UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) August 13, 2004
YELLOW ROADWAY CORPORATION
(Exact name of registrant as specified in its charter)
| Delaware | 0-12255 | 48-0948788 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) | (IRS Employer Identification No.) |
| 10990 Roe Avenue, Overland Park, Kansas | 66211 | |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code (913) 696-6100
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
| (a) | Financial statements of businesses acquired. |
Not applicable
| (b) | Pro forma financial information. |
Not applicable
| (c) | Exhibits. |
99.1 Press Release dated August 13, 2004.
Item 9. Regulation FD Disclosure
On August 13, 2004, Yellow Roadway Corporation announced that Bill Zollars, Chairman, President and CEO of Yellow Roadway Corporation, adopted a stock trading plan in accordance with Rule 10b5-1 of the Securities Act of 1934. The public announcement was made by means of a press release, the text of which is set forth in Exhibit 99.1 hereto.
Information in this Current Report that is being furnished pursuant to Item 9 shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. The information furnished pursuant to Item 9 in this Current Report shall not be incorporated by reference into any registration statement pursuant to the Securities Act of 1933, as amended. The furnishing of the information in Item 9 of this Current Report is not intended to, and does not, constitute a representation that such furnishing is required by Regulation FD or that the information Item 9 of this Current Report contains is material investor information that is not otherwise publicly available.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| YELLOW ROADWAY CORPORATION | ||||
| (Registrant) | ||||
| Date: August 16, 2004 |
By: |
/s/ Stephen L. Bruffett | ||
| Stephen L. Bruffett | ||||
| Senior Vice President, | ||||
| Corporate Development | ||||
| and Investor Relations | ||||
Exhibit 99.1
Yellow Roadway Corporation
10990 Roe Avenue
Overland Park, KS 66211
Phone 913 696 6100 Fax 913 696 6116
NEWS RELEASE
August 13, 2004
Yellow Roadway CEO Establishes 10b5-1 Trading Plan
OVERLAND PARK, KAN. — Yellow Roadway Corporation (NASDAQ: YELL) today announced that Bill Zollars, Chairman, President and CEO of Yellow Roadway, has adopted a stock trading plan (“the plan”) in accordance with Rule 10b5-1 of the Securities Act of 1934. Mr. Zollars’ plan is a component of his overall tax and financial planning strategy that is designed to provide enhanced diversification and liquidity.
Rule 10b5-1 enables corporate officers and directors to establish stock trading plans for the orderly sale of predetermined amounts of securities. Such plans may be initiated only when the officers and directors are not in possession of material and non-public information. The rule allows individuals adopting such plans to sell shares over a specified amount of time, at specific prices in the future, even if subsequent material and non-public information becomes available to them.
Under the provisions of Mr. Zollars’ plan, up to 126,000 of the 397,417 stock options he currently holds may be exercised and sold. Mr. Zollars’ ownership of 103,220 shares of Yellow Roadway common stock is unaffected. Any transactions executed under the provisions of the plan, which is effective for nine months, will be reported through Form 4 filings with the Securities and Exchange Commission.
Yellow Roadway Corporation is one of the largest transportation service providers in the world. Through its subsidiaries including Yellow Transportation, Roadway Express, New Penn Motor Express, Reimer Express, Meridian IQ and Yellow Technologies, Yellow Roadway provides a wide range of asset and non-asset-based transportation services integrated by technology. The portfolio of brands provided through Yellow Roadway Corporation subsidiaries represents a comprehensive array of services for the shipment of industrial, commercial and retail goods domestically and internationally. Headquartered in Overland Park, Kansas, Yellow Roadway Corporation employs over 50,000 people.
| Analyst Contact: | Stephen Bruffett | |||
| Yellow Roadway Corporation | ||||
| 913.696.6108 | ||||
| steve.bruffett@yellowroadway.com | ||||
| Media Contact: | Suzanne Dawson | |||
| Linden Alschuler & Kaplan | ||||
| 212.329.1420 | ||||
| sdawson@lakpr.com | ||||