UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D/A
Under the Securities Exchange Act of 1934
J.B. HUNT TRANSPORT SERVICES, INC.
(Name of Issuer)
Common Stock, $.01 Par Value
(Title of Class of Securities)
445658-10-7
(CUSIP Number)
Charles C. Price, Esq.
Wright, Lindsey & Jennings LLP
200 West Capitol Avenue, Suite 2300
Little Rock, Arkansas 72201-3699
501-371-0808
(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
June 5, 2003
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report
the acquisition which is the subject of this Schedule 13D, and is filing this
schedule because of Rule 13d-1(b)(3) or (4), check the following box [ ].
Check the following box if a fee is being paid with the statement [ ]. (A fee is
not required only if the reporting person: (1) has a previous statement on file
reporting beneficial ownership of more than five percent of the class of
securities described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less or such class.)
(See Rule 13d-7.)
Page 1
SCHEDULE 13D/A
CUSIP No. 445658-10-7
1 NAMES OF REPORTING PERSONS, I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
JOHNELLE HUNT, LLC
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (A) / /
(B) /X/
3 SEC USE ONLY
4 SOURCE OF FUNDS (SEE INSTRUCTIONS)
NOT APPLICABLE
5 CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) / /
6 CITIZENSHIP OR PLACE OF ORGANIZATION
STATE OF ARKANSAS
7 SOLE VOTING POWER
NUMBER OF SHARES
BENEFICIALLY OWNED BY
EACH REPORTING PERSON -0-
WITH
8 SHARED VOTING POWER
110,905
9 SOLE DISPOSITIVE POWER
-0-
10 SHARED DISPOSITIVE POWER
110,905
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
110,905
12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) / /
NOT APPLICABLE
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.28%
14 TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
OO
Page 2
SCHEDULE 13D/A
CUSIP No. 445658-10-7
1 NAMES OF REPORTING PERSONS, I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
JOHNELLE D. HUNT
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (A) / /
(B) /X/
3 SEC USE ONLY
4 SOURCE OF FUNDS (SEE INSTRUCTIONS)
NOT APPLICABLE
5 CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) / /
6 CITIZENSHIP OR PLACE OF ORGANIZATION
UNITED STATES OF AMERICA
7 SOLE VOTING POWER
NUMBER OF SHARES
BENEFICIALLY OWNED BY 3,071
EACH REPORTING PERSON
WITH
8 SHARED VOTING POWER
8,433,255
9 SOLE DISPOSITIVE POWER
3,071
10 SHARED DISPOSITIVE POWER
8,433,255
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
8,436,326
12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) / /
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
21.43%
14 TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IN
Page 3
SCHEDULE 13D/A
CUSIP No. 445658-10-7
1 NAMES OF REPORTING PERSONS, I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
J.B. HUNT, LLC
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (A) / /
(B) /X/
3 SEC USE ONLY
4 SOURCE OF FUNDS (SEE INSTRUCTIONS)
NOT APPLICABLE
5 CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) / /
6 CITIZENSHIP OR PLACE OF ORGANIZATION
STATE OF ARKANSAS
7 SOLE VOTING POWER
NUMBER OF SHARES
BENEFICIALLY OWNED BY -0-
EACH REPORTING PERSON
WITH
8 SHARED VOTING POWER
8,322,350
9 SOLE DISPOSITIVE POWER
-0-
10 SHARED DISPOSITIVE POWER
8,322,350
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
8,322,350
12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) / /
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
21.14%
14 TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
OO
Page 4
SCHEDULE 13D/A
CUSIP No. 445658-10-7
1 NAMES OF REPORTING PERSONS, I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
J.B. HUNT
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (A) / /
(B) /X/
3 SEC USE ONLY
4 SOURCE OF FUNDS (SEE INSTRUCTIONS)
NOT APPLICABLE
5 CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) / /
6 CITIZENSHIP OR PLACE OF ORGANIZATION
UNITED STATES OF AMERICA
7 SOLE VOTING POWER
NUMBER OF SHARES
BENEFICIALLY OWNED BY
EACH REPORTING PERSON 151,628
WITH
8 SHARED VOTING POWER
8,433,255
9 SOLE DISPOSITIVE POWER
151,628
10 SHARED DISPOSITIVE POWER
8,433,255
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
8,584,833
12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) / /
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
21.81%
14 TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IN
Page 5
ITEM 1. Security and Issuer
This statement relates to the common stock, $0.01 par value, of J.B.
Hunt Transport Services, Inc. (the "Issuer"). The CUSIP number for the common
stock is 445658-10-7. The executive offices of the Issuer are located at 615
J.B. Hunt Corporate Drive, Lowell, Arkansas 72745.
ITEM 2. Identity and Background
(a) Name: Johnelle D. Hunt
(b) Business address: 807 W. Bowen Blvd., Fayetteville, Arkansas
72703
(c) Present Occupation: Corporate Secretary, J.B. Hunt Transport
Services, Inc.
(d) Johnelle D. Hunt has not, during the last five years, been
convicted in a criminal proceeding (excluding traffic
violations or similar misdemeanors).
(e) Johnelle D. Hunt was not, during the last five years, a party
to a civil proceeding of a judicial or administrative body of
competent jurisdiction, or subject to a judgment, decree or
final order enjoining future violations of, or prohibiting or
mandating activities subject to, federal or state securities
laws or finding any violation with respect to such laws.
(f) Citizenship: United States of America
(a) Name: Johnelle Hunt, LLC
(b) Business address: 807 W. Bowen Blvd., Fayetteville, Arkansas
72703
(c) Principal Business: Management of the personal investments and
business assets of Johnelle D Hunt, its Co-Manager
(d) The Johnelle Hunt, LLC, has not, during the last five years,
been convicted in a criminal proceeding (excluding traffic
violations or similar misdemeanors).
(e) The Johnelle Hunt, LLC, was not, during the last five years, a
party to a civil proceeding of a judicial or administrative
body of competent jurisdiction, or subject to a judgment,
decree or final order enjoining future violations of, or
prohibiting or mandating activities subject to, federal or
state securities laws or finding any violation with respect to
such laws.
(f) Citizenship: Arkansas
Page 6
(a) Name: J.B. Hunt
(b) Business address: 807 W. Bowen Blvd., Fayetteville, Arkansas
72703
(c) Present Occupation: Senior Chairman of the Board, J.B. Hunt
Transport Services, Inc.
(d) J.B. Hunt has not, during the last five years, been convicted
in a criminal proceeding (excluding traffic violations or
similar misdemeanors).
(e) J.B. Hunt was not, during the last five years, a party to a
civil proceeding of a judicial or administrative body of
competent jurisdiction, or subject to a judgment, decree or
final order enjoining future violations of, or prohibiting or
mandating activities subject to, federal or state securities
laws or finding any violation with respect to such laws.
(f) Citizenship: Arkansas
(a) Name: J.B. Hunt, LLC
(b) Business address: 807 W. Bowen Blvd., Fayetteville, Arkansas
72703
(c) Principal Business: Management of the personal investments and
business assets of J.B. Hunt, its Co-Manager
(d) The J.B. Hunt, LLC, has not, during the last five years, been
convicted in a criminal proceeding (excluding traffic
violations or similar misdemeanors).
(e) The J.B. Hunt, LLC, was not, during the last five years, a
party to a civil proceeding of a judicial or administrative
body of competent jurisdiction, or subject to a judgment,
decree or final order enjoining future violations of, or
prohibiting or mandating activities subject to, federal or
state securities laws or finding any violation with respect to
such laws.
(f) Citizenship: Arkansas
ITEM 3. Source and Amount of Funds or Other Consideration
Not applicable.
Page 7
ITEM 4. Purpose of Transaction
On May 6, 2003, J.B. Hunt LLC entered into a forward sale contract for
shares of J.B. Hunt Transport Services, Inc. ("Company" or "Issuer") with a
financial institution. The contract establishes a collar on the price of the
shares, whereby the Purchaser agrees to pay a price dependent on the market
price of the stock on each settlement date as set forth in the contract. The
maximum number of shares that may be delivered under the contract will be
determined at the time the collar is set. The Seller will amend this Schedule
13D at such time to reflect the maximum number of shares that could be
delivered. At the termination of the contract, the Seller can elect to settle
the contract in stock or in cash, by paying or receiving the difference between
the settlement price and the strike prices under the contract, as applicable.
On May 15, 2003, J.B. Hunt, LLC closed a portion of its 5-year forward
sale contract. The closing set the high and low collar prices at $31.30 and
$48.43, respectively, for 288,829 shares. The reference price for this portion
of the contract is $34.78, which fixed the collar prices for $10,045,473 of the
$40,000,000 contract.
On June 5, 2003, J.B. Hunt LLC closed a portion of its 5-year forward
sale contract. The closing set the high and low collar prices at $48.14 and
$32.01, respectively, for 343,000 shares. The reference price for this portion
of the contract is $35.57, which fixed the collar prices for $12,200,510 of the
$40,000,000 contract, in addition to the $10,045,473 collar price fixed on May
19, 2003.
ITEM 5. Interest in Securities of the Issuer
(a) The Johnelle Hunt, LLC, is the beneficial owner of 110,905
shares of common stock of the Company which represents 0.28%
of the outstanding shares of the Company.
(b) Johnelle Hunt, LLC:
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote: -0-
(ii) Shared power to vote or to direct the vote: 110,905
(iii) Sole power to dispose or to direct the disposition of: -0-
(iv) Shared power to dispose or to direct the disposition of: 110,905
(c) On April 17, 2003, the Johnelle Hunt LLC made a gift of 10,000
shares of common stock of the Company to Washington Regional
Medical Foundation. On April 22, 2003, the J.B. Hunt LLC made
a gift of 37,750 shares of common stock of the Company to
First Baptist Church of Springdale, Arkansas. On May 8, 2003,
the J.B. Hunt LLC made a gift of 750 shares of common stock of
the Company to Arkansas Children's Hospital Foundation. Mr.
and Mrs. Hunt are co-managers of both the Johnelle Hunt LLC
and the J.B. Hunt LLC.
(d) Not applicable.
(e) Not applicable.
(a) The total number of shares outstanding on March 31, 2003, was
39,357,935 shares.
Page 8
Mrs. Hunt is the beneficial owner of 8,436,326 shares of
common stock of the Company, which represents 21.43% of the
outstanding shares of the Company.
(b) Johnelle D. Hunt:
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote: 3,071
(ii) Shared power to vote or to direct the vote: 8,433,255
(iii) Sole power to dispose or to direct the disposition of: 3,071
(iv) Shared power to dispose or to direct the disposition of: 8,433,255
(c) On April 17, 2003, the Johnelle Hunt LLC made a gift of 10,000
shares of common stock of the Company to Washington Regional
Medical Foundation. On April 22, 2003, the J.B. Hunt LLC made
a gift of 37,750 shares of common stock of the Company to
First Baptist Church of Springdale, Arkansas. On May 8, 2003,
the J.B. Hunt LLC made a gift of 750 shares of common stock of
the Company to Arkansas Children's Hospital Foundation. Mr.
and Mrs. Hunt are co-managers of both the Johnelle Hunt LLC
and the J.B. Hunt LLC.
(d) Not applicable.
(e) Not applicable.
(a) The J.B. Hunt, LLC, is the beneficial owner of 8,322,350
shares of common stock of the Company, which represents 21.14%
of the outstanding shares of the Company.
(b) J.B. Hunt, LLC:
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote: -0-
(ii) Shared power to vote or to direct the vote: 8,322,350
(iii) Sole power to dispose or to direct the disposition of: -0-
(iv) Shared power to dispose or to direct the disposition of: 8,322,350
(c) On April 17, 2003, the Johnelle Hunt LLC made a gift of 10,000
shares of common stock of the Company to Washington Regional
Medical Foundation. On April 22, 2003, the J.B. Hunt LLC made
a gift of 37,750 shares of common stock of the Company to
First Baptist Church of Springdale, Arkansas. On May 8, 2003,
the J.B. Hunt LLC made a gift of 750 shares of common stock of
the Company to Arkansas Children's Hospital Foundation. Mr.
and Mrs. Hunt are co-managers of both the Johnelle Hunt LLC
and the J.B. Hunt LLC.
(d) Not applicable.
(e) Not applicable.
Page 9
(a) Mr. Hunt is the beneficial owner of 8,584,883 shares of common
stock of the Company, which represents 21.81% of the
outstanding shares of the Company.
(b) J.B. Hunt:
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote: 151,628
(ii) Shared power to vote or to direct the vote: 8,433,255
(iii) Sole power to dispose or to direct the disposition of: 151,628
(iv) Shared power to dispose or to direct the disposition of: 8,433,255
(c) On April 17, 2003, the Johnelle Hunt LLC made a gift of 10,000
shares of common stock of the Company to Washington Regional
Medical Foundation. On April 22, 2003, the J.B. Hunt LLC made
a gift of 37,750 shares of common stock of the Company to
First Baptist Church of Springdale, Arkansas. On May 8, 2003,
the J.B. Hunt LLC made a gift of 750 shares of common stock of
the Company to Arkansas Children's Hospital Foundation. Mr.
and Mrs. Hunt are co-managers of both the Johnelle Hunt LLC
and the J.B. Hunt LLC.
(d) Not applicable.
(e) Not applicable.
ITEM 6. Contracts, Arrangements, Understandings or Relationships With Respect
to Securities of the Issuer
Not applicable.
ITEM 7. Material to be Filed as Exhibits
(a) ISDA Master Agreement previously filed as Exhibit A on
Schedule 13D dated May 19, 2003
(b) Schedule to the Master Agreement previously filed as Exhibit B
on Schedule 13D dated May 19, 2003
(c) Confirmation dated May 19, 2003 previously filed as Exhibit C
on Schedule 13D dated May 19, 2003
(d) Confirmation dated June 5, 2003
Page 10
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
Date: June 24, 2003
----------------------------
/s/ Johnelle Hunt
-----------------------------------
Johnelle Hunt
Page 11
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
Date: June 24, 2003
----------------------------------------------
Johnelle Hunt, LLC
By: /s/ Johnelle Hunt
------------------------------------------------
Johnelle Hunt, Co-Manager
By: /s/ J.B. Hunt
------------------------------------------------
J.B. Hunt, Co-Manager
Page 12
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
Date: June 24, 2003
-----------------------------
/s/ J.B. Hunt
------------------------------------
J.B. Hunt
Page 13
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
Date: June 24, 2003
----------------------------------------------
J.B. Hunt, LLC
By: /s/ J.B. Hunt
------------------------------------------------
J.B. Hunt, Co-Manager
By: /s/ Johnelle Hunt
------------------------------------------------
Johnelle Hunt, Co-Manager
Page 14