-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, A6WJUipWlpBEfhDlC3yKyM5KYii0x0x41uJ0Hd90AoQYBqIXFeEY5oq+hJN6dJz9 AXXcgxCFJ0mlxkJplcm2YQ== 0000793074-02-000005.txt : 20020414 0000793074-02-000005.hdr.sgml : 20020414 ACCESSION NUMBER: 0000793074-02-000005 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20020211 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20020219 FILER: COMPANY DATA: COMPANY CONFORMED NAME: WERNER ENTERPRISES INC CENTRAL INDEX KEY: 0000793074 STANDARD INDUSTRIAL CLASSIFICATION: TRUCKING (NO LOCAL) [4213] IRS NUMBER: 470648386 STATE OF INCORPORATION: NE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-14690 FILM NUMBER: 02552425 BUSINESS ADDRESS: STREET 1: 14507 FRONTIER ROAD STREET 2: P O BOX 45308 CITY: OMAHA STATE: NE ZIP: 68145 BUSINESS PHONE: 4028956640 8-K 1 wern8k021102.txt WERNER ENTERPRISES, INC. 8K 02/11/02 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): February 11, 2002 ----------------- WERNER ENTERPRISES, INC. (Exact name of registrant as specified in its charter) NEBRASKA 0-14690 47-0648386 (State or other jurisdiction of (Commission File (IRS Employer incorporation or organization) Number) Identification No.) 14507 FRONTIER ROAD POST OFFICE BOX 45308 OMAHA, NEBRASKA 68145 (402)895-6640 (Address of principal (Zip Code) (Registrant's telephone number) executive offices) ITEM 5. OTHER EVENTS. On February 11, 2002, the registrant issued a news release announcing that its Board of Directors declared a four for three split of the Company's common stock effected in the form of a 33 1/3 percent stock dividend. A copy of the news release is filed as an exhibit to this Form 8- K. ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS. Exhibit 99.1 News release issued by the registrant on February 11, 2002. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. WERNER ENTERPRISES, INC. Date: February 11, 2002 By: /s/ John J. Steele ----------------- -------------------------- John J. Steele Vice President, Treasurer and Chief Financial Officer Date: February 11, 2002 By: /s/ James L. Johnson ----------------- -------------------------- James L. Johnson Vice President, Controller and Corporate Secretary EX-99 3 wernstocksplit021102.txt WERNER ENTERPRISES, INC. 8K 02/11/02 WERNER ENTERPRISES, INC. 14507 Frontier Road P. O. Box 45308 Omaha, Nebraska 68145 FOR IMMEDIATE RELEASE Contact: Robert E. Synowicki, Jr. - --------------------- Executive Vice President and Chief Information Officer (402) 894-3000 John J. Steele Vice President, Treasurer and Chief Financial Officer (402) 894-3036 WERNER ENTERPRISES ANNOUNCES 4 FOR 3 SPLIT OF THE COMPANY'S COMMON STOCK Omaha, Nebraska, February 11, 2002: - ----------------------------------- Werner Enterprises, Inc. (Nasdaq: WERN-news), one of the nation's largest truckload transportation companies, announced today that its Board of Directors has declared a four for three split of the Company's common stock effected in the form of a 33 1/3 percent stock dividend. The stock dividend will be payable on or about March 14, 2002 to stockholders of record at the close of business on February 25, 2002. Based on the number of diluted shares at December 31, 2001, the Company's diluted shares will increase from approximately 49 million to approximately 65 million. No fractional shares of common stock will be issued in connection with the stock split. Stockholders entitled to fractional shares will receive a proportional cash payment (after giving effect to the stock split) based on the closing price of a share of common stock on February 25, 2002. If a stockholder is contemplating a trade of stock from the record date to the payable date, he or she should consult his or her stockbroker as to entitlement of the split shares. Werner Enterprises is a full-service transportation company providing truckload services throughout the 48 states, portions of Canada and Mexico. C.L. Werner founded the Company in 1956. Werner is one of the nation's largest truckload carriers with a fleet of 7,775 trucks and 19,775 trailers as of December 31, 2001. Werner Enterprises, Inc. common stock is traded on The Nasdaq Stock Market under the symbol WERN. The Werner Enterprises web site address is www.werner.com. -----END PRIVACY-ENHANCED MESSAGE-----