Bradley Hicks
HUNT J B TRANSPORT SERVICESAbout Bradley Hicks
Bradley Hicks, age 52, joined J.B. Hunt in 1996 as a Management Trainee and currently serves as President of Dedicated Contract Services and Executive Vice President . In the prior proxy year, he was listed as President of Highway Services and Executive Vice President of People, indicating broad leadership across major operating segments since at least 2023–2024 . 2024 Company operating income was $831 million, below the Compensation Committee’s matrix range (min $938M; target $1,104M; max $1,269M), resulting in no annual cash bonus payout for NEOs, including Hicks . Long-term performance outcomes were strong for the 2021 three‑year awards: EBITDA CAGR 11.7% (vested at 120%) and ROIC at the 67.9th percentile vs peer group (vested at 135.8%), evidencing execution against multi‑year value creation metrics .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| J.B. Hunt Transport Services, Inc. | President, Dedicated Contract Services; Executive Vice President | As of 2025 | Leads DCS, a core segment driving contract logistics and asset-backed capacity . |
| J.B. Hunt Transport Services, Inc. | President, Highway Services; Executive Vice President of People | As of 2024 | Oversaw highway operations and enterprise human capital strategy . |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| None disclosed | — | — | No external directorships or public roles disclosed in proxy filings . |
Fixed Compensation
| Metric | 2023 | 2024 | 2025 | Notes |
|---|---|---|---|---|
| Base Salary ($) | $550,000 | $567,500 | $578,850 | Annual salary adjustments per Compensation Committee. |
| Perquisites & Other Personal Benefits ($) | — | $14,413 | — | Legal/accounting $3,200; Club dues $10,273; Other $940; Airline lounge fees $800 . |
| Company 401(k) Contributions ($) | — | $9,782 | — | Applies to all eligible employees on nondiscriminatory basis . |
| Non-Equity Bonus ($) | — | $0 (no payout) | TBD (2025 plan) | 2024 bonus tied solely to operating income matrix; 2025 plan revised. |
Performance Compensation
Annual Cash Incentive (Company Bonus Plan)
| Year | Metric | Weighting | Target Range / Structure | Actual | Payout |
|---|---|---|---|---|---|
| 2024 | Operating Income | 100% | Matrix $938M–$1,269M; CEO/President payout 15%–185% of salary at thresholds; other NEOs 15%–160% | $831M | 0% (no payout) |
| 2024 (Hicks-specific eligibility) | Cash Bonus Pool Eligibility ($) | — | Threshold $85,125; Target $454,000; Max $908,000 | — | No bonus earned |
| 2025 | Operating Income | 70% | Payout based on 85%–115% of targets; adjustments permitted for unusual items | — | Range 25%–200% of salary for NEOs; Target 100% of salary |
| 2025 | Revenue (ex-Fuel Surcharge) | 15% | Payout based on 85%–115% of target | — | As above |
| 2025 | Preventable Collisions per Million Miles | 15% (inverse measure) | Payout based on 85%–115% of target | — | As above |
Equity Awards (Restricted Share Units)
| Grant Year | Award Type | Units Granted (#) | Grant-Date Fair Value ($) | Performance Metric | Vesting |
|---|---|---|---|---|---|
| 2024 | Performance RSUs (Operating Income) | 8,187 | $1,659,013 | Annual Operating Income thresholds per tranche | Annual increments over 4 years beginning Jan 31, 2025, contingent on goals |
| 2024 | Performance RSUs (ROIC) | 2,729 | $553,005 | 3‑yr ROIC vs 13‑company peer group; 0%–200% vesting | Single cliff vest Mar 31, 2027 |
| 2025 program change | Performance RSUs (ROIC; 3‑yr) | 60% of annual award in 2025 | — | ROIC with ±20% modifier on operating income CAGR (ultimate 0%–240%) | Single cliff after 3 years |
| 2025 program change | Time-based RSUs | 40% of annual award in 2025 | — | Retention-focused | 40%/40%/20% annual vest over 3 years (transitioning to 40/30/30 in 2026; 1/3 each from 2027) |
| Options | — | 0 | — | Company has no outstanding options for NEOs as of 12/31/24 | — |
2021 Three-Year Performance Outcomes (Vested in 2024)
| Metric | Target | Actual | Payout |
|---|---|---|---|
| EBITDA CAGR | 8.2%–13.2% | 11.7% | 120.0% of target units |
| ROIC vs Peer Percentile | 50th–100th percentile | 67.9th percentile | 135.8% of target units |
Equity Ownership & Alignment
| Item | Value |
|---|---|
| Direct Beneficial Ownership (Shares) | 39,841 |
| Shares Outstanding (for % calc) | 100,008,209 |
| Ownership as % of Outstanding | ~0.0398% (39,841 / 100,008,209) |
| Unvested/Unearned RSUs (Target Units) | 4,798; 7,471; 2,228; 3,462; 2,307; 1,156; 6,696; 2,975; 8,187; 2,729 (see outstanding awards table) |
| Market/Payout Value of Unearned RSUs (12/31/24) | $7,169,256 (at $170.66 close) |
| Stock Ownership Guidelines | EVP: 3.5× base salary; all covered officers met or are within time to meet |
| Hedging Policy | Prohibits short sales and derivatives (options, collars, etc.) |
| Pledging Policy | Permitted only under strict conditions; Board CGC approval for new pledges; disclosure required |
| Pledged Shares (Disclosed) | None for Hicks; pledges exist for Field, Kuhlow, Roberts III |
Vesting Schedules and Near-Term Supply
- Hicks holds multiple annual performance RSU tranches with scheduled vesting across 2025–2030 per the outstanding awards table (e.g., tranches listed for 1/31/26, 1/31/27, 1/31/28, etc.), contingent on operating and ROIC goals; certain 2025 tranches were forfeited due to nonachievement of required goals .
- 2024 awards vest annually (Operating Income) starting Jan 31, 2025, and ROIC awards cliff-vest on Mar 31, 2027, concentrating potential settlement events around these dates .
Employment Terms
| Provision | Details |
|---|---|
| Employment Contracts | None; no individual severance agreements disclosed . |
| Change-in-Control (CIC) | Double trigger required (CIC + termination without cause, retirement, or resignation for good reason) for accelerated vesting; Committee may accelerate upon death or disability . |
| CIC Definition | >30% stock ownership change (non-merger), Board majority turnover, or >50% change via merger/transaction; sale of substantially all assets, liquidation/dissolution triggers . |
| Non-Compete | Awards subject to 2‑year non‑competition covenant following cessation of employment . |
| Clawback | Dodd-Frank/Nasdaq-compliant recovery policy; MIP allows broad recoupment for conduct detrimental to Company; no restatements requiring recovery in 2024 . |
| Tax Gross-Ups | None disclosed in proxy . |
| Deferred Compensation | Plan available; no NEO participation in 2024 . |
Compensation Structure Analysis
- 2024 pay mix shows higher equity emphasis via performance RSUs; no option grants outstanding, consistent with Company’s view that RSUs are less dilutive and better aligned to performance and retention .
- 2024 short-term incentive paid 0% due to operating income shortfall ($831M vs matrix minimum $938M), reinforcing pay-for-performance discipline .
- 2025 plan shifts to multi-metric bonus (OI 70%, revenue ex-fuel 15%, safety 15%), and long-term awards shift toward 60% three‑year ROIC with OI growth modifier and 40% time-based RSUs, elevating long-term returns focus while maintaining annual operating rigor .
- Benchmarking targets compensation near the 50th percentile of peers; peer group updated to maintain relevance; risk review found no compensation-driven material adverse risk .
Related Party, Governance, and Say-on-Pay
- No related‑party transactions disclosed involving Hicks; CGC reviews related-party transactions case‑by‑case .
- Insider trading restrictions require pre‑clearance and prohibit derivatives; CGC oversees pledging approvals .
- Say‑on‑Pay support: 95.9% approval at 2024 Annual Meeting, indicating strong investor endorsement of compensation program .
Investment Implications
- Alignment: Significant unearned RSU value ($7.17M at 12/31/24) and multi‑year vesting schedules create retention hooks and tie outcomes to operating income and ROIC vs peers; no options or pledging by Hicks reduces misalignment risks .
- Near‑term supply and selling pressure: Annual performance tranches vest across 2026–2030 and a ROIC cliff in 2027, creating periodic settlement windows; forfeitures of certain 2025 tranches show real performance gating, dampening automatic supply creation .
- Pay-for-performance integrity: 2024 zero bonus outcome and 2025 program expansion to safety and revenue ex-fuel support disciplined incentives amidst operating volatility; heightened ROIC weighting with operating growth modifier suggests stronger long‑term capital stewardship and value creation focus .
- Retention risk: 1996–present tenure with elevated unvested equity and stricter clawback/pledging policies point to low voluntary departure risk; non‑compete covenants and double‑trigger CIC terms further reduce transition risk and windfall payouts .