Results of Operations and Financial Condition. Following its spin-off from FedEx Corporation into an independent, publicly traded company on June 1, 2026 (the “Spin-Off”), FedEx Freight Holding Company, Inc. (“FedEx Freight”) has changed its fiscal year-end from May 31 to December 31. Following the Spin-Off, FedEx Freight is also revising the presentation of certain income statement line items. Costs previously reported within “Fuel,” “Rentals,” and “Maintenance and repairs,” and certain cost…

The filing details compensation and equity arrangements for executives, not a management change.

Results of Operations and Financial Condition. Attached as Exhibit 99.1 and incorporated herein by reference is a copy of FedEx Freight Holding Company, Inc.’s press release, dated June 25, 2026, announcing its segmented financial results for the fiscal quarter and year ended May 31, 2026, as previously reported by FedEx Corporation. SECTION 9. FINANCIAL STATEMENTS AND EXHIBITS.

Director — Clement Edward Klank III: The resignation of the sole director and appointment of a new board is a standard procedural step accompanying a spin-off and IPO, not a sudden loss of executive leadership.

Changes in Control of Registrant. Immediately prior to the consummation of the Spin-Off, the Company was a wholly owned subsidiary of FedEx. Effective as of 12:01 a.m., Central Time, on June 1, 2026 (the “Effective Time”), FedEx completed the Spin-Off through the distribution by FedEx of 80.1% of the outstanding shares of FedEx Freight common stock on a pro rata basis to the holders of FedEx common stock. Each FedEx stockholder received one share of FedEx Freight common stock for every two sh…

Entry Into a Material Definitive Agreement. On June 1, 2026, FedEx Freight Holding Company, Inc., a Delaware corporation (“FedEx Freight” or the “Company”) completed its spin-off from FedEx Corporation, a Delaware corporation (“FedEx”), into a new, publicly traded company (the “Spin-Off”). FedEx Freight, or subsidiaries thereof, have entered into the following agreements with FedEx, or subsidiaries thereof, in connection with the Spin-Off in order to govern the ongoing relationship between th…

Other Events. In connection with the Spin-Off, the Company paid a cash dividend of approximately $4.1 billion to FedEx prior to the Effective Time (the “Cash Dividend”) from the proceeds of the $3.7 billion senior notes offering completed in February 2026 and borrowings under the Term Loan Facility. 8 On June 1, 2026, FedEx Freight issued a press release announcing the completion of the Spin-Off. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. As previously reported, on January 15, 2026, the Company entered into (a) a five-year revolving credit facility in an aggregate committed amount of $1.2 billion (including a letter of credit sub-facility in an aggregate face amount of up to $50 million) (the “Revolving Credit Facility”) and (b) a three-year delayed draw term loan facility in the aggregate principal amount of $600…

Material Modifications to Rights of Security Holders. The information set forth below under

Chief Accounting Officer — Guy M. Erwin II: The filing announces the appointment of a new Senior Vice President and Chief Accounting Officer for FedEx Freight, representing an internal transfer/promotion within the FedEx corporate family rather than a departure.

Other Events. On May 11, 2026, the U.S. Securities and Exchange Commission (the “SEC”) declared effective the Registration Statement on Form 10 filed by FedEx Freight Holding Company, Inc. (“FedEx Freight”) in connection with the previously announced separation of FedEx Freight from FedEx Corporation (“FedEx”) into a new, publicly traded company. On May 13, 2026, the FedEx Board of Directors declared a pro rata dividend of 80.1% of the outstanding shares of common stock of FedEx Freight to Fe…