, we believe will support higher parts and service demand as the year progresses. We believe that our Aftermarket Products and Services revenues will be flat to slightly upimprove in the second half of the year in comparison with the first half of 2026, comparedwith tothe 2025.potential for modest growth.
The preparation of our interim unaudited consolidated financial statements in accordance with U.S. Generally Accepted Accounting Principles (“GAAP”) requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities, revenues and expenses and the related disclosures of contingent assets and liabilities in our interim unaudited consolidated financial statements and accompanying notes. In accordance with GAAP, we base our estimates on historical experience and on various other assumptions that we believe are reasonable under the circumstances. We evaluate our estimates, judgmentsjudgments, and assumptions on an ongoing basis, and while we believe that our estimates, judgments and assumptions are reasonable, they are based upon information available at the time. Actual results might differ from these estimates under different assumptions or conditions.
Our significant accounting policies are discussed in Item 7, "Management's Discussion and Analysis of Financial Condition and Results of Operations" under the heading "Critical Accounting Policies and Estimates" in our Annual Report on Form 10-K for the year ended December 31, 2025.10-K. There were no material changes to our significant accounting policies.
The following discussion and analysis includeincludes our historical results of operations for the three months and six months periods ended MarchJune 31,30, 2026,2026 and 2025.
The following table sets forth the unit sales and revenues for new heavy-duty, new medium-duty, new light-duty and used commercial vehicles and ourthe absorption ratio (revenuerevenues in millions):
(1) Includes sales of truck bodies, trailers and other new equipment.
Management uses several performance metrics to evaluate the performance of our commercial vehicle dealerships and considers Rush Truck Centers’ “absorption ratio” to be of critical importance. Our absorption ratio is calculated by dividing the gross profit from our Aftermarket Products and Services departments by the overhead expenses of all of a dealership’s departments, except for the selling expenses of the new and used commercial vehicle departments and carrying costs of new and used commercial vehicle inventory. When 100% absorption is achieved, all of the gross profit from the sale of a commercial vehicle, after sales commissions and inventory carrying costs, directly impacts operating profit. Our commercial vehicle dealerships achieved a 126.9%130.8% absorption ratio for the firstsecond quarter of 2026,2026 compared to a 128.6%135.5% absorption ratio for the firstsecond quarter of 2025.
Three Months Ended MarchJune 31,30, 2026 Compared to Three Months Ended MarchJune 31,30, 2025
Total revenues decreased $166.6$31.0 million, or 9.0%,1.6%, in the firstsecond quarter of 2026, compared to the firstsecond quarter of 2025. This decrease was primarily the result of decreased sales of new commercial vehicles due to weak demand from most customer segments.
Our Aftermarket Products and Services revenues totaledincreased $627.2$9.4 millionmillion, or 1.5%, in the firstsecond quarter of 2026, upcompared 1.3% fromto the firstsecond quarter of 2025. The increase in Aftermarket Parts and ServicesService revenues was primarily related to the successful execution of certain strategic initiatives and increasedimproving partscustomer pricing.demand.
Revenues from sales of new and used commercial vehicles decreased $175.6$42.5 million, or 15.5%,3.6%, in the firstsecond quarter of 2026, compared to the firstsecond quarter of 2025. The decrease in new and used commercial vehicle revenuesrevenue was primarily the result of continuedthe weaktiming demandof deliveries and orders from over-the-roadcertain andof our larger medium-duty fleet customers.
We sold 3,035 new Class 8 trucks in the first quarter of 2026, a 5.8% decrease compared to 3,222 new Class 8 trucks sold in the first quarter of 2025. The decrease in new Class 8 truck sales was primarily related to continued weak demand from over-the-road customers. New U.S. Class 8 retail truck sales totaled 41,023 units in the first quarter of 2026, a decrease of 21.0% compared to the first quarter of 2025, according to ACT Research.
We sold 2,169 new Class 4 through 7 medium-duty commercial vehicles, including 335 buses, in the first quarter of 2026, a 34.8% decrease compared to 3,329 new medium-duty commercial vehicles, including 310 buses, in the first quarter of 2025. The decrease in new Class 4 through 7 commercial vehicle sales was primarily the result of weak demand from most customer segments, in addition to the timing of deliveries and orders from certain of our larger fleet customers. New U.S. Class 4 through 7 retail commercial vehicle sales totaled 49,079 units in the first quarter of 2026, down 25.6% compared to the first quarter of 2025, according to ACT Research.
We sold 5163,172 light-dutynew vehiclesClass 8 trucks in the firstsecond quarter of 2026,2026 in the United States, a 9.8%0.2% increasedecrease compared to 4703,178 light-dutynew vehiclesClass sold8 trucks in the firstsecond quarter of 2025. We sold 1,865117 usednew commercialClass vehicles8 trucks in the firstsecond quarter of 2026,2026 in Canada, a 5.4%44.4% increase compared to 1,76981 usednew commercialClass vehicles8 trucks in the firstsecond quarter of 2025. The increase in new Class 8 trucks in Canada was primarily the result of the timing of deliveries to fleet customers.
We sold 3,165 new Class 4 through 7 commercial vehicles, including 256 buses, in the second quarter of 2026 in the United States, a 12.7% decrease compared to 3,626 new medium-duty commercial vehicles, including 359 buses, in the second quarter of 2025. The decrease in new Class 4 through 7 commercial vehicle sales was primarily the result of the timing of deliveries and orders from certain of our large fleet customers. We sold 217 Class 5 through 7 commercial vehicles, including 126 buses in the second quarter of 2026 in Canada, a 22.6% increase compared to 177 new Class 5 through 7 commercial vehicles, including 1 bus in the second quarter of 2025. The increase in new Class 4 through 7 commercial vehicle sales in Canada was primarily the result of RTC Canada’s acquisition of IC Bus franchises during the second quarter of 2025 and the timing of the deliveries of new buses.
We sold 907 light-duty vehicles in the second quarter of 2026, a 29.0% increase compared to 703 light-duty vehicles sold in the second quarter of 2025. We sold 1,788 used commercial vehicles in the second quarter of 2026, a 4.3% increase compared to 1,715 used commercial vehicles sold in the second quarter of 2025.
Commercial vehicle lease and rental revenues increased $2.0$1.7 million, or 2.2%,1.9%, in the firstsecond quarter of 2026, compared to the firstsecond quarter of 2025. The increase in commercial vehicle lease and rental revenues was primarily due to an increase in the delivery of new leased vehicles, which was partially offset by a slight decrease in rental utilization.
Finance and insurance revenues increased $0.4$0.8 million, or 7.7%,14.6%, in the firstsecond quarter of 2026, compared to the firstsecond quarter of 2025. This increase is primarily due to the mix of purchasers of commercial vehicles. In general, larger fleet customers usually arrange their own financing. We are more likely to provide financing to owner-operators and smaller fleet customers. Finance and insurance revenues have limited direct costs and, therefore, contribute a disproportionate share of our operating profits.
Gross profit decreased $18.0 million, or 4.7%, in the second quarter of 2026, compared to the second quarter of 2025. Gross profit as a percentage of sales decreased to 19.0% in the second quarter of 2026, from 19.7% in the second quarter of 2025. Overall gross profit margin decreased primarily due to an increase in trucks sales to large over-the-road fleet customers and aftermarket sales to our national account business versus small to mid-size customers. Commercial vehicle sales, a lower margin revenue item, decreased as a percentage of total revenues to 60.5% in the second quarter of 2026, from 61.7% in the second quarter of 2025. Aftermarket Products and Services revenues, a higher margin revenue item, increased as a percentage of total revenues to 34.0% in the second quarter of 2026, from 33.0% in the second quarter of 2025.
Gross profit decreased $14.0 million, or 10.2%, in the first quarter of 2026, compared to the first quarter of 2025. This decrease is primarily related to decreased demand for new commercial vehicles due to challenging industry conditions. Gross profit as a percentage of sales increased to 20.4% in the first quarter of 2026, from 19.3% in the first quarter of 2025.
Gross margins from our Aftermarket Products and Services operations increaseddecreased to 36.3%35.9% in the firstsecond quarter of 2026, from 35.8%37.6% in the firstsecond quarter of 2025. The decrease was primarily a result of an increase in the percentage of sales to national account customers and a competitive pricing environment due to challenging industry conditions. Gross profit forfrom theour Aftermarket Products and Services departmentsoperations increaseddecreased to $227.4$231.5 million in the firstsecond quarter of 2026, from $221.3$239.2 million in the firstsecond quarter of 2025. This increase is primarily related to rebates received from certain parts manufacturers. Historically, gross margins on parts sales range from 28% to 30% and gross margins on service and collision center operations range from 66% to 68%. Gross profits from parts sales represented 57.3% of total gross profit for Aftermarket Products and Services operations in the first quarter of 2026 and 58.3% in the first quarter of 2025. Service and collision center operations represented 42.7% of total gross profit for Aftermarket Products and Services operations in the first quarter of 2026 and 41.7% in the first quarter of 2025. We expect blended gross margins on Aftermarket Products and Services operations to range from 35.5% to 37.5% in 2026.
Gross margins on new Class 8 truckcommercial vehicle sales decreased to 7.8% in the firstsecond quarter of 2026, from 9.0%8.5% in the firstsecond quarter of 2025. This decrease was primarily due to weak demand and a competitive pricing environment due to challenging industry conditions. In 2026, we expect overall gross margins from new heavy-duty truck sales of approximately 8.0% to 9.0%.
Gross margins on new Class 4 through 7 commercial vehicle sales increaseddecreased to 8.8%7.2% in the firstsecond quarter of 2026, from 7.9%7.5% in the firstsecond quarter of 2025. This increase was primarily due to the mix of purchasers during the first quarter of 2026. For 2026, we expect overall gross margins from new medium-duty commercial vehicle sales of approximately 7.5% to 9.0%, but this will largely depend upon the mix of purchasers and types of vehicles sold.
Gross margins on used commercial vehicle sales decreased to 12.1%13.7% in the firstsecond quarter of 2026, from 14.4%16.9% in the firstsecond quarter of 2025. This decrease was primarily due to a change in sales mix between wholesale and retail. We expect margins on used commercial vehicles to range between 12.0% and 17.0%15.0% in 2026.
Gross margins from truck lease and rental sales decreased to 27.7%28.5% in the firstsecond quarter of 2026, from 28.2%28.7% in the firstsecond quarter of 2025. We expect gross margins from lease and rental sales of approximately 27.0% to 29.0% during 2026.
Finance and insurance revenues and other revenues, as described above, have limited direct costs and, therefore, contribute a disproportionate share of gross profit.
Selling, General and Administrative Expenses
Selling, General and Administrative (“SG&A”) expenses decreased $6.5 million, or 2.6%, in the second quarter of 2026, compared to the second quarter of 2025. SG&A expenses as a percentage of total revenues decreased to 12.9% in the second quarter of 2026, from 13.1% in the second quarter of 2025. The decrease was primarily the result of our ongoing efforts to control operating expenses. Annual SG&A expenses as a percentage of total revenues have ranged from approximately 12.4% to 14.4% over the last five years. For 2026, we expect SG&A expenses as a percentage of total revenues to range from 13.0% to 14.0%. For 2026, we expect the selling portion of SG&A expenses to be approximately 25.0% to 30.0% of new and used commercial vehicle gross profit.
Interest Expense, Net
Net interest expense decreased $8.3 million, or 65.6%, in the second quarter of 2026, compared to the second quarter of 2025. We expect net interest expense in 2026 to decrease compared to 2025, but the amount of the change will depend on inventory levels, interest rate fluctuations and the amount of cash available to make prepayments on our floor plan arrangements.
Income before Income Taxes
As a result of the factors described above, income before income taxes decreased $4.8 million, or 5.0%, in the second quarter of 2026, compared to the second quarter of 2025.
Income Taxes
Income taxes decreased $4.9 million, or 20.2%, in the second quarter of 2026, compared to the second quarter of 2025. We provided for taxes at a 20.9% effective rate in the second quarter of 2026 and 24.8% in the second quarter of 2025. We expect our effective tax rate to be approximately 21.0% to 23.0% of pretax income in 2026.
Six Months Ended June 30, 2026, Compared to Six Months Ended June 30, 2025
Unless otherwise stated below, our variance explanations and future expectations with regards to the items discussed in this section are set forth in the discussion of the “Three Months Ended June 30, 2026, Compared to Three Months Ended June 30, 2025.”
Total revenues decreased $197.7 million, or 5.2%, in the first six months of 2026, compared to the first six months of 2025.
Sales of new and used commercial vehicles decreased $218.1 million, or 9.4%, in the first six months of 2026, compared to the first six months of 2025.
Aftermarket Products and Services revenues increased $17.5 million, or 1.4%, in the first six months of 2026, compared to the first six months of 2025.
We sold 6,136 new Class 8 heavy-duty trucks in the first six months of 2026 in the United States, a 3.1% decrease compared to 6,332 new Class 8 heavy-duty trucks in the first six months of 2025. According to A.C.T. Research, retail sales in the new U.S. Class 8 truck market decreased 13.4% in the first six months of 2026, compared to the first six months of 2025. We sold 188 new Class 8 heavy-duty trucks in the first six months of 2026 in Canada, a 26.2% increase compared to 149 new Class 8 heavy-duty trucks in the first six months of 2025.
We sold 5,200 new Class 4 through 7 medium-duty commercial vehicles, including 545 buses, in the United States, a 23.9% decrease compared to 6,830 new Class 4 through 7 medium-duty commercial vehicles, including 669 buses, in the first six months of 2025. A.C.T. Research estimates that unit sales of new Class 4 through 7 commercial vehicles in the U.S. decreased approximately 9.4% in the first six months of 2026, compared to the first six months of 2025. We sold 351 new Class 5 through 7 medium-duty commercial vehicles, including 172 buses, in Canada, a 16.2% increase compared to 302 new Class 5 through 7 medium-duty commercial vehicles, including 1 bus, in the first six months of 2025.
We sold 1,423 new light-duty vehicles in the first six months of 2026, a 21.3% increase compared to 1,173 new light-duty vehicles sold in the first six months of 2025.
We sold 3,653 used commercial vehicles in the first six months of 2026, a 4.9% increase compared to 3,484 used commercial vehicles in the first six months of 2025.
Truck lease and rental revenues increased $3.7 million, or 2.0%, in the first six months of 2026, compared to the first six months of 2025.
Finance and insurance revenues increased $1.2 million, or 11.3%, in the first six months of 2026, compared to the first six months of 2025.
Gross Profit
Gross profit decreased $32.0 million, or 4.3%, in the first six months of 2026, compared to the first six months of 2025. Gross profit as a percentage of sales was 19.7% in the first six months of 2026 and 19.5% in the first six months of 2025.
Gross margins from Aftermarket Products and Services operations decreased to 36.1% in the first six months of 2026, from 36.7% in the first six months of 2025. Gross profit for Aftermarket Products and Services was $458.9 million in the first six months of 2026, compared to $460.6 million in the first six months of 2025.
Gross margins on new Class 8 heavy-duty truck sales decreased to 7.8% in the first six months of 2026, from 8.8% in the first six months of 2025.
Gross margins on new Class 4 through 7 medium-duty commercial vehicle sales increased to 7.9% in the first six months of 2026, from 7.7% in the first six months of 2025.
Gross margins on used commercial vehicle sales decreased to 12.9% in the first six months of 2026, from 15.7% in the first six months of 2025.
Gross margins from truck lease and rental sales decreased to 28.1% in the first six months of 2026, from 28.5% in the first six months of 2025.
SG&A expenses decreased $12.7 million, or 2.5%, in the first six months of 2026, compared to the first six months of 2025. SG&A expenses were 13.6% of total revenue in the first six months of 2026, compared to 13.2% in the first six months of 2025.
Selling, General and Administrative (“SG&A”) expenses decreased $6.2 million, or 2.5%, in the first quarter of 2026, compared to the first quarter of 2025. This decrease was primarily a result of our ongoing efforts to control our operating expenses. SG&A expenses as a percentage of total revenues increased to 14.4% in the first quarter of 2026, from 13.4% in the first quarter of 2025. Annual SG&A expenses as a percentage of total revenues have ranged from approximately 12.4% to 14.4% over the last five years. In general, when new and used commercial vehicle revenues increase as a percentage of total revenues, SG&A expenses as a percentage of total revenues will be at the lower end of this range. For 2026, we expect SG&A expenses as a percentage of total revenues to range from 13.0% to 14.0%. For 2026, we expect the selling portion of SG&A expenses to be approximately 25.0% to 30.0% of new and used commercial vehicle gross profit.
Interest (Income) Expense, Net
Net interest expense decreased $14.9 million, or 58.0%, in the first six months of 2026, compared to the first six months of 2025.
RUSHA insider buying and selling (Form 4)
Since 2026-04-11, insiders reported open-market purchases in 0 Form 4 filings and open-market sales in 5 filings (4 insiders, 4 trade dates, 120,250 shares, about $9.7M). Net open-market shares: -120,250 (purchases minus sales); net value about -$9.7M.Totals add up every open-market (code P and S) line in those filings, using the prices reported in the filings. Awards, option exercises, tax withholding and gifts are listed below but not counted.
| Trade date | Insider | Transaction | Shares | Price | Value |
|---|---|---|---|---|---|
| 2026-08-12 | Mendoza Elaine |
Gift | 750 | — | — |
| 2026-08-03 | Mcroberts Michael |
Option exercise | 6,500 | $15.06 | $97.9K |
| 2026-08-03 | Mcroberts Michael |
Open-market sale | 6,500 | $81.44 | $529.4K |
| 2026-08-03 | Rush William M Rusty |
Option exercise | 71,574 | $15.06 | $1.1M |
| 2026-08-03 | Rush William M Rusty |
Open-market sale | 71,574 | $81.05 | $5.8M |
| 2026-08-03 | Goldstone Michael L |
Option exercise | 2,100 | $15.06 | $31.6K |
| 2026-08-03 | Goldstone Michael L |
Open-market sale | 2,100 | $81.30 | $170.7K |
| 2026-07-31 | Rush William M Rusty |
Open-market sale | 7,176 | $80.76 | $579.5K |
| 2026-07-31 | Rush William M Rusty |
Option exercise | 7,176 | $15.06 | $108.1K |
| 2026-07-31 | Keller Steven L |
Option exercise | 20,678 | $15.06 | $311.4K |
| 2026-07-31 | Keller Steven L |
Open-market sale | 20,678 | $80.73 | $1.7M |
| 2026-07-30 | Keller Steven L |
Open-market sale | 1,822 | $81.12 | $147.8K |
| 2026-07-30 | Keller Steven L |
Option exercise | 1,822 | $15.06 | $27.4K |
| 2026-07-30 | Goldstone Michael L |
Option exercise | 2,400 | $15.06 | $36.1K |
| 2026-07-30 | Goldstone Michael L |
Open-market sale | 2,400 | $81.05 | $194.5K |
| 2026-05-19 | Akin Thomas A |
Grant/award | 2,113 | — | — |
| 2026-05-19 | Chess Raymond Joseph |
Grant/award | 1,585 | — | — |
| 2026-05-19 | Cary William H |
Grant/award | 1,268 | — | — |
| 2026-05-19 | Guglielmo Kennon |
Grant/award | 2,113 | — | — |
| 2026-05-19 | Clarke Troy A |
Grant/award | 2,113 | — | — |
| 2026-05-19 | Mendoza Elaine |
Grant/award | 1,268 | — | — |
| 2026-05-19 | Boerger Amy |
Grant/award | 1,268 | — | — |
| 2026-04-30 | Mcroberts Michael |
Option exercise | 8,000 | $15.06 | $120.5K |
| 2026-04-30 | Mcroberts Michael |
Open-market sale | 8,000 | $72.23 | $577.8K |
Well-known investors holding RUSHA (13F)
None of the 59 investors we track reported a position in their latest 13F.