v3.26.1
Fair Value Measurement - Recurring and Nonrecurring Measurements (Details) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended 12 Months Ended
Jun. 30, 2026
Jun. 30, 2025
Jun. 30, 2026
Jun. 30, 2025
Dec. 31, 2025
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]          
Business Combination, Contingent Consideration, Liability [1] $ 900   $ 900   $ 5,203
Unobservable Measurement Input, Uncertainty, Description     The Company measures contingent consideration liabilities at fair value each reporting period using significant unobservable inputs classified within Level 3 of the fair value hierarchy. The Company uses a probability weighted value analysis as a valuation technique to convert future estimated cash flows to a single present value amount. The significant unobservable inputs used in the fair value measurements are forecasted operating income and net income over the earnout period, and the probability outcome percentages assigned to each scenario. Significant increases or decreases to either of these inputs would result in a significantly higher or lower liability with a higher liability capped by the contractual maximum of the contingent consideration liabilities. Ultimately, the liability will be equivalent to the amount settled, and the difference between the fair value estimate and amount settled will be recorded in earnings for business combinations.    
Asset, Impairment Loss 0 $ (10,584) $ (882) $ (10,612)  
Goodwill 3,934,741   3,934,741   3,934,741
Gain (Loss) on Disposition of Property Plant Equipment     32,172 33,784  
Equipment [Member]          
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]          
Gain (Loss) on Disposition of Property Plant Equipment 23,400 11,700 30,500 27,300  
Land and Building          
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]          
Gain (Loss) on Disposition of Property Plant Equipment 800 $ 6,500 1,700 $ 6,500  
U.S. Xpress | Class A          
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]          
Business Combination, Contingent Consideration, Liability [1] 159,400   159,400   132,287
Fair Value, Recurring [Member]          
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]          
Assets, Fair Value Disclosure 0   0   0
Business Combination, Contingent Consideration, Liability [2] 900   900   5,203
Total pension plan assets 1,280   1,280   33,984
Fair Value, Recurring [Member] | U.S. Xpress | Class A          
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]          
Business Combination, Contingent Consideration, Liability [2] 159,400   159,400   132,287 [3]
Fair Value, Recurring [Member] | Fixed income funds          
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]          
Total pension plan assets         33,236
Fair Value, Recurring [Member] | Cash and cash equivalents          
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]          
Total pension plan assets 1,280   1,280   748
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 1 [Member]          
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]          
Business Combination, Contingent Consideration, Liability [2] 0   0   0
Total pension plan assets 1,280   1,280   33,984
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 1 [Member] | U.S. Xpress | Class A          
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]          
Business Combination, Contingent Consideration, Liability [2] 0   0   0 [3]
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 1 [Member] | Fixed income funds          
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]          
Total pension plan assets         33,236
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 1 [Member] | Cash and cash equivalents          
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]          
Total pension plan assets 1,280   1,280   748
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 2 [Member]          
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]          
Business Combination, Contingent Consideration, Liability [2] 0   0   0
Total pension plan assets 0   0   0
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | U.S. Xpress | Class A          
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]          
Business Combination, Contingent Consideration, Liability [2] 0   0   0 [3]
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | Fixed income funds          
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]          
Total pension plan assets         0
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | Cash and cash equivalents          
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]          
Total pension plan assets 0   0   0
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 3 [Member]          
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]          
Business Combination, Contingent Consideration, Liability [2] 900   900   5,203
Total pension plan assets 0   0   0
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | U.S. Xpress | Class A          
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]          
Business Combination, Contingent Consideration, Liability [2] 159,400   159,400   132,287 [3]
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | Fixed income funds          
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]          
Total pension plan assets         0
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | Cash and cash equivalents          
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]          
Total pension plan assets 0   0   0
Fair Value, Nonrecurring [Member]          
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]          
Business Combination, Recognized Asset Acquired, Identifiable Intangible Asset, Indefinite-Lived 0 [4]   0 [4]   0 [5]
Intangible Asset, Excluding Goodwill, Impairment Loss     $ (852) [4]   $ (44,426) [5]
Intangible Asset, Excluding Goodwill, Impairment Loss, Statement of Income or Comprehensive Income [Extensible Enumeration]     Asset, Impairment Loss [4]   Asset, Impairment Loss [5]
Goodwill [6]         $ 0
Goodwill, Impairment Loss [6]         (27,401)
Financial and Nonfinancial Liabilities, Fair Value Disclosure 0   $ 0   0
Fair Value, Nonrecurring [Member] | Leasehold Improvements          
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]          
Finite-Lived Intangible Assets, Fair Value Disclosure [7]         0
Impairment of Leasehold [7]         (15,444)
Fair Value, Nonrecurring [Member] | Equipment [Member]          
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]          
Property, Plant, and Equipment, Fair Value Disclosure 0 [8]   0 [8]   0 [9]
Asset, Impairment Loss     (30) [8]   (436) [9]
Fair Value, Nonrecurring [Member] | Building and Building Improvements          
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]          
Property, Plant, and Equipment, Fair Value Disclosure [10]         0
Asset, Impairment Loss [10]         (8,147)
Fair Value, Nonrecurring [Member] | Software, In-Development, Internally Developed, and Purchased          
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]          
Property, Plant, and Equipment, Fair Value Disclosure [11]         0
Total Losses, nonrecurring assets [11]         (2,454)
Fair Value, Nonrecurring [Member] | Fair Value, Inputs, Level 1 [Member]          
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]          
Business Combination, Recognized Asset Acquired, Identifiable Intangible Asset, Indefinite-Lived 0 [4]   0 [4]   0 [5]
Goodwill [6]         0
Fair Value, Nonrecurring [Member] | Fair Value, Inputs, Level 1 [Member] | Leasehold Improvements          
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]          
Finite-Lived Intangible Assets, Fair Value Disclosure [7]         0
Fair Value, Nonrecurring [Member] | Fair Value, Inputs, Level 1 [Member] | Equipment [Member]          
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]          
Property, Plant, and Equipment, Fair Value Disclosure 0 [8]   0 [8]   0 [9]
Fair Value, Nonrecurring [Member] | Fair Value, Inputs, Level 1 [Member] | Building and Building Improvements          
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]          
Property, Plant, and Equipment, Fair Value Disclosure [10]         0
Fair Value, Nonrecurring [Member] | Fair Value, Inputs, Level 1 [Member] | Software, In-Development, Internally Developed, and Purchased          
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]          
Property, Plant, and Equipment, Fair Value Disclosure [11]         0
Fair Value, Nonrecurring [Member] | Fair Value, Inputs, Level 2 [Member]          
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]          
Business Combination, Recognized Asset Acquired, Identifiable Intangible Asset, Indefinite-Lived 0 [4]   0 [4]   0 [5]
Goodwill [6]         0
Fair Value, Nonrecurring [Member] | Fair Value, Inputs, Level 2 [Member] | Leasehold Improvements          
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]          
Finite-Lived Intangible Assets, Fair Value Disclosure [7]         0
Fair Value, Nonrecurring [Member] | Fair Value, Inputs, Level 2 [Member] | Equipment [Member]          
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]          
Property, Plant, and Equipment, Fair Value Disclosure 0 [8]   0 [8]   0 [9]
Fair Value, Nonrecurring [Member] | Fair Value, Inputs, Level 2 [Member] | Building and Building Improvements          
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]          
Property, Plant, and Equipment, Fair Value Disclosure [10]         0
Fair Value, Nonrecurring [Member] | Fair Value, Inputs, Level 2 [Member] | Software, In-Development, Internally Developed, and Purchased          
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]          
Property, Plant, and Equipment, Fair Value Disclosure [11]         0
Fair Value, Nonrecurring [Member] | Fair Value, Inputs, Level 3 [Member]          
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]          
Business Combination, Recognized Asset Acquired, Identifiable Intangible Asset, Indefinite-Lived 0 [4]   0 [4]   0 [5]
Goodwill [6]         0
Fair Value, Nonrecurring [Member] | Fair Value, Inputs, Level 3 [Member] | Leasehold Improvements          
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]          
Finite-Lived Intangible Assets, Fair Value Disclosure [7]         0
Fair Value, Nonrecurring [Member] | Fair Value, Inputs, Level 3 [Member] | Equipment [Member]          
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]          
Property, Plant, and Equipment, Fair Value Disclosure $ 0 [8]   $ 0 [8]   0 [9]
Fair Value, Nonrecurring [Member] | Fair Value, Inputs, Level 3 [Member] | Building and Building Improvements          
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]          
Property, Plant, and Equipment, Fair Value Disclosure [10]         0
Fair Value, Nonrecurring [Member] | Fair Value, Inputs, Level 3 [Member] | Software, In-Development, Internally Developed, and Purchased          
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]          
Property, Plant, and Equipment, Fair Value Disclosure [11]         $ 0
[1] The contingent consideration is primarily related to the U.S. Xpress Acquisition.
[2] The Company measures contingent consideration liabilities at fair value each reporting period using significant unobservable inputs classified within Level 3 of the fair value hierarchy. The Company uses a probability weighted value analysis as a valuation technique to convert future estimated cash flows to a single present value amount. The significant unobservable inputs used in the fair value measurements are forecasted operating income and net income over the earnout period, and the probability outcome percentages assigned to each scenario. Significant increases or decreases to either of these inputs would result in a significantly higher or lower liability with a higher liability capped by the contractual maximum of the contingent consideration liabilities. Ultimately, the liability will be equivalent to the amount settled, and the difference between the fair value estimate and amount settled will be recorded in earnings for business combinations.
The following is a rollforward for the summary of changes in the fair value of the Company's contingent consideration liabilities, which are measured at fair value on a recurring basis utilizing Level 3 assumptions:
20262025
Beginning balance$137,490 $137,490 
Change in fair value of contingent consideration (a)
22,810 — 
Ending balance$160,300 $137,490 
(a)The fair values of the mandatorily redeemable contingent consideration and other contingent consideration related to the U.S. Xpress Acquisition are based on Monte Carlo simulations that measure the present value of the expected future payments to be made in accordance with the provisions outlined in the purchase agreement, which is a Level 3 fair value measurement. In determining fair value, the Company estimates the future performance using financial projections developed by management about operating income and net income and the volatility associated with operating income and net income. The Company completes this valuation every six months with the next valuation being completed on December 31, 2026.
As of June 30, 2026, the Company used volatility rates of 35.0% and 48.0% for operating income and net income, respectively. The Company estimates future payments using the earnout formula and performance targets specified in the purchase agreement and these financial projections. These payments are discounted to present value using a risk-adjusted rate that takes into consideration market-based rates of return that reflect the ability of U.S. Xpress to achieve the targets. As of June 30, 2026, the Company used a risk-adjusted discount rate of 5.9%. Changes in financial projections or the risk-adjusted discount rate, would result in a change in the fair value of contingent consideration. The $22.8 million change in fair value of contingent consideration is included in "Other (expense) income, net" in the condensed consolidated statements of comprehensive income for the quarter and year-to-date periods ended June 30, 2026.
Based on the Company’s ongoing assessment of the fair value of the contingent consideration, no adjustment was recorded to the estimated fair value of such liabilities during 2025.
[3] As of December 31, 2024, the call option has expired and the mandatorily redeemable contingent consideration is now in the put option period.
[4] Reflects non-cash impairments related to intangible assets (within the All Other segments).
[5] Reflects non-cash impairment of tradenames associated with the decision to rebrand the MME and DHE brands of our LTL businesses under the AAA Cooper brand (within the LTL segment), and intangible assets associated with Abilene as a result of the decision to cease its operations and combine it into the Swift business (within the Truckload segment).
[6] Reflects the non-cash impairment of goodwill associated with Abilene as discussed above (within the Truckload segment).
[7] Reflects non-cash impairments related to certain real property leases (within the Truckload segment).
[8] Reflects the non-cash impairment of revenue equipment (within the Truckload segment).
[9] Reflects the non-cash impairment of revenue equipment (within the Truckload segment and the All Other Segments).
[10] Reflects non-cash impairments related to certain real property (within the Truckload segment).
[11] Reflects non-cash impairment of discontinued software projects (within the Intermodal Segment).