8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 8-K

CURRENT REPORT PURSUANT

TO SECTION 13 OR 15(D) OF THE

SECURITIES AND EXCHANGE ACT OF 1934

Date of Report (Date of Earliest Event Reported) April 19, 2012

HUB GROUP, INC.

(Exact name of registrant as specified in its charter)

DELAWARE

(State or Other Jurisdiction of Incorporation)

0-27754	36-4007085
(Commission File Number)	(I.R.S. Employer Identification No.)

3050 Highland Parkway, Suite 100

Downers Grove, Illinois 60515

(Address, including zip code, of principal executive offices)

(630) 271-3600

(Registrant’s telephone number, including area code)

NOT APPLICABLE

(Former Name or Former Address, If Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant any of the following provisions:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

ITEM 2.02RESULTS OF OPERATIONS AND FINANCIAL CONDITION

On April 19, 2012, Hub Group, Inc. issued a press release announcing its first quarter 2012 operating results. The press release is furnished as Exhibit 99.1 to this Form 8-K.

Item 9.01FINANCIAL STATEMENTS AND EXHIBITS

(a)  Not Applicable.

(b)  Not Applicable.

(c)  Not Applicable.

(d)  A list of exhibits filed herewith is contained on the Exhibit

       Index which immediately precedes such exhibits and is

       incorporated herein by reference.

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.

	HUB GROUP, INC.
DATE: April 20, 2012	/s/ Terri A. Pizzuto
	By: Terri A. Pizzuto
	Title: Executive Vice President, Chief Financial Officer
	and Treasurer

EXHIBIT INDEX

Exhibit No.

99.1 Press release, issued on April 19, 2012, announcing first quarter 2012 operating results for Hub Group, Inc.

EX-99.1

EXHIBIT 99.1

Hub Group, Inc. Reports Record First Quarter 2012 Earnings

DOWNERS GROVE, IL, April 19, 2012, -- Hub Group, Inc. (NASDAQ: HUBG) today announced financial results for the quarter ended March 31, 2012.

Hub Group reported record income of $13.7 million for the first quarter ended March 31, 2012, an increase of 30% compared to the first quarter of 2011.  Hub Group’s diluted earnings per share was $0.37 for the first quarter of 2012, which represents an increase of 32% when compared with the prior year period.

Hub Group’s first quarter 2011 pre-tax income included approximately $1.7 million of costs related to the Mode Transportation acquisition.  Excluding the effects of these costs, non-GAAP earnings per share was $0.31 for the 2011 first quarter (see table below).  Earnings per share increased 19% when compared with the non-GAAP earnings per share in the prior year period.

The Hub segment’s revenue increased 16% to $563 million.  First quarter intermodal revenue increased 20% to $404 million.  The increase was attributable to a 15% volume increase and a 5% increase for fuel, price and mix.  Truck brokerage revenue decreased 6% to $80 million this quarter.  First quarter Unyson Logistics revenue increased 23% to $79 million.  The Hub segment’s operating income was $20.0 million.

The Mode segment’s revenue was $187 million for the first quarter.  Operating income was $2.6 million.

Hub Group ended the quarter with $53 million in cash.

CONFERENCE CALL

Hub Group will hold a conference call at 5:00 p.m. Eastern Time on Thursday, April 19, 2012 to discuss its first quarter results.

Hosting the conference call will be David P. Yeager, Chairman and Chief Executive Officer and Terri A. Pizzuto, Executive Vice-President, Chief Financial Officer and Treasurer.

This call is being webcast and can be accessed through the Investors link on Hub Group’s Web site at www.hubgroup.com .  Those interested in participating in the question and answer session should follow the telephone dial-in instructions below.

To participate in the conference call by telephone, please call ten minutes early by dialing (888) 679-8038.  The conference call participant code is 89653878. Participants may pre-register for the call at https://www.theconferencingservice.com/prereg/key.process?key=P7696KW7K.  Pre-registrants will be issued a pin number to use when dialing into the live call which will provide quick access to the conference, bypassing the operator.  The call will be limited to 60 minutes, including questions and answers.

An audio replay will be available through the Investors link on the Company's Web site at www.hubgroup.com. This replay will be available for 30 days.

ABOUT HUB GROUP: Hub Group, Inc. is a leading asset-light freight transportation management company providing comprehensive intermodal, truck brokerage and logistics services. The Company operates through a network of offices and independent agents throughout the United States, Canada and Mexico.

CERTAIN FORWARD-LOOKING STATEMENTS: Statements in this press release that are not historical, including statements about Hub Group's or management's earnings guidance, intentions, beliefs, expectations, representations, projections, plans or predictions of the future, are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are inherently uncertain and subject to risks. Such statements should be viewed with caution. Actual results or experience could differ materially from the forward-looking statements as a result of many factors. Factors that could cause actual results to differ materially include the factors listed from time to time in Hub Group's SEC reports including, but not limited to, the annual report on Form 10-K for the year ended December 31, 2011.  Hub Group assumes no liability to update any such forward-looking statements.

SOURCE: Hub Group, Inc.

CONTACT: Amy Lisek of Hub Group, Inc., +1-630-795-2214

HUB GROUP, INC.
UNAUDITED CONSOLIDATED STATEMENTS OF INCOME
(in thousands, except per share amounts)
	Three Months
	Ended March 31,
	2012			2011
Revenue	$	739,885		$	485,379
Transportation costs		656,143			428,072
Gross margin		83,742			57,307
Costs and expenses:
Salaries and benefits		33,299			26,801
Agent fees and commissions		13,695			751
General and administrative		12,577			12,059
Depreciation and amortization		1,660			936
Total costs and expenses		61,231			40,547
Operating income		22,511			16,760
Other income (expense):
Interest expense		(307	)		(14	)
Interest and dividend income		34			32
Other, net		(23	)		209
Total other (expense) income		(296	)		227
Income before provision for income taxes		22,215			16,987
Provision for income taxes		8,553			6,489
Net income	$	13,662		$	10,498
Basic earnings per common share	$	0.37		$	0.28
Diluted earnings per common share	$	0.37		$	0.28
Basic weighted average number of shares outstanding		37,043			36,886
Diluted weighted average number of shares outstanding		37,143			37,022

HUB GROUP, INC.
FINANCIAL INFORMATION BY SEGMENT
(in thousands)
	Three Months
	Ended March 31, 2012
	Hub		Mode		Inter-Segment Elims			Hub Group Consolidated
Revenue	$	563,212	$	187,183	$	(10,510	)	$	739,885
Transportation costs		501,694		164,959		(10,510	)		656,143
Gross margin		61,518		22,224		-			83,742
Costs and expenses:
Salaries and benefits		29,080		4,219		-			33,299
Agent fees and commissions		634		13,061		-			13,695
General and administrative		10,732		1,845		-			12,577
Depreciation and amortization		1,121		539		-			1,660
Total costs and expenses		41,567		19,664		-			61,231
Operating income		19,951		2,560		-			22,511

HUB GROUP, INC.
UNAUDITED NON-GAAP TO GAAP RECONCILIATION
(earnings per share)
	Three Months
	Ended March 31,
					Change			Change
	2012		2011		$			%
Diluted GAAP EPS	$	0.37	$	0.28	$	0.09			32	%
Mode acquisition-related costs	$	-	$	0.03	$	(0.03	)
Diluted NON-GAAP EPS (adjusted)	$	0.37	$	0.31	$	0.06			19	%
Diluted Shares		37,143		37,022

In accordance with U.S. generally accepted accounting principles (GAAP), reported earnings per share include the after-tax impact of the items identifiable in this table. For internal purposes, Hub excludes these items from results when evaluating operating performance.  This table and Hub’s internal use of non-GAAP earnings per share are not intended to imply, and should not be interpreted as implying, that non-GAAP earnings per share is a better measure of performance than GAAP earnings per share.

HUB GROUP, INC.
UNAUDITED CONSOLIDATED BALANCE SHEETS
(in thousands, except share amounts)
	March 31,			December 31,
	2012			2011
	(Unaudited)
ASSETS
CURRENT ASSETS:
Cash and cash equivalents	$	52,695		$	49,091
Accounts receivable trade, net		346,854			326,537
Accounts receivable other		17,601			23,878
Prepaid taxes		149			2,392
Deferred taxes		3,795			4,838
Prepaid expenses and other current assets		6,850			9,056
TOTAL CURRENT ASSETS		427,944			415,792
Restricted investments		15,832			14,323
Property and equipment, net		133,484			124,587
Other intangibles, net		21,238			21,667
Goodwill, net		263,415			263,470
Other assets		2,399			2,845
TOTAL ASSETS	$	864,312		$	842,684
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Accounts payable trade	$	209,849		$	204,693
Accounts payable other		20,511			17,289
Current portion of capital leases		2,249			2,237
Accrued payroll		11,204			16,721
Accrued other		32,251			29,962
TOTAL CURRENT LIABILITIES		276,064			270,902
Non-current liabilities		18,861			17,717
Non-current portion of capital leases		22,862			23,436
Deferred taxes		94,018			91,764
STOCKHOLDERS' EQUITY:
Preferred stock, $.01 par value; 2,000,000 shares authorized;
no shares issued or outstanding in 2012 and 2011		-			-
Common stock
Class A: $.01 par value; 97,337,700 shares authorized and
41,224,792 shares issued in 2012 and 2011; 37,100,852 shares
outstanding in 2012 and 36,860,260 shares outstanding in 2011		412			412
Class B:  $.01 par value; 662,300 shares authorized;
662,296 shares issued and outstanding in 2012 and 2011		7			7
Additional paid-in capital		162,723			168,800
Purchase price in excess of predecessor basis, net of tax
benefit of $10,306		(15,458	)		(15,458	)
Retained earnings		414,850			401,188
Other comprehensive income		5			4
Treasury stock; at cost, 4,123,940 shares in 2012
and 4,364,532 shares in 2011		(110,032	)		(116,088	)
TOTAL STOCKHOLDERS' EQUITY		452,507			438,865
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY	$	864,312		$	842,684

HUB GROUP, INC.
UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
	Three Months Ended
	March 31,
	2012			2011
Cash flows from operating activities:
Net income	$	13,662		$	10,498
Adjustments to reconcile net income
to net cash provided by operating activities:
Depreciation and amortization		5,516			2,629
Deferred taxes		3,352			1,266
Compensation expense related to share-based compensation plans		1,637			1,225
Loss (gain) on sale of assets		1			(13	)
Excess tax benefits from share-based compensation		(83	)		-
Changes in operating assets and liabilities, net of effects of acquisition:
Restricted investments		(1,509	)		(707	)
Accounts receivable, net		(14,043	)		(23,411	)
Prepaid taxes		2,243			173
Prepaid expenses and other current assets		2,205			1,738
Other assets		445			31
Accounts payable		8,377			32,229
Accrued expenses		22			(560	)
Non-current liabilities		1,010			407
Net cash provided by operating activities		22,835			25,505
Cash flows from investing activities:
Proceeds from sale of equipment		52			68
Purchases of property and equipment		(17,013	)		(4,880	)
Cash used in acquisitions, net of cash acquired		(150	)		(55	)
Net cash used in investing activities		(17,111	)		(4,867	)
Cash flows from financing activities:
Proceeds from stock options exercised		16			24
Purchase of treasury stock		(1,665	)		(1,447	)
Capital lease payments		(546	)		-
Excess tax benefits from share-based compensation		74			540
Net cash used in financing activities		(2,121	)		(883	)
Effect of exchange rate changes on cash and cash equivalents		1			4
Net increase in cash and cash equivalents		3,604			19,759
Cash and cash equivalents beginning of period		49,091			115,144
Cash and cash equivalents end of period	$	52,695		$	134,903