EX-99.3


TFI International Inc.	CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL POSITION

(UNAUDITED)


(in thousands of U.S. dollars)		As at			As at
	Note	March 31, 2026			December 31, 2025
Assets
Cash and cash equivalents			185,814			210,186
Trade and other receivables			986,889			881,432
Inventoried supplies			20,118			19,529
Current taxes recoverable			21,689			26,074
Prepaid expenses			65,262			60,035
Assets held for sale			10,430			11,906
Current assets			1,290,202			1,209,162

Property and equipment	7		2,710,535			2,779,326
Right-of-use assets	8		565,162			590,216
Intangible assets	9		2,858,291			2,864,436
Investments	10		19,802			24,954
Other assets			31,626			30,729
Deferred tax assets			9,259			10,412
Non-current assets			6,194,675			6,300,073
Total assets			7,484,877			7,509,235

Liabilities
Bank indebtedness			16,174			8,256
Trade and other payables			717,165			667,246
Current taxes payable			2,093			7,609
Provisions	14		90,681			86,864
Other financial liabilities			10,316			12,713
Long-term debt	11		201,536			222,498
Lease liabilities	12		163,857			165,291
Current liabilities			1,201,822			1,170,477

Long-term debt	11		2,347,913			2,355,477
Lease liabilities	12		451,238			472,473
Employee benefits	13		45,080			46,405
Provisions	14		148,052			142,159
Other financial liabilities			100,311			97,866
Deferred tax liabilities			530,307			546,751
Non-current liabilities			3,622,901			3,661,131
Total liabilities			4,824,723			4,831,608

Equity
Share capital	15		1,131,802			1,125,109
Contributed surplus	15, 17		24,270			32,331
Accumulated other comprehensive loss			(273,880	)		(257,796	)
Retained earnings			1,777,962			1,777,983
Total equity			2,660,154			2,677,627

Contingencies, letters of credit and other commitments	21
Total liabilities and equity			7,484,877			7,509,235

The notes on pages 6 to 20 are an integral part of these condensed consolidated interim financial statements.


TFI International Inc.	CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(UNAUDITED)


(In thousands of U.S. dollars, except per share amounts)		Three months			Three months
		ended			ended
	Note	March 31, 2026			March 31, 2025

Revenue			1,702,626			1,714,493
Fuel surcharge			246,477			249,894
Total revenue			1,949,103			1,964,387

Materials and services expenses	18		985,402			989,000
Personnel expenses			612,733			607,445
Other operating expenses			113,844			112,310
Depreciation of property and equipment	7		83,175			87,891
Depreciation of right-of-use assets	8		45,037			41,927
Amortization of intangible assets	9		22,676			21,475
Gain on sale of rolling stock and equipment			(4,050	)		(3,257	)
Gain on derecognition of right-of-use assets			(266	)		(73	)
Gain, net of impairment, on sale of assets
held for sale			(6,041	)		(6,974	)
Total operating expenses			1,852,510			1,849,744

Operating income			96,593			114,643

Finance (income) costs
Finance income	19		(502	)		(228	)
Finance costs	19		44,666			40,537
Net finance costs			44,164			40,309

Income before income tax			52,429			74,334
Income tax expense	20		9,121			18,302

Net income			43,308			56,032

Earnings per share
Basic earnings per share	16		0.53			0.67
Diluted earnings per share	16		0.53			0.66

The notes on pages 6 to 20 are an integral part of these condensed consolidated interim financial statements.


TFI International Inc.	CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(UNAUDITED)


(In thousands of U.S. dollars)	Three months			Three months
	ended			ended
	March 31, 2026			March 31, 2025
Net income		43,308			56,032

Other comprehensive (loss) income
Items that may be reclassified to income or loss in future periods:
Foreign currency translation differences		9,945			(838	)
Net investment hedge, net of tax		(26,122	)		11,021
Items directly reclassified to retained earnings:
Unrealized gain (loss) on investments in equity securities
measured at fair value through OCI, net of tax		500			(2,610	)
Other comprehensive (loss) income, net of tax		(15,677	)		7,573

Total comprehensive income		27,631			63,605

The notes on pages 6 to 20 are an integral part of these condensed consolidated interim financial statements.


TFI International Inc.	CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
	PERIODS ended March 31, 2026 and 2025 (UNAUDITED)


(In thousands of U.S. dollars)								Accumulated			Accumulated
								foreign			unrealized						Total
								currency			gain (loss)						equity
								translation			on invest-						attributable
								differences			ments in						to owners
		Share			Contributed			& net invest-			equity			Retained			of the
	Note	capital			surplus			ment hedge			securities			earnings			Company

Balance as at December 31, 2025			1,125,109			32,331			(254,155	)		(3,641	)		1,777,983			2,677,627

Net income			-			-			-			-			43,308			43,308
Other comprehensive (loss) income, net of tax			-			-			(16,177	)		500			-			(15,677	)
Realized (loss) gain on equity securities, net of tax			-			-			-			(407	)		407			-
Total comprehensive (loss) income			-			-			(16,177	)		93			43,715			27,631

Share-based payment transactions, net of tax	17		-			4,468			-			-			-			4,468
Stock options exercised, net of tax	15, 17		1,278			(245	)		-			-			-			1,033
Dividends to owners of the Company	15		-			-			-			-			(38,627	)		(38,627	)
Net settlement of restricted share units
and performance share units, net of tax	15, 17		5,415			(12,284	)		-			-			(5,109	)		(11,978	)
Total transactions with owners, recorded directly in equity			6,693			(8,061	)		-			-			(43,736	)		(45,104	)

Balance as at March 31, 2026			1,131,802			24,270			(270,332	)		(3,548	)		1,777,962			2,660,154

Balance as at December 31, 2024			1,135,500			30,971			(330,710	)		(1,193	)		1,838,707			2,673,275

Net income			-			-			-			-			56,032			56,032
Other comprehensive loss, net of tax			-			-			10,183			(2,610	)		-			7,573
Total comprehensive income (loss)			-			-			10,183			(2,610	)		56,032			63,605

Share-based payment transactions, net of tax	17		-			2,789			-			-			-			2,789
Stock options exercised, net of tax	15, 17		2,888			(458	)		-			-			-			2,430
Dividends to owners of the Company	15		-			-			-			-			(37,505	)		(37,505	)
Repurchase of own shares	15		(5,593	)		-			-			-			(50,579	)		(56,172	)
Net settlement of restricted share units
and performance share units, net of tax	15, 17		9,330			(12,030	)		-			-			(14,462	)		(17,162	)
Total transactions with owners, recorded directly in equity			6,625			(9,699	)		-			-			(102,546	)		(105,620	)

Balance as at March 31, 2025			1,142,125			21,272			(320,527	)		(3,803	)		1,792,193			2,631,260

The notes on pages 6 to 20 are an integral part of these condensed consolidated interim financial statements.


TFI International Inc.	CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
	(UNDAUDITED)


(In thousands of U.S. dollars)			Three months			Three months
			ended			ended
	Note		March 31, 2026			March 31, 2025

Cash flows from operating activities
Net income				43,308			56,032
Adjustments for:
Depreciation of property and equipment		7		83,175			87,891
Depreciation of right-of-use assets		8		45,037			41,927
Amortization of intangible assets		9		22,676			21,475
Share-based payment transactions		17		4,285			3,145
Net finance costs		19		44,164			40,309
Income tax expense		20		9,121			18,302
Gain on sale of property and equipment				(4,050	)		(3,257	)
Gain on derecognition of right-of-use assets				(266	)		(73	)
Gain, net of impairment, on sale of assets held for sale				(6,041	)		(6,974	)
Employee benefits				4,101			(3,394	)
Provisions, net of payments				4,579			27
Net change in non-cash operating working capital		6		(59,442	)		2,066
Interest paid				(41,567	)		(39,101	)
Income tax paid				(27,564	)		(24,817	)
Net cash from operating activities				121,516			193,558

Cash flows used in investing activities
Purchases of property and equipment		7		(26,112	)		(34,511	)
Proceeds from sale of property and equipment				16,021			15,787
Proceeds from sale of assets held for sale				12,256			16,894
Purchases of intangible assets		9		(1,152	)		(6,199	)
Business combinations, net of cash acquired		5		(53,003	)		2,247
Purchases of investments				-			(4,755	)
Proceeds from sale of investments				5,450			-
Others				(972	)		861
Net cash used in investing activities				(47,512	)		(9,676	)

Cash flows used in financing activities
Net increase (decrease) in bank indebtedness				7,918			(6,777	)
Repayment of long-term debt		11		(36,729	)		(48,592	)
Net increase in revolving facilities		11		20,695			43,230
Repayment of lease liabilities		12		(41,830	)		(40,870	)
Decrease of other financial liabilities				(2,552	)		(5,646	)
Dividends paid				(37,980	)		(38,190	)
Repurchase of own shares		15		-			(56,172	)
Proceeds from exercise of stock options		15		1,033			2,430
Share repurchase for settlement of restricted share
units and performance share units				(11,978	)		(16,774	)
Net cash used in financing activities				(101,423	)		(167,361	)

Net change in cash and cash equivalents				(27,419	)		16,521
Cash and cash equivalents, beginning of period				210,186			-
Effect of movements in exchange rates on
cash and cash equivalents				3,047			(88	)
Cash and cash equivalents, end of period				185,814			16,433

The notes on pages 6 to 20 are an integral part of these condensed consolidated interim financial statements.

Reporting entity

TFI International Inc. (the “Company”) is incorporated under the Canada Business Corporations Act, and is a company domiciled in Canada. The address of the Company’s registered office is 8801 Trans-Canada Highway, Suite 500, Montreal, Quebec, H4S 1Z6.

The condensed consolidated interim financial statements of the Company as at and for the three months ended March 31, 2026 and 2025 comprise the Company and its subsidiaries (together referred to as the “Group” and individually as “Group entities”).

The Group is involved in the provision of transportation and logistics services across the United States, Canada and Mexico.

Basis of preparation

Statement of compliance

These condensed consolidated interim financial statements have been prepared in accordance with IAS 34 Interim Financial Reporting of the IFRS Accounting Standards as issued by the International Accounting Standards Board (“IASB”). These condensed consolidated interim financial statements do not include all of the information required for full annual financial statements and should be read in conjunction with the most recent annual consolidated financial statements of the Group.

These condensed consolidated interim financial statements were authorized for issue by the Board of Directors on April 27, 2026.

Basis of measurement

These condensed consolidated interim financial statements have been prepared on the historical cost basis except for the following material items in the statements of financial position:

•

investment in equity securities and contingent consideration are measured at fair value;

•

the defined benefit pension plan liability is recognized as the net total of the present value of the defined benefit obligation less the fair value of the plan assets; and

•

assets and liabilities acquired in business combinations are measured at fair value at acquisition date.

Seasonality of interim operations

The activities conducted by the Group are subject to general demand for freight transportation. Historically, demand has been relatively stable with the first quarter being generally the weakest in terms of demand. Furthermore, during the winter months, fuel consumption and maintenance costs tend to rise. Consequently, the results of operations for the interim period are not necessarily indicative of the results of operations for the full year.

Functional and presentation currency

The Company’s condensed consolidated interim financial statements are presented in U.S. dollars (“U.S. dollars” or “USD”).

The Company’s functional currency is the Canadian dollar (“CAD” or “CDN$”). Translation gains and losses from the application of the U.S. dollar as the presentation currency while the Canadian dollar is the functional currency are included as part of the accumulated foreign currency translation differences and net investment hedge.

All financial information presented in U.S. dollars has been rounded to the nearest thousand.

e) Use of estimates and judgments

The preparation of the accompanying financial statements in conformity with IFRS requires management to make judgments, estimates and assumptions about future events. These estimates and the underlying assumptions affect the reported amounts of assets and liabilities, the disclosures about contingent assets and liabilities, and the reported amounts of revenues and expenses. Such estimates include the valuation of goodwill and intangible assets, the measurement of identified assets and liabilities acquired in business combinations, contingent consideration, income tax provisions, defined benefit obligation and self-insurance and other provisions and contingencies. These estimates and assumptions are based on management’s best estimates and judgments.

Management evaluates its estimates and assumptions on an ongoing basis using historical experience and other factors, including the current economic environment, which management believes to be reasonable under the circumstances. Management adjusts such estimates and assumptions when facts and circumstances dictate. Actual results could differ from these estimates. Changes

in those estimates and assumptions resulting from changes in the economic environment will be reflected in the financial statements of future periods.

In preparing these condensed consolidated interim financial statements, the significant judgments made by management applying the Group’s accounting policies and the key sources of estimation uncertainty are the same as those applied and described in the Group’s 2025 annual consolidated financial statements.

Material accounting policies

The accounting policies described in the Group’s 2025 annual consolidated financial statements have been applied consistently to all periods presented in these condensed consolidated interim financial statements, unless otherwise indicated below. The accounting policies have been applied consistently by Group entities.

New standards and interpretations adopted during the period

The following new standards, and amendments to standards and interpretations, are effective for the first time for interim periods
beginning on or after January 1, 2026 and have been applied in preparing these condensed consolidated interim financial statements.

Amendments to the Classification and Measurement of Financial Instruments – Amendments to IFRS 9 Financial Instruments and IFRS 7 Financial Instruments: Disclosures

In May 2024, the IASB issued amendments to IFRS 9 Financial Instruments and IFRS 7 Financial Instruments: Disclosures, which are effective for annual reporting periods beginning on or after 1 January 2026.

The amendment introduces an accounting policy choice for the derecognition of financial liabilities settled via electronic payment systems. Under the amendment, an entity may elect to derecognize a financial liability before the cash is delivered, provided that:

•

No practical ability to withdraw, stop or cancel the payment instruction;

•

No practical ability to access the cash to be used for settlement as a result of the payment instruction;

•

The settlement risk associated with the electronic payment system is insignificant.

The adoption of the amendments did not have a material impact on the Group’s condensed consolidated interim financial statements.

New standards and interpretations not yet adopted

The following new standards are not yet effective, and have not been applied in preparing these condensed consolidated interim financial statements:

Presentation and Disclosure in Financial Statements – IFRS 18

On April 9, 2024, the IASB issued IFRS 18 Presentation and Disclosure in Financial Statements to improve reporting of financial performance. IFRS 18 replaces IAS 1 Presentation of Financial Statements. It carries forward many requirements from IAS 1 unchanged. IFRS 18 applies for annual reporting periods beginning on or after January 1, 2027. Earlier application is permitted.

The new Accounting Standard introduces significant changes to the structure of a company’s income statement, more discipline and transparency in presentation of management's own performance measures (commonly referred to as non-GAAP measures) and less aggregation of items into large, single numbers. The main impacts of the new Accounting Standard include:

•

introducing a newly defined ‘operating profit’ subtotal and a requirement for all income and expenses to be allocated between three new distinct categories based on a company’s main business activities (i.e. operating, investing and financing);

•

requiring disclosure about management performance measures (MPMs); and

•

adding new principles for aggregation and disaggregation of information

The extent of the impact of adoption of the amendments has not yet been determined.

Segment reporting

The Group operates within the transportation and logistics industry in the United States, Canada and Mexico in different reportable segments, as described below. The reportable segments are managed independently as they require different technology and capital resources. For each of the operating segments, the Group’s CEO reviews internal management reports.

The following summary describes the operations in each of the Group’s reportable segments:



Less-Than-Truckload (a):	Pickup, consolidation, transport and delivery of smaller loads.
Truckload (b):	Full loads carried directly from the customer to the destination using a closed van or specialized equipment to meet customers’ specific needs. Includes expedited transportation, flatbed, tank, container and dedicated services.
Logistics:	Asset-light logistics services, including brokerage, freight forwarding and transportation management, as well as small package parcel delivery.

(a)

The Less-Than-Truckload reporting segment represents the aggregation of the Canadian Less-Than-Truckload, U.S. Less-Than-Truckload and Package and Courier operating segments. The aggregation of the segment was analyzed using management’s judgment in accordance with IFRS 8. The operating segments were determined to be similar, amongst others, with respect to the nature of services offered and the methods used to distribute their services. Additionally, they have similar economic characteristics with respect to long-term expected gross margin, levels of capital invested and market place trends.

(b)

The Truckload reporting segment represents the aggregation of the Canadian Conventional Truckload and Specialized Truckload operating segments. The aggregation of the segment was analyzed using management’s judgment in accordance with IFRS 8. The operating segments were determined to be similar, amongst others, with respect to the nature of services offered and the methods used to distribute their services. Additionally, they have similar economic characteristics with respect to long-term expected gross margin, levels of capital invested and market place trends.

Information regarding the results of each reportable segment is included below. Performance is measured based on segment operating income or loss. This measure is included in the internal management reports that are reviewed by the Group’s CEO and refers to “Operating income” in the consolidated statements of income. Segment operating income or loss is used to measure performance as management believes that such information is the most relevant in evaluating the results of certain segments relative to other entities that operate within these industries.


	Less-
	Than-
	Truckload			Truckload		Logistics		Corporate			Eliminations			Total
Three months ended March 31, 2026
Revenue(1)		656,304			672,754		388,328		-			(14,760	)		1,702,626
Fuel surcharge(1)		139,066			91,328		19,008		-			(2,925	)		246,477
Total revenue(1)		795,370			764,082		407,336		-			(17,685	)		1,949,103
Operating income (loss)		30,573			55,763		34,390		(24,133	)		-			96,593
Selected items:
Materials and services expenses		344,419			405,493		254,073		(898	)		(17,685	)		985,402
Personnel expenses		320,127			200,259		72,374		19,973			-			612,733
Other operating expenses		51,688			31,259		26,192		4,705			-			113,844
Depreciation and
amortization		48,334			81,824		20,377		353			-			150,888
(Loss) gain, net of
impairment on sale of
assets held for sale		(298	)		6,339		-		-			-			6,041
Intangible assets		399,425			1,534,280		922,961		1,625			-			2,858,291
Total assets		2,487,408			3,379,568		1,362,199		255,702			-			7,484,877
Total liabilities		756,640			816,070		398,113		2,854,022			(122	)		4,824,723
Additions to property
and equipment		15,438			8,833		1,163		678			-			26,112

Three months ended March 31, 2025
Revenue(1)		678,950			662,855		384,948		-			(12,260	)		1,714,493
Fuel surcharge(1)		136,794			94,913		20,737		-			(2,550	)		249,894
Total revenue(1)		815,744			757,768		405,685		-			(14,810	)		1,964,387
Operating income (loss)		47,123			48,778		31,233		(12,491	)		-			114,643
Selected items:
Materials and services expenses		338,759			404,848		272,314		(12,111	)		(14,810	)		989,000
Personnel expenses		323,540			202,203		61,355		20,347			-			607,445
Other operating expenses		55,555			28,056		24,968		3,731			-			112,310
Depreciation and
amortization		50,596			84,371		15,802		524			-			151,293
(Loss) gain, net of
impairment on sale of
assets held for sale		(47	)		7,021		-		-			-			6,974
Intangible assets		401,152			1,502,828		727,812		2,422			-			2,634,214
Total assets		2,588,436			3,365,271		1,084,020		79,228			-			7,116,955
Total liabilities		781,602			821,229		334,249		2,548,733			(118	)		4,485,695
Additions to property
and equipment		11,121			22,840		68		-			-			34,029

(1) Includes intersegment revenue and intersegment fuel surcharge, which are eliminated in the consolidated results and are not disclosed by reportable segment due to the non-material amounts.

Geographical information

Revenue is attributed to geographical locations based on the origin of service’s location.


	Less-
	Than-
	Truckload		Truckload		Logistics		Eliminations			Total
Three months ended March 31, 2026
Canada		257,044		267,773		63,116		(7,642	)		580,291
United States		538,326		496,309		344,220		(10,043	)		1,368,812
Total		795,370		764,082		407,336		(17,685	)		1,949,103

Three months ended March 31, 2025
Canada		264,780		283,218		60,240		(7,995	)		600,243
United States		550,964		474,550		345,445		(6,815	)		1,364,144
Total		815,744		757,768		405,685		(14,810	)		1,964,387

Segment assets are based on the geographical location of the assets.


	As at		As at
	March 31, 2026		December 31, 2025
Property and equipment, right-of-use assets and intangible assets
Canada		2,251,813		2,333,857
United States		3,882,175		3,900,121
		6,133,988		6,233,978

Business combinations

In line with the Group’s growth strategy, the Group acquired one business during 2026, which was not considered to be material. This transaction was concluded in order to add density in the Group’s current network and further expand value-added services.

As of the reporting date, the Group had not yet completed the determination of the fair value of assets acquired and liabilities assumed of the 2026 acquisition. Information to confirm the fair value of certain assets and liabilities still needs to be obtained for this acquisition. As the Group obtains more information, the allocation will be completed.

The table below presents the determination of the fair value of assets acquired and liabilities assumed at the date of acquisition based on the best information available to the Group to date:


Identifiable assets acquired and liabilities assumed	Note
Cash and cash equivalents			1,921
Trade and other receivables			7,148
Inventoried supplies and prepaid expenses			799
Property and equipment		7	18,218
Right-of-use assets		8	16,983
Intangible assets		9	11,110
Trade and other payables			(2,345	)
Income tax receivable			886
Lease liabilities		12	(16,983	)
Deferred tax liabilities			(4,562	)
Total identifiable net assets			33,175
Total consideration transferred			54,924
Goodwill		9	21,749

The total trade receivables comprise gross amounts due of $7.5 million, of which $0.3 million was expected to be uncollectible at the acquisition date.

Goodwill

The goodwill is attributable mainly to the premium of an established business operation with a good reputation in the transportation industry, and the synergies expected to be achieved from integrating the acquired entity into the Group’s existing business.

The goodwill arising in the business combinations has been allocated to operating segments as indicated in the table below, which represents the lowest level at which goodwill is monitored internally.


Operating segment	Reportable segment	March 31, 2026
Specialized Truckload	Truckload		21,702
Logistics	Logistics		47
			21,749

Contingent consideration

The contingent consideration balance at March 31, 2026 is $101.3 million (December 31, 2025 - $99.6 million) and is presented in other financial liabilities on the consolidated statements of financial position.

Adjustment to the provisional amounts of prior year’s business combinations

The 2025 annual consolidated financial statements included details of the Group’s business combinations and set out provisional fair values relating to the consideration paid and net assets acquired of various acquisitions. These acquisitions were accounted for under the provisions of IFRS 3.

As required by IFRS 3, the provisional fair values have been reassessed in light of information which existed at the acquisition date and was obtained during the measurement period following the acquisitions. Consequently, the fair value of certain assets acquired, and liabilities assumed of the acquisitions in fiscal 2025 have been adjusted and finalized in 2026. No material adjustments were required to the provisional fair values for these prior year's business combinations.

Additional cash flow information

Net change in non-cash operating working capital


	Three months			Three months
	ended			ended
	March 31, 2026			March 31, 2025
Trade and other receivables		(104,815	)		(29,644	)
Inventoried supplies		(622	)		817
Prepaid expenses		(4,962	)		(7,563	)
Trade and other payables		50,957			38,456
		(59,442	)		2,066

Property and equipment


			Land and			Rolling
	Note		buildings			stock			Equipment			Total
Cost
Balance at December 31, 2025				1,511,761			2,363,556			236,219			4,111,536
Additions through business combinations		5		642			17,663			(87	)		18,218
Other additions				4,859			13,816			7,437			26,112
Disposals				(506	)		(25,306	)		(2,651	)		(28,463	)
Reclassification (to) from assets held for sale				(5,538	)		1,008			-			(4,530	)
Effect of movements in exchange rates				(7,741	)		(12,890	)		(2,842	)		(23,473	)
Balance at March 31, 2026				1,503,477			2,357,847			238,076			4,099,400

Accumulated Depreciation
Balance at December 31, 2025				137,373			1,057,112			137,725			1,332,210
Depreciation				6,705			70,975			5,495			83,175
Disposals				(437	)		(13,529	)		(2,526	)		(16,492	)
Reclassification (to) from assets held for sale				(315	)		647			-			332
Effect of movements in exchange rates				(1,205	)		(7,307	)		(1,848	)		(10,360	)
Balance at March 31, 2026				142,121			1,107,898			138,846			1,388,865

Net carrying amounts
At December 31, 2025				1,374,388			1,306,444			98,494			2,779,326
At March 31, 2026				1,361,356			1,249,949			99,230			2,710,535

As at March 31, 2026, there are no amounts included in trade and other payables for the purchases of property and equipment (December 31, 2025 – nil).

Right-of-use assets


			Land and			Rolling
	Note		buildings			stock			Equipment			Total
Cost
Balance at December 31, 2025				841,220			337,632			3,501			1,182,353
Additions through business combinations		5		12,753			4,230			-			16,983
Other additions				8,685			3,647			32			12,364
Derecognition*				(5,293	)		(12,824	)		(696	)		(18,813	)
Effect of movements in exchange rates				(8,749	)		(3,817	)		(18	)		(12,584	)
Balance at March 31, 2026				848,616			328,868			2,819			1,180,303

Depreciation
Balance at December 31, 2025				430,951			159,071			2,115			592,137
Depreciation				26,135			18,824			78			45,037
Derecognition*				(3,829	)		(10,857	)		(692	)		(15,378	)
Effect of movements in exchange rates				(4,850	)		(1,792	)		(13	)		(6,655	)
Balance at March 31, 2026				448,407			165,246			1,488			615,141

Net carrying amounts
At December 31, 2025				410,269			178,561			1,386			590,216
At March 31, 2026				400,209			163,622			1,331			565,162

* Derecognized right-of-use assets include negotiated asset purchases and extinguishments resulting from accidents as well as fully amortized or end of term right-of-use assets.

Intangible assets


					Other intangible assets
											Non-
					Customer			Trademarks			compete			Information
Note		Goodwill			relationships			and other			agreements			technology			Total
Cost
Balance at December 31, 2025			2,168,438			1,006,470			160,509			32,934			42,114			3,410,465
Additions through business combinations	5		21,749			9,200			875			1,035			-			32,859
Other additions			-			-			-			-			1,152			1,152
Extinguishments			-			-			-			-			(5,740	)		(5,740	)
Effect of movements in
exchange rates			(15,449	)		(4,909	)		(462	)		(277	)		(437	)		(21,534	)
Balance at March 31, 2026			2,174,738			1,010,761			160,922			33,692			37,089			3,417,202

Amortization and impairment losses
Balance at December 31, 2025			77,445			387,242			36,353			17,919			27,070			546,029
Amortization			-			17,700			2,473			1,298			1,205			22,676
Extinguishments			-			-			-			-			(5,740	)		(5,740	)
Effect of movements in
exchange rates			(696	)		(2,577	)		(195	)		(172	)		(414	)		(4,054	)
Balance at March 31, 2026			76,749			402,365			38,631			19,045			22,121			558,911

Net carrying amounts
At December 31, 2025			2,090,993			619,228			124,156			15,015			15,044			2,864,436
At March 31, 2026			2,097,989			608,396			122,291			14,647			14,968			2,858,291

10.

Investments


	As at		As at
	March 31, 2026		December 31, 2025
Level 1 investments		2,419		7,350
Level 2 investments		3,740		3,740
Level 3 investments		13,643		13,864
		19,802		24,954

The Group elected to designate all of its investments at fair value through OCI.

During the three months ended March 31, 2026, the Group sold Level 1 investments for proceeds of $5.5 million resulting in a realized loss, net of tax, of $0.4 million on equity securities transferred from OCI to retained earnings.

11.

Long-term debt


	As at		As at
	March 31, 2026		December 31, 2025
Non-current liabilities
Unsecured senior notes		1,719,118		1,722,452
Unsecured revolving facilities		558,655		546,713
Conditional sales contracts		70,140		82,717
Other long-term debt		-		3,595
		2,347,913		2,355,477

Current liabilities
Current portion of unsecured senior notes		150,000		150,000
Current portion of conditional sales contracts		47,659		72,121
Current portion of other long-term debt		3,877		377
		201,536		222,498

The table below summarizes changes to the long-term debt:


		Three months ended			Three months ended
	Note	March 31, 2026			March 31, 2025
Balance at beginning of period			2,577,975			2,402,881
Repayment of long-term debt			(36,729	)		(48,592	)
Net increase in revolving facilities			20,695			43,230
Amortization of deferred financing fees			252			402
Effect of movements in exchange rates			(38,866	)		13,334
Effect of movements in exchange rates - debt
designated as net investment hedge			26,122			(11,362	)
Balance at end of period			2,549,449			2,399,893

The Group’s revolving facilities have a total size of $942.0 million (December 31, 2025 - $955.2 million) and an additional $181.3 million of credit availability (CAD $245 million and USD $5 million) (December 31, 2025 - $184.2 million). The additional credit is available under certain conditions under the Group’s syndicated revolving credit agreement.

The debts are subject to certain covenants regarding the maintenance of financial ratios. These are the same covenants as previously required by the Company’s syndicated revolving credit agreement as described in note 25(f) of the 2025 annual consolidated financial statements. As at March 31, 2026, the Group was in compliance with these financial covenants.

12.

Lease liabilities


	As at		As at
	March 31, 2026		December 31, 2025
Current portion of lease liabilities		163,857		165,291
Long-term portion of lease liabilities		451,238		472,473
		615,095		637,764

The table below summarizes changes to the lease liabilities:


			Three months ended			Three months ended
	Note		March 31, 2026			March 31, 2025
Balance at beginning of period				637,764			573,662
Business combinations		5		16,983			-
Additions				12,364			25,925
Derecognition*				(3,701	)		(6,108	)
Repayment				(41,830	)		(40,870	)
Effect of movements in exchange rates				(6,485	)		2,394
Balance at end of period				615,095			555,003

* Derecognized lease liabilities include negotiated asset purchases and extinguishments resulting from accidents.

Extension options

Some real estate leases contain extension options exercisable by the Group. Where practicable, the Group seeks to include extension options in new leases to provide operational flexibility. The Group assesses at the lease commencement date whether it is reasonably certain to exercise the extension options. The Group reassesses whether it is reasonably certain to exercise the options if there are significant events or significant changes in circumstances within its control.

The lease liabilities include future lease payments of $11.1 million (December 31, 2025 – $8.3 million) related to extension options that the Group is reasonably certain to exercise.

The Group has estimated that the potential future lease payments, should it exercise the remaining extension options, would result in an increase in lease liabilities of $561.2 million (December 31, 2025 - $577.2 million).

The Group does not have a significant exposure to termination options and penalties.

Contractual cash flows

The total contractual cash flow maturities of the Group’s lease liabilities are as follows:


	As at
	March 31, 2026
Less than 1 year		189,696
Between 1 and 5 years		364,114
More than 5 years		159,890
		713,700

13.

Employee benefits

The Group has various benefit plans, mainly TForce Freight pension plans and TFI International pension plans, under which participants are entitled to benefits once participation requirements are satisfied. Additional information relating to the retirement benefit plans is provided in Note 15 - Employee benefits of the Group’s 2025 annual consolidated financial statements.

Net periodic benefit cost and pension contributions are as follows for the TForce Freight pension plans:


	Three months		Three months
	ended		ended
	March 31, 2026		March 31, 2025
Current service cost		12,082		12,765
Net interest cost		81		244
Net periodic cost		12,163		13,009

Pension contributions		12,290		13,790

The pension plan is funded in line with the statutory funding requirements of the Employee Retirement Income Security Act.

14.

Provisions


	Self-insurance		Other		Total
As at March 31, 2026
Current provisions		79,790		10,891		90,681
Non-current provisions		141,498		6,554		148,052
		221,288		17,445		238,733

As at December 31, 2025
Current provisions		76,277		10,587		86,864
Non-current provisions		135,596		6,563		142,159
		211,873		17,150		229,023

Self-insurance provisions represent the uninsured portion of outstanding claims at period-end. The current portion reflects the amount expected to be paid in the following year. Other provisions include, amongst others, litigation provisions of $6.6 million (December 31, 2025 - $6.7 million). Litigation provisions contain various pending claims for which management used judgment and assumptions about future events. The outcomes will depend on future claim developments.

15.

Share capital and other components of equity

The following table summarizes the number of common shares issued:


(in number of shares)			Three months		Three months
			ended		ended
	Note		March 31, 2026		March 31, 2025
Balance, beginning of period				82,151,032		84,408,437
Repurchase and cancellation of own shares				-		(524,795	)
Stock options exercised		17		34,999		88,115
Balance, end of period				82,186,031		83,971,757

The following table summarizes the share capital issued and fully paid:


	Three months		Three months
	ended		ended
	March 31, 2026		March 31, 2025
Balance, beginning of period		1,125,109		1,135,500
Repurchase and cancellation of own shares		-		(5,593	)
Cash consideration of stock options exercised		1,033		2,430
Ascribed value credited to share capital on stock options exercised, net of tax		245		458
Issuance of shares on settlement of RSUs and PSUs, net of tax		5,415		9,330
Balance, end of period		1,131,802		1,142,125

Pursuant to the normal course issuer bid (“NCIB”) which began on November 4, 2025 and ends on November 3, 2026, the Company is authorized to repurchase for cancellation up to a maximum of 7,667,696 of its common shares under certain conditions. As at March 31, 2026, and since the inception of this NCIB, the Company has repurchased and cancelled no shares.

During the three months ended March 31, 2026, the Company repurchased no common shares relating to the current NCIB. During the three months ended March 31, 2025, the Company repurchased 524,795 common shares at a weighted average price of $107.04 per share for a total purchase price of $56.2 million relating to the NCIB. The excess of the purchase price paid over the carrying value of the shares repurchased in the amount of nil (2025– $50.6 million) was charged to retained earnings as share repurchase premium.

16.

Earnings per share

Basic earnings per share

The basic earnings per share and the weighted average number of common shares outstanding have been calculated as follows:


(in thousands of dollars and number of shares)	Three months		Three months
	ended		ended
	March 31, 2026		March 31, 2025
Net income		43,308		56,032
Issued common shares, beginning of period		82,151,032		84,408,437
Effect of stock options exercised		12,982		28,235
Effect of repurchase of own shares		-		(256,957	)
Weighted average number of common shares		82,164,014		84,179,715

Earnings per share – basic (in dollars)		0.53		0.67

Diluted earnings per share

The diluted earnings per share and the weighted average number of common shares outstanding after adjustment for the effects of all dilutive common shares have been calculated as follows:


(in thousands of dollars and number of shares)	Three months		Three months
	ended		ended
	March 31, 2026		March 31, 2025
Net income		43,308		56,032
Weighted average number of common shares		82,164,014		84,179,715
Dilutive effect:
Stock options, restricted share units
and performance share units		216,695		344,303
Weighted average number of diluted common shares		82,380,709		84,524,018

Earnings per share - diluted (in dollars)		0.53		0.66

As at March 31, 2026, no stock options were excluded from the calculation of diluted earnings per share (March 31, 2025 – 122,238) as they were deemed to be anti-dilutive.

The average market value of the Company’s shares for purposes of calculating the dilutive effect of stock options was based on quoted market prices for the period during which the options were outstanding.

17.

Share-based payment arrangements

Stock option plan (equity-settled)

The Company offers a stock option plan for the benefit of certain of its employees. The maximum number of shares that can be issued upon the exercise of options granted under the current 2012 stock option plan is 5,979,201. Each stock option entitles its holder to receive one common share upon exercise. The exercise price payable for each option is determined by the Board of Directors at the date of grant, and may not be less than the volume weighted average trading price of the Company’s shares for the last five trading days immediately preceding the grant date. The options vest in equal installments over three years and the expense is recognized following the accelerated method as each installment is fair valued separately and recorded over the respective vesting periods. The table below summarizes the changes in the outstanding stock options:


(in thousands of options	Three months					Three months
and in dollars)				ended					ended
	March 31, 2026					March 31, 2025
				Weighted					Weighted
	Number			average		Number			average
	of			exercise		of			exercise
	options			price		options			price
Balance, beginning of period		54			34.12		278			31.44
Exercised		(35	)		30.71		(88	)		30.19
Balance, end of period		19			40.41		190			32.03
Options exercisable, end of period		19			40.41		190			32.03

The following table summarizes information about stock options outstanding and exercisable at March 31, 2026:


(in thousands of options and in dollars)		Options outstanding and exercisable
				Weighted
				average
		Number		remaining
		of		contractual life
Exercise prices		options		(in years)
	40.41		19		1.3
			19		1.3

Of the options outstanding at March 31, 2026, a total of 19,000 (December 31, 2025 – 48,570) are held by key management personnel.

The weighted average share price at the date of exercise for stock options exercised in the three months ended March 31, 2026 was $85.59 (March 31, 2025 – $90.85).

No stock options were granted during 2026 and 2025 under the Company’s stock option plan.

Restricted share unit and performance share unit plans (equity-settled)

The Company offers an equity incentive plan for the benefit of senior employees of the Group. Each participant’s annual LTIP allocation
is split in awards of performance share units (“PSUs”) and of restricted share units (‘’RSUs’’). The PSUs are subject to both performance and time cliff vesting conditions on the third anniversary of the award whereas the RSUs are only subject to a time cliff vesting condition on the third anniversary of the award. The performance conditions attached to the PSUs are equally weighted between absolute earnings before interest and income tax and relative total shareholder return (“TSR”). For purposes of the relative TSR portion, there are two equally weighted comparisons: the first portion is compared against the TSR of a group of transportation industry peers and the second portion is compared against the S&P/TSX60 index.

Restricted share units

The fair value of the RSUs is determined to be the share price fair value at the date of the grant and is recognized as a share-based
compensation expense, through contributed surplus, over the vesting period.

On February 17, 2026, the Company granted a total of 73,276 RSUs under the Company’s equity incentive plan of which 46,179 were granted to key management personnel. The fair value of the RSUs granted was $120.84 per unit.

On February 18, 2025, the Company granted a total of 61,829 RSUs under the Company’s equity incentive plan of which 38,566 were granted to key management personnel. The fair value of the RSUs granted was $129.66 per unit.

The table below summarizes changes to the outstanding RSUs:


(in thousands of RSUs	Three months					Three months
and in dollars)				ended					ended
	March 31, 2026					March 31, 2025
				Weighted					Weighted
	Number			average		Number			average
	of			grant date		of			grant date
	RSUs			fair value		RSUs			fair value
Balance, beginning of period		193			119.05		158			115.34
Granted		73			120.84		62			129.66
Reinvested		1			127.75		-			-
Settled		(55	)		115.79		(58	)		99.84
Forfeited		-			-		(1	)		121.19
Balance, end of period		212			120.55		161			126.40

The following table summarizes information about RSUs outstanding as at March 31, 2026:


(in thousands of RSUs and in dollars)		RSUs outstanding
				Remaining
		Number of		contractual life
Grant date fair value		RSUs		(in years)
	81.03		32		0.1
	135.00		45		0.9
	129.66		62		1.9
	120.84		73		2.9
			212		1.8

The weighted average share price at the date of settlement of the other RSUs vested in three months ended March 31, 2026 was $116.26 (March 31, 2025 – $131.74). The excess of the purchase price paid to repurchase shares on the market over the carrying value of awarded RSUs, in the amount of $3.5 million (March 31, 2025 – $5.8 million), was charged to retained earnings as share repurchase premium.

In the three months ended March 31, 2026, the Group recognized, as a result of RSUs, a compensation expense of $2.5 million (March 31, 2025 - $1.5 million) with a corresponding increase to contributed surplus.

Of the RSUs outstanding at March 31, 2026, a total of 145,911 (December 31, 2025 – 133,103) are held by key management personnel.

Performance share units

The fair value of the PSUs is determined at the grant date using a Monte Carlo simulation model for the TSR portion and using
management’s estimates for the absolute earnings before interest and income tax portion. The estimates of the number of equity
instruments related to the absolute earnings before interest and income tax portion are revised during the vesting period and the
cumulative amount recognized at each reporting date is based on the number of equity instruments for which service and non-market
performance conditions are expected to be satisfied. The share-based compensation expense is recognized, through contributed surplus, over the vesting period.

On February 17, 2026, the Company granted a total of 68,957 PSUs under the Company’s equity incentive plan of which 41,860 were granted to key management personnel. The fair value of the PSUs granted was $138.97 per unit as at grant date.

On February 18, 2025, the Company granted a total of 58,143 PSUs under the Company’s equity incentive plan of which 34,880 were granted to key management personnel. The fair value of the PSUs granted was $134.85 per unit as at grant date.

The table below summarizes changes to the outstanding PSUs:


(in thousands of PSUs	Three months					Three months
and in dollars)				ended					ended
	March 31, 2026					March 31, 2025
				Weighted					Weighted
	Number			average		Number			average
	of			grant date		of			grant date
	PSUs			fair value		PSUs			fair value
Balance, beginning of period		157			140.35		155			127.72
Granted		69			138.97		58			134.85
Reinvested		1			141.03		1			128.55
Settled		(46	)		135.15		(71	)		100.52
(Decreased) added due to performance conditions		(8	)		135.15		14			100.43
Forfeited		(1	)		134.85		(1	)		133.97
Balance, end of period		172			141.46		156			140.27

The following table summarizes information about PSUs outstanding as at March 31, 2026:


(in thousands of PSUs and in dollars)		PSUs outstanding
				Remaining
		Number of		contractual life
Grant date fair value		PSUs		(in years)
	156.17		45		0.9
	134.85		58		1.9
	138.97		69		2.9
			172		2.0

The weighted average share price at the date of settlement of the other PSUs vested in three months ended March 31, 2026 was $116.26 (March 31, 2025 – $131.74). The excess of the purchase price paid to repurchase shares on the market over the carrying value of awarded PSUs, in the amount of $1.6 million, was charged to retained earnings as share repurchase premium (March 31, 2025 – $8.7 million).

In the three months ended March 31, 2026, the Group recognized, as a result of PSUs, a compensation expense of $1.8 million (March 31, 2025 - $1.6) with a corresponding increase to contributed surplus.

Of the PSUs outstanding at March 31, 2026, a total of 109,519 (December 31, 2025 – 101,635) are held by key management personnel.

18.

Materials and services expenses

The Group’s materials and services expenses are primarily costs related to independent contractors and vehicle operation expenses. Vehicle operation expenses consists primarily of fuel costs, repairs and maintenance, insurance, permits and operating supplies.


	Three months		Three months
	ended		ended
	March 31, 2026		March 31, 2025
Independent contractors		663,982		680,781
Vehicle operation expenses		321,420		308,219
		985,402		989,000

19.

Finance income and finance costs

Recognized in income or loss:


Costs (income)	Three months			Three months
	ended			ended
	March 31, 2026			March 31, 2025
Interest expense on long-term debt and amortization
of deferred financing fees		29,850			30,236
Interest expense on lease liabilities		7,090			6,527
Interest income		(502	)		(228	)
Net change in fair value and accretion expense
of contingent consideration		2,835			15
Net foreign exchange loss		1,535			245
Other financial expenses		3,356			3,514
Net finance costs		44,164			40,309
Presented as:
Finance income		(502	)		(228	)
Finance costs		44,666			40,537

20.

Income tax expense

Income tax recognized in income or loss:


	Three months			Three months
	ended			ended
	March 31, 2026			March 31, 2025
Current tax expense
Current period		27,181			27,739
Adjustment for prior periods		-			607
		27,181			28,346
Deferred tax expense (recovery)
Origination and reversal of temporary differences		(17,159	)		(9,017	)
Variation in tax rate		(907	)		(715	)
Adjustment for prior periods		6			(312	)
		(18,060	)		(10,044	)
Income tax expense		9,121			18,302

Reconciliation of effective tax rate :


	Three months					Three months
	ended					ended
	March 31, 2026					March 31, 2025
Income before income tax				52,429					74,334
Income tax using the Company’s
statutory tax rate		26.5	%	13,894			26.5	%	19,699

Increase (decrease) resulting from:
Rate differential between
jurisdictions		1.4	%	742			1.1	%	819
Variation in tax rate		-1.7	%	(907	)		-1.0	%	(715	)
Non deductible expenses		3.3	%	1,720			2.4	%	1,769
Tax deductions and tax
exempt income		-12.5	%	(6,564	)		-5.2	%	(3,853	)
Adjustment for prior periods		0.0	%	6			0.4	%	295
Multi-jurisdiction tax		0.4	%	230			0.4	%	288
		17.4	%	9,121			24.6	%	18,302

21.

Contingencies, letters of credit and other commitments

Contingencies

There are pending operational and personnel related claims against the Group. In the opinion of management, these claims are adequately provided for in long-term provisions on the consolidated statements of financial position and settlement should not have a significant impact on the Group’s financial position or results of operations.

Letters of credit

As at March 31, 2026, the Group had $141.8 million of outstanding letters of credit (December 31, 2025 - $140.9 million).

Other commitments

As at March 31, 2026, the Group had $127.4 million of purchase commitments (December 31, 2025 – $18.8 million) and $18.9 million of purchase orders for leases that the Group intends to enter into and that are expected to materialize within a year (December 31, 2025 – $2.5 million).


TFI International Inc.	NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Tabular amounts in thousands of U.S. dollars, unless otherwise noted.)	PERIODS ENDED MARCH 31, 2026 AND 2025 - (UNAUDITED)


TFI International Inc.	NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Tabular amounts in thousands of U.S. dollars, unless otherwise noted.)	PERIODS ENDED MARCH 31, 2026 AND 2025 - (UNAUDITED)


TFI International Inc.	NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Tabular amounts in thousands of U.S. dollars, unless otherwise noted.)	PERIODS ENDED MARCH 31, 2026 AND 2025 - (UNAUDITED)


TFI International Inc.	NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Tabular amounts in thousands of U.S. dollars, unless otherwise noted.)	PERIODS ENDED MARCH 31, 2026 AND 2025 - (UNAUDITED)


TFI International Inc.	NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Tabular amounts in thousands of U.S. dollars, unless otherwise noted.)	PERIODS ENDED MARCH 31, 2026 AND 2025 - (UNAUDITED)