Document

The Company's net sales for the third quarter of 2025 were $381.6 million, reflecting a (17.8)% decrease compared to the same quarter of the previous year. The Company generated consolidated gross profit of $16 million, equivalent to 4.1% of sales. GAAP operating income amounted to $58 million as the company recognized a $81 million gain as a result of a settlement agreement related to the legal verdict. Non-GAAP adjusted operating loss was $23.6 million for the quarter. Third quarter GAAP diluted earnings per share was $0.97 or $(0.51) on a Non-GAAP adjusted basis.

“Our Truck Body business continued to face challenging market conditions through the third quarter, reflected in softness across medium-duty chassis production. Demand eased across most end markets as freight activity, construction, and industrial sectors slowed further,” explained Yeagy. “Based on early customer discussions and the latest forecasts, we remain cautiously optimistic that 2026 could mark the beginning of a gradual recovery, supported by pent-up replacement needs and improving freight conditions. As we close out the third quarter, we’ve stayed true to our values while making the prudent—but sometimes difficult—decisions needed to manage our cost base in this environment. Our balance sheet is working, and our liquidity provides the flexibility to navigate near-term headwinds while investing in long-term growth.”


	Wabash National Corporation
Three Months Ended September 30,	2025		2024
New Units Shipped
Trailers1	6,940		7,585
Truck bodies	3,065		3,630

	Transportation Solutions				Parts & Services
Three Months Ended September 30,	2025		2024		2025		2024
	(Unaudited, dollars in thousands)

Net sales	$	334,474	$	415,506	$	60,964	$	52,324
Gross profit	$	5,077	$	44,938	$	10,631	$	11,071
Gross profit margin	1.5%		10.8%		17.4%		21.2%
(Loss) income from operations	$	(13,116)	$	29,162	$	6,621	$	8,316
(Loss) income from operations margin	(3.9)%		7.0%		10.9%		15.9%

In addition to disclosing financial results calculated in accordance with United States generally accepted accounting principles (GAAP), the financial information included in this release contains non-GAAP financial measures including adjusted operating (loss) income, adjusted EBITDA, adjusted net (loss) income, adjusted diluted (loss) earnings per share, free cash flow, adjusted segment EBITDA, and adjusted segment EBITDA margin. These non-GAAP measures should not be considered a substitute for, or superior to, financial measures and results calculated in accordance with GAAP, including net income (loss), and reconciliations to GAAP financial statements should be carefully evaluated.

Adjusted operating (loss) income, a non-GAAP financial measure, excludes certain costs, expenses, other charges, gains or income that are included in the determination of operating income under U.S. GAAP, but that management would not consider important in evaluating the quality of the Company’s operating results as they are not indicative of the Company’s core operating results or may obscure trends useful in evaluating the Company’s continuing activities. Accordingly, the Company presents adjusted operating (loss) income excluding these special items to help investors evaluate our operating performance and trends in our business consistent with how management evaluates such performance and trends. Further, the Company presents adjusted operating (loss) income to provide investors with a better understanding of the Company’s view of our results as compared to prior periods. A reconciliation of adjusted operating (loss) income to operating income (loss), the most comparable GAAP financial measure, is included in the tables following this release.

Adjusted EBITDA includes noncontrolling interest & excludes loss from unconsolidated entity and is defined as earnings before interest, taxes, depreciation, amortization, stock-based compensation, the Missouri legal matter, impairment and other, net, and other non-operating income and expense. Management believes providing adjusted EBITDA is useful for investors to understand the Company’s performance and results of operations period to period with the exclusion of the items identified above. Management believes the presentation of adjusted EBITDA, when combined with the GAAP presentations of operating income (loss) and net income (loss), is beneficial to an investor’s understanding of the Company’s operating performance. A reconciliation of adjusted EBITDA to net income (loss), the most comparable GAAP financial measure, is included in the tables following this release.

Adjusted net (loss) income attributable to common stockholders and adjusted diluted (loss) earnings per share reflect an adjustment for the Missouri legal matter and the related tax effect of that adjustment. Management believes providing adjusted measures and excluding certain items facilitates comparisons to the Company’s prior year periods and, when combined with the GAAP presentation of net income (loss) and diluted net income (loss) per share, is beneficial to an investor’s understanding of the Company’s performance. A reconciliation of adjusted net (loss) income attributable to common stockholders and adjusted diluted (loss) earnings per share to net income (loss) attributable to common stockholders and diluted earnings (loss) per share, the most comparable GAAP financial measures, are included in the tables following this release.

Free cash flow is defined as net cash provided by operating activities minus cash payments for capital expenditures minus expenditures for revenue generating assets. Management believes providing free cash flow is useful for investors to understand the Company’s performance and results of cash generation period to period with the exclusion of the item identified above. Management believes the presentation of free cash flow, when combined with the GAAP presentations of cash provided by operating activities, is beneficial to an investor’s understanding of the Company’s operating performance. A reconciliation of free cash flow to cash provided by operating activities, the most comparable GAAP financial measure, is included in the tables following this release.

Adjusted segment EBITDA, a non-GAAP financial measure, includes noncontrolling interest & excludes loss from unconsolidated entity and is calculated by adding back segment depreciation and amortization expense to segment operating income, and excludes certain costs, expenses, other charges, gains or income that are included in the determination of operating income (loss) under GAAP, but that management would not consider important in evaluating the quality of the Company’s segment operating results as they are not indicative of each segment's core operating results or may obscure trends useful in evaluating the segment's continuing activities. Adjusted segment EBITDA Margin is calculated by dividing Adjusted segment EBITDA by segment total net sales. A reconciliation of adjusted segment EBITDA to (loss) income from operations, the most comparable GAAP financial measure, is included in the tables following this release.

Information reconciling any forward-looking adjusted operating (loss) income, adjusted EBITDA, adjusted net (loss) income, adjusted diluted (loss) earnings per share, free cash flow, adjusted segment EBITDA and adjusted segment EBITDA margin to GAAP financial measures is unavailable to us without unreasonable effort. We cannot provide reconciliations of the above noted forward looking non-GAAP measures to GAAP financial measures because certain items required for such reconciliations are outside of our control and/or cannot be reasonably predicted. Preparation of such reconciliations would require a forward-looking balance sheet, statement of income and statement of cash flows, prepared in accordance with GAAP, and such forward-looking financial statements are unavailable to us without unreasonable effort.

Wabash will discuss its results during its quarterly investor conference call on Thursday, October 30, 2025, beginning at 12:00 p.m. EDT. The call and an accompanying slide presentation will be accessible on the "Investors" section of the Company’s website at www.onewabash.com. The conference call will also be accessible by dialing (800) 715-9871, conference ID 9986205. A replay of the call will be available on the site shortly after the conclusion of the presentation.

Wabash (NYSE: WNC) is the visionary leader of connected solutions for the transportation, logistics and distribution industries that is Changing How the World Reaches You®. Headquartered in Lafayette, Indiana, the company enables customers to thrive by providing insight into tomorrow and delivering pragmatic solutions today to move everything from first to final mile. Wabash designs, manufactures, and services a diverse range of products, including: dry freight and refrigerated trailers, flatbed trailers, tank trailers, dry and refrigerated truck bodies, structural composite panels and products, trailer aerodynamic solutions, and specialty food grade processing equipment. Learn more at www.onewabash.com.

This press release contains certain forward-looking statements as defined by the Private Securities Litigation Reform Act of 1995. Forward-looking statements convey the Company’s current expectations or forecasts of future events. All statements contained in this press release other than statements of historical fact are forward-looking statements. These forward-looking statements include, among other things, all statements regarding the Company’s outlook for trailer and truck body shipments, backlog, expectations regarding demand levels for trailers, truck bodies, non-trailer equipment and our other diversified product offerings, pricing, profitability and earnings, cash flow and liquidity, opportunity to capture higher margin sales, new product innovations, our growth and diversification strategies, our expectations for improved financial performance during the course of the year and our expectations with regards to capital allocation. These and the Company’s other forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from those implied by the forward-looking statements. Without limitation, these risks and uncertainties include the risks related to highly cyclical nature of our business, uncertain economic conditions including the possibility that customer demand may not meet our expectations, our backlog may not reflect future sales of our products, increased competition, reliance on certain customers and corporate partnerships, risks of customer pick-up delays, shortages and costs of raw materials including the impact of tariffs or other international trade developments, risks in implementing and sustaining improvements in the Company’s manufacturing operations and cost containment, dependence on industry trends and timing, supplier constraints, labor costs and availability, customer acceptance of and reactions to pricing changes, costs of indebtedness, and our ability to execute on our long-term strategic plan. Readers should review and consider the various disclosures made by the Company in this press release and in the Company’s reports to its stockholders and periodic reports on Forms 10-K and 10-Q.


	September 30, 2025		December 31, 2024
Assets
Current assets:
Cash and cash equivalents	$	91,675	$	115,484
Accounts receivable, net	147,180		143,946
Inventories, net	219,505		258,825
Prepaid expenses and other	145,104		76,233
Total current assets	603,464		594,488
Property, plant, and equipment, net	321,619		339,247
Goodwill	196,645		188,441
Deferred income taxes	4,730		94,873
Intangible assets, net	66,077		74,445
Investment in unconsolidated entities	7,250		7,250
Other assets	150,029		112,785
Total assets	$	1,349,814	$	1,411,529
Liabilities and Stockholders’ Equity
Current liabilities:
Current portion of long-term debt	$	—	$	—

Accounts payable	182,815		146,738
Other accrued liabilities	264,409		161,671
Total current liabilities	447,224		308,409
Long-term debt	422,672		397,142


Other non-current liabilities	59,894		516,152
Total liabilities	929,790		1,221,703
Commitments and contingencies
Noncontrolling interest	1,299		996
Wabash National Corporation stockholders’ equity:
Common stock 200,000,000 shares authorized, $0.01 par value, 40,516,637 and 42,882,308 shares outstanding, respectively	787		781
Additional paid-in capital	698,116		689,216
Retained earnings	356,964		105,633
Accumulated other comprehensive loss	(465)		(3,229)
Treasury stock at cost, 38,178,768 and 35,253,489 common shares, respectively	(636,677)		(603,571)
Total Wabash National Corporation stockholders' equity	418,725		188,830
Total liabilities, noncontrolling interest, and equity	$	1,349,814	$	1,411,529


	Three Months Ended September 30,				Nine Months Ended September 30,
	2025		2024		2025		2024
Net sales	$	381,595	$	464,040	$	1,221,301	$	1,529,926
Cost of sales	365,887		408,031		1,145,190		1,307,813
Gross profit	15,708		56,009		76,111		222,113
General and administrative expenses	(50,520)		479,051		(318,196)		549,693
Selling expenses	5,590		7,125		18,308		22,103
Amortization of intangible assets	2,789		2,912		8,367		9,061

Impairment and other, net	203		(51)		186		946
Income (loss) from operations	57,646		(433,028)		367,446		(359,690)
Other income (expense):
Interest expense	(5,373)		(4,958)		(15,707)		(14,894)
Other, net	1,240		1,384		2,821		4,565
Other expense, net	(4,133)		(3,574)		(12,886)		(10,329)
Loss from unconsolidated entity	(1,845)		(1,677)		(5,890)		(4,578)
Income (loss) before income tax expense	51,668		(438,279)		348,670		(374,597)
Income tax expense (benefit)	11,629		(108,406)		87,038		(92,215)
Net income (loss)	40,039		(329,873)		261,632		(282,382)
Net income attributable to noncontrolling interest	62		293		303		659
Net income (loss) attributable to common stockholders	$	39,977	$	(330,166)	$	261,329	$	(283,041)

Net income (loss) attributable to common stockholders per share:
Basic	$	0.98	$	(7.53)	$	6.25	$	(6.33)
Diluted	$	0.97	$	(7.53)	$	6.22	$	(6.33)
Weighted average common shares outstanding (in thousands):
Basic	40,928		43,832		41,795		44,700
Diluted	41,170		43,832		42,014		44,700
Dividends declared per share	$	0.08	$	0.08	$	0.24	$	0.24


	Nine Months Ended September 30,
	2025		2024
Cash flows from operating activities
Net income (loss)	$	261,632	$	(282,382)
Adjustments to reconcile net income (loss) to net cash provided by operating activities
Depreciation	35,345		31,333
Amortization of intangibles	8,367		9,061
Net loss (gain) on sale of property, plant and equipment	100		(32)

Deferred income taxes	90,142		(115,065)
Stock-based compensation	8,895		9,915
Non-cash interest expense	749		719
Equity in loss from unconsolidated entity	5,890		4,578
Impairment	—		994

Accounts receivable	(3,234)		(55,667)
Inventories	39,320		7,036
Prepaid expenses and other	(54,185)		(2,652)
Accounts payable and accrued liabilities	128,216		(23,990)
Other, net	(452,137)		452,540
Net cash provided by operating activities	69,100		36,388
Cash flows from investing activities
Cash payments for capital expenditures	(20,207)		(50,843)
Expenditures for revenue generating assets	(40,189)		(1,435)
Proceeds from the sale of assets	138		2,844
Acquisition, net of cash acquired	(1,666)		—
Notes receivable issued to unconsolidated entity	(12,350)		(10,200)
Net cash used in investing activities	(74,274)		(59,634)
Cash flows from financing activities
Proceeds from exercise of stock options	11		7
Dividends paid	(10,539)		(11,309)

Borrowings under revolving credit facilities	41,751		688
Payments under revolving credit facilities	(16,751)		(688)




Debt issuance costs paid	(1)		(5)

Stock repurchases	(33,106)		(62,273)
Distribution to noncontrolling interest	—		(603)
Net cash used in financing activities	(18,635)		(74,183)
Cash and cash equivalents:
Net decrease in cash and cash equivalents	(23,809)		(97,429)
Cash and cash equivalents at beginning of period	115,484		179,271
Cash and cash equivalents at end of period	$	91,675	$	81,842
Supplemental disclosures of cash flow information:
Cash paid for interest	$	10,453	$	9,593
Net cash (refunds) payments for income taxes	$	(307)	$	35,461
Period end balance of payables for property, plant, and equipment	$	2,916	$	16,072


	Wabash National Corporation
Three Months Ended September 30,	2025		2024
Units Shipped
New trailers1	6,940		7,585
New truck bodies	3,065		3,630
Used trailers	20		10

Three Months Ended September 30,	Transportation Solutions		Parts & Services		Corporate and Eliminations		Consolidated
2025



New trailers	$	259,038	$	—	$	(13,473)	$	245,565
Used trailers	—		929		—		929
Components, parts and service	—		32,584		—		32,584
Equipment and other	75,436		27,451		(370)		102,517
Total net external sales	$	334,474	$	60,964	$	(13,843)	$	381,595
Gross profit	$	5,077	$	10,631	$	—	$	15,708
(Loss) income from operations	$	(13,116)	$	6,621	$	64,141	$	57,646
Adjusted (loss) income from operations2	$	(13,116)	$	6,621	$	(17,066)	$	(23,561)

2024



New trailers	$	308,577	$	—	$	(1,661)	$	306,916
Used trailers	71		396		(71)		396
Components, parts and service	—		31,539		—		31,539
Equipment and other	106,858		20,389		(2,058)		125,189
Total net external sales	$	415,506	$	52,324	$	(3,790)	$	464,040
Gross profit	$	44,938	$	11,071	$	—	$	56,009
Income (loss) from operations	$	29,162	$	8,316	$	(470,506)	$	(433,028)
Adjusted income (loss) from operations2	$	29,162	$	8,316	$	(20,506)	$	16,972

2 Adjusted operating (loss) income, a non-GAAP financial measure, excludes certain costs, expenses, other charges, gains or income that are included in the determination of operating (loss) income under U.S. GAAP, but that management would not consider important in evaluating the quality of the Company’s operating results as they are not indicative of the Company’s core operating results or may obscure trends useful in evaluating the Company’s continuing activities. Accordingly, the Company presents adjusted operating (loss) income excluding these special items to help investors evaluate our operating performance and trends in our business consistent with how management evaluates such performance and trends. Further, the Company presents adjusted operating (loss) income to provide investors with a better understanding of the Company’s view of our results as compared to prior periods.


	Wabash National Corporation
Nine Months Ended September 30,	2025		2024
Units Shipped
New trailers1	21,869		25,330
New truck bodies	9,257		11,245
Used trailers	85		45

Nine Months Ended September 30,	Transportation Solutions		Parts & Service		Corporate and Eliminations		Consolidated
2025



New trailers	$	823,014	$	—	$	(31,914)	$	791,100
Used trailers	—		3,549		—		3,549
Components, parts and service	—		96,841		—		96,841
Equipment and other	258,477		72,273		(939)		329,811
Total net external sales	$	1,081,491	$	172,663	$	(32,853)	$	1,221,301
Gross profit	$	42,091	$	34,020	$	—	$	76,111
(Loss) income from operations	$	(10,396)	$	22,591	$	355,251	$	367,446
Adjusted (loss) income from operations2	$	(10,396)	$	22,591	$	(63,343)	$	(51,148)

2024



New trailers	$	1,057,880	$	—	$	(3,162)	$	1,054,718
Used trailers	71		2,884		(71)		2,884
Components, parts and service	—		101,622		—		101,622
Equipment and other	326,688		51,953		(7,939)		370,702
Total net external sales	$	1,384,639	$	156,459	$	(11,172)	$	1,529,926
Gross profit	$	182,738	$	39,375	$	—	$	222,113
Income (loss) from operations	$	130,335	$	30,923	$	(520,948)	$	(359,690)
Adjusted income (loss) from operations2	$	130,335	$	30,923	$	(70,948)	$	90,310


Adjusted Operating (Loss) Income1	Three Months Ended September 30,				Nine Months Ended September 30,
	2025		2024		2025		2024
Transportation Solutions
(Loss) Income from operations	$	(13,116)	$	29,162	$	(10,396)	$	130,335
Adjustments:

N/A	—		—		—		—
Adjusted operating (loss) income	(13,116)		29,162		(10,396)		130,335

Parts & Services
Income from operations	6,621		8,316		22,591		30,923
Adjustments:
N/A	—		—		—		—

Adjusted operating income	6,621		8,316		22,591		30,923








Corporate
Income (loss) from operations	64,141		(470,506)		355,251		(520,948)
Adjustments:
Missouri legal matter	(81,207)		450,000		(418,594)		450,000


Adjusted operating loss	(17,066)		(20,506)		(63,343)		(70,948)

Consolidated
Income (loss) from operations	57,646		(433,028)		367,446		(359,690)
Adjustments:
Missouri legal matter	(81,207)		450,000		(418,594)		450,000



Adjusted operating (loss) income	$	(23,561)	$	16,972	$	(51,148)	$	90,310

1 Adjusted operating (loss) income, a non-GAAP financial measure, excludes certain costs, expenses, other charges, gains or income that are included in the determination of operating income under U.S. GAAP, but that management would not consider important in evaluating the quality of the Company’s operating results as they are not indicative of the Company’s core operating results or may obscure trends useful in evaluating the Company’s continuing activities. Accordingly, the Company presents adjusted operating (loss) income excluding these special items to help investors evaluate our operating performance and trends in our business consistent with how management evaluates such performance and trends. Further, the Company presents adjusted operating (loss) income to provide investors with a better understanding of the Company’s view of our results as compared to prior periods.


Adjusted EBITDA1:	Three Months Ended September 30,				Nine Months Ended September 30,
	2025		2024		2025		2024
Net income (loss)	$	40,039	$	(329,873)	$	261,632	$	(282,382)
Income tax expense (benefit)	11,629		(108,406)		87,038		(92,215)
Interest expense	5,373		4,958		15,707		14,894
Depreciation and amortization	14,610		13,930		43,712		40,394
Stock-based compensation	3,272		3,297		8,895		9,915
Missouri legal matter	(81,207)		450,000		(418,594)		450,000
Impairment and other, net	203		(51)		186		946
Other, net	(1,240)		(1,384)		(2,821)		(4,565)
Loss from unconsolidated entity	1,845		1,677		5,890		4,578
Adjusted EBITDA	$	(5,476)	$	34,148	$	1,645	$	141,565


Adjusted Net (Loss) Income Attributable to Common Stockholders2:	Three Months Ended September 30,				Nine Months Ended September 30,
	2025		2024		2025		2024
Net income (loss) attributable to common stockholders	$	39,977	$	(330,166)	$	261,329	$	(283,041)
Adjustments:
Missouri legal matter	(81,207)		450,000		(418,594)		450,000




Tax effect of aforementioned items	20,015		(111,213)		105,105		(111,213)

Adjusted net (loss) income attributable to common stockholders	$	(21,215)	$	8,621	$	(52,160)	$	55,746


Adjusted Diluted (Loss) Earnings2:	Three Months Ended September 30,				Nine Months Ended September 30,
	2025		2024		2025		2024
Diluted earnings (loss) per share	$	0.97	$	(7.53)	$	6.22	$	(6.33)
Adjustments:
Missouri legal matter	(1.97)		10.26		(9.96)		10.06




Tax effect of aforementioned items	0.49		(2.54)		2.50		(2.50)

Adjusted diluted (loss) earnings per share	$	(0.51)	$	0.19	$	(1.24)	$	1.23

Weighted average diluted shares outstanding (in thousands)3	41,170		44,287		42,014		45,242

1 Adjusted EBITDA includes noncontrolling interest & excludes loss from unconsolidated entity and is defined as earnings before interest, taxes, depreciation, amortization, stock-based compensation, the Missouri legal matter, impairment and other, net, and other non-operating income and expense. Management believes providing adjusted EBITDA is useful for investors to understand the Company’s performance and results of operations period to period with the exclusion of the items identified above. Management believes the presentation of adjusted EBITDA, when combined with the GAAP presentations of operating income (loss) and net income (loss), is beneficial to an investor’s understanding of the Company’s operating performance.

1 Free cash flow is defined as net cash provided by operating activities minus cash payments for capital expenditures minus expenditures for revenue generating assets. Management believes providing free cash flow is useful for investors to understand the Company’s performance and results of cash generation period to period with the exclusion of the item identified above. Management believes the presentation of free cash flow, when combined with the GAAP presentations of cash provided by operating activities, is beneficial to an investor’s understanding of the Company’s operating performance.


	Transportation Solutions						Parts & Services
Three Months Ended September 30,	2025			2024			2025			2024
(Loss) income from operations	$	(13,116)		$	29,162		$	6,621		$	8,316
Depreciation and amortization	12,299			12,285			1,132			551
Impairment and other, net	219			(51)			(15)			—



Adjusted segment EBITDA1	$	(598)		$	41,396		$	7,738		$	8,867

Adjusted segment EBITDA margin1	(0.2)		%	10.0		%	12.7		%	16.9		%

	Transportation Solutions						Parts & Services
Nine Months Ended September 30,	2025			2024			2025			2024
(Loss) income from operations	$	(10,396)		$	130,335		$	22,591		$	30,923
Depreciation and amortization	36,689			35,696			3,561			1,626
Impairment and other, net	212			(41)			(26)			(13)



Adjusted segment EBITDA1	$	26,505		$	165,990		$	26,126		$	32,536

Adjusted segment EBITDA margin1	2.5		%	12.0		%	15.1		%	20.8		%

1 Adjusted segment EBITDA, a non-GAAP financial measure, includes noncontrolling interest & excludes loss from unconsolidated entity and is calculated by adding back segment depreciation and amortization expense to segment operating (loss) income, and excludes certain costs, expenses, other charges, gains or income that are included in the determination of operating (loss) income under GAAP, but that management would not consider important in evaluating the quality of the Company’s segment operating results as they are not indicative of each segment's core operating results or may obscure trends useful in evaluating the segment's continuing activities. Adjusted segment EBITDA margin is calculated by dividing Adjusted segment EBITDA by segment total net sales.