FedEx Names R. Brad Martin Chair of Ten-Member Board for June 2026 Freight Spin-Off
FedEx has appointed R. Brad Martin as chairman and incoming FedEx Freight CEO John Smith among a ten-member board for the planned June 1, 2026 spin-off. The board also features former Dollar Tree CFO Jeffrey Davis, ex-Lowe’s EVP Donald Frieson and ex-UPS CCO Cindy Miller, highlighting logistics and financial expertise.
1. Financing Facilities Secured for FedEx Freight
FedEx Corp. has arranged a five-year, $1.2 billion revolving-credit facility and a three-year, $600 million delayed-draw term-loan facility to support the planned spin-off of FedEx Freight. The committed facilities will provide liquidity to fund operating requirements, capital expenditures and working-capital needs for the new independent LTL carrier. Syndicate banks include Goldman Sachs & Co. LLC, which also serves as financial advisor for the transaction, alongside a group of global lenders. The credit agreement contains standard covenants and a leverage ratio covenant calibrated to FedEx Freight’s projected standalone financial profile, reflecting the company’s targeted investment-grade credit rating.
2. Filing of Form 10 Registration Statement
On January 16, 2026, FedEx filed a Form 10 registration statement with the U.S. Securities and Exchange Commission to register the stock of FedEx Freight in connection with its planned spin-off. The filing outlines a transaction expected to become effective on June 1, 2026, subject to final board approval and customary closing conditions. FedEx Freight will list its common shares on the New York Stock Exchange under the symbol FDXF, and the spin-off is structured to be tax-free to FedEx and its shareholders, except for any cash paid in lieu of fractional shares. The registration statement highlights FedEx Freight’s national network of roughly 355 service centers, 39,000 team members and nearly 30,000 vehicles, and forecasts sustained free cash flow generation to support disciplined capital returns post-separation.
3. Board of Directors for Independent FedEx Freight
FedEx has announced a ten-member board for the future independent FedEx Freight, chaired by R. Brad Martin, who has led FedEx Corp.’s board since September 2025. Incoming FedEx Freight CEO John Smith will join as a director alongside eight industry leaders, including Jeffrey A. Davis, former CFO of Dollar Tree and Walmart U.S.; Donald E. Frieson, ex-Supply Chain EVP at Lowe’s and Walmart; and Cindy J. Miller, former CEO of Stericycle and senior UPS executive. The board’s composition balances deep LTL and supply-chain expertise with financial, audit and risk-management acumen. Skadden, Arps, Slate, Meagher & Flom LLP is serving as legal counsel, ensuring corporate governance and regulatory compliance ahead of the June 1 spin-off.