SNDR 8-K Filed 2026-07-30 Execution disclosure

Schneider National repurchased 0.2M shares for $5.2M under new $150M program

Company reported Q2 execution in first half of 2026 under January authorization; $144.8M remaining

Shares repurchased200K
Avg price paid$26.00
Remaining$145M
MechanismNot specified

What the filing says

Schneider National, Inc. (NYSE: SNDR) reported in its second-quarter 2026 earnings release that it has repurchased 0.2 million Class B shares for $5.2 million under a $150.0 million share repurchase program authorized by the Board of Directors in January 2026. As of June 30, 2026, the company had executed these buybacks in the first half of the year, leaving $144.8 million available under the authorization.

The buyback execution occurred during a period of strong operational performance. Schneider reported second-quarter operating revenues of $1.57 billion, up 10% year-over-year, and diluted earnings per share of $0.28, up 40% from $0.20 in the same quarter of 2025. The company also raised its full-year 2026 adjusted diluted earnings per share guidance to $0.90–$1.10, up from prior guidance of $0.70–$1.00.

The filing does not specify the execution mechanism (open-market purchases under Rule 10b-18, accelerated share repurchase, or other method), nor does it disclose the average price paid per share. Based on the disclosed figures, the average repurchase price was approximately $26.00 per share. The company continues to balance capital allocation between buybacks and dividends; in the first half of 2026, Schneider returned $34.6 million in dividends to shareholders.

In January 2026, the Company announced the approval of a new $150.0 million share repurchase program. As of June 30, 2026, the Company had repurchased a total of 0.2 million Class B shares amounting to $5.2 million under the new program. — Schneider National, Inc. 8-K filing  ·  View on SEC EDGAR →

What this means

Schneider National's $150 million buyback authorization, with modest execution of $5.2 million in the first half of 2026, reflects measured capital deployment despite strong cash generation and earnings momentum. The company's weighted average diluted shares outstanding remained essentially flat year-over-year at 176.0 million shares in Q2 2026 versus 175.7 million in Q2 2025, indicating that buyback activity thus far has had minimal share-count impact. The authorization signals confidence in financial position and near-term earnings outlook, though the pace of execution is conservative relative to the program size and available cash. Combined with dividend increases and capital expenditure guidance of $350–$400 million, the buyback program reflects a disciplined capital allocation strategy balancing shareholder returns with operational investment.

Frequently asked questions

When was Schneider National's current buyback program authorized?
The Board of Directors approved the $150.0 million share repurchase program in January 2026. This is distinct from any prior programs. The filing does not disclose details of previous buyback authorizations or their status.
How much of the $150M authorization has been used so far?
As of June 30, 2026, Schneider had repurchased 0.2 million Class B shares for $5.2 million, leaving approximately $144.8 million of the authorization remaining. This represents roughly 3.5% of the authorized amount.
What was the average price paid for the repurchased shares?
The filing discloses total shares repurchased (0.2 million) and total amount spent ($5.2 million), but does not explicitly state the average price per share. Based on these figures, the implied average price was approximately $26.00 per share.
How does the buyback affect Schneider's share count and diluted EPS?
The buyback impact has been modest to date. Weighted average diluted shares outstanding were 176.0 million in Q2 2026 versus 175.7 million in Q2 2025, a decline of less than 0.2%. Share repurchases are one factor; equity grants to employees and other issuances can offset the reduction, keeping overall dilution low.
How is Schneider funding this buyback?
The filing does not specify the funding source. The company reported net cash from operating activities of $264.3 million in the first six months of 2026 and ended Q2 with $292.7 million in cash. Capital expenditures guidance was reduced to $350–$400 million for full-year 2026, suggesting ample cash generation to support buybacks alongside dividends and capex.
What execution mechanism is Schneider using for these repurchases?
The filing does not disclose whether repurchases are being executed under Rule 10b-18 open-market purchases, a 10b5-1 trading plan, an accelerated share repurchase (ASR), or another method. Only the aggregate results are reported in the earnings release.
authorization execution transportation-logistics mid-cap rule-10b-18 q2-2026
Source. This editorial summary is based on the SEC filing linked above. BuybackStocks aggregates and editorializes publicly available SEC EDGAR filings. Not investment advice. Past authorization announcements do not guarantee future repurchase activity or share price performance. See our full disclosures policy.