Current Report Filing (8-k)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report: May 9, 2014

(Date of earliest event reported)

EXPEDITORS INTERNATIONAL OF WASHINGTON, INC.

(Exact name of registrant as specified in its charter)



Washington		000-13468	91-1069248
(State or other jurisdiction of		(Commission File No.)	(IRS Employer Identification Number)
incorporation or organization)


1015 Third Avenue, 12^th Floor, Seattle, Washington			98104
(Address of principal executive offices)			(Zip Code)

		(206) 674-3400
	(Registrant's telephone number, including area code)

		N/A
	(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 under 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 5.02	Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

The following information is furnished pursuant to Item 5.02, “Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.”

On May 12, 2014, Expeditors International of Washington, Inc., a Washington corporation, issued a press release announcing the resignation of Peter J. Rose as a member of and the Chairman of the Company's Board of Directors. A copy of the press release is furnished as Exhibit 99.1 to this report.

Also on May 12, 2014, the Company issued a press release announcing the the appointment of Robert R. Wright as Chairman of the Company's Board of Directors. A copy of the press release is furnished as Exhibit 99.2 to this report.

On May 13, 2014, the Company issued a press release announcing the appointment of Philip M. Coughlin as the Company's President of Global Geographies and Operations with immediate effect. Prior to this appointment, Mr. Coughlin was the Company's Executive Vice President of North America. A copy of the press release is furnished as Exhibit 99.3 to this report.

Item 9.01 Financial Statements and Exhibits.

(d) The following items are filed as exhibits to this report:


99.1	Press release, dated May 12, 2014 issued by Expeditors International of Washington, Inc. announcing the resignation of Peter J. Rose as member of and Chairman of the Company's Board of Directors.


99.2	Press release, dated May 12, 2014 issued by Expeditors International of Washington, Inc. announcing the appointment of Robert R. Wright as Chairman of the Company's Board of Directors.


99.3	Press release, dated May 13, 2014 issued by Expeditors International of Washington, Inc. announcing the appointment of Philip M. Coughlin as the Company's President of Global Geographies and Operations.

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 thereunto duly authorized.

EXPEDITORS INTERNATIONAL OF WASHINGTON, INC.



May 13, 2014		/s/ JEFFREY S. MUSSER
		Jeffrey S. Musser, President and Chief Executive Officer

Exhibit 99.1

PRESS RELEASE



By:	Expeditors International of Washington, Inc.
	1015 Third Avenue, Suite 1200
	Seattle, Washington 98104

	CONTACT:	Jeffrey S. Musser
		President and Chief Executive Officer
		(206) 674-3433
		FOR IMMEDIATE RELEASE

_____________________________________________________________________________________________

EXPEDITORS ANNOUNCES PETER ROSE'S RESIGNATION FROM THE BOARD OF DIRECTORS

SEATTLE, WASHINGTON - May 12, 2014, Expeditors International of Washington, Inc. (NASDAQ: EXPD), today announced that Peter J. Rose, past CEO and Chairman of the Board of Directors informed employees that he has resigned as both a member of and the Chairman of the Board of Directors.

In Rose’s letter, he reflects on his observations of the strength of the current Senior Management team. He makes note of his pride in their experience, their accomplishments, their readiness to take charge of the Company and finally the necessity of the team being able to pursue their current strategic re-assessment free of any influence flowing from their allegiance to a 25-year tenured CEO and Founder.

Rose referenced the need for corporations to change and adapt being a critical part of corporate sustainability. After expressing how exciting it is to see the energy driven by the Company’s strategic reassessment, Rose drew on an analogy of how eagles fly away once they’ve instinctively determined that their continued presence will be detrimental to development of their young. Rose went on to say that, just as eagles instinctively know when to fly away, it was important that his continued presence not overshadow the Senior Management team’s ability to pursue the same kind of experience he and co-founder James Wang had when they established Expeditors.

“Peter has always been a strong leader. He hired most of us, and trained and mentored all of us and his influence on this Company is deep and profound. One of the things that he’s always taught us to do is to be resolute in making the tough decisions and make them with integrity intact,” commented Jeffrey S. Musser, President and CEO. “Peter’s concern and desire that the strength of his personality and the influence of his day-to-day presence not directly impact the Senior Management team’s direction are particularly noteworthy and meaningful to us. We know that this was a tough decision for Peter, but he has put us, as close as he can, in the same position he and James were in when they started Expeditors. Flying away and allowing us to pursue this reassessment without concerns that we might not do things exactly the way he would is in the best interest of the Company’s future. He really can’t give the Senior Management team a greater vote of confidence than by 'flying away' and 'turning us loose' to complete our strategic reassessment and implement our plans. Thanks Peter for your confidence in our ability to chart the Company’s course using all the skills you’ve taught us over the years,” Musser concluded.

Expeditors is a global logistics company headquartered in Seattle, Washington. The company employs trained professionals in 185 full-service offices and numerous satellite locations located on six continents linked into a seamless worldwide network through an integrated information management system. Services include the consolidation or forwarding of air and ocean freight, customs brokerage, vendor consolidation, cargo insurance, time-definite transportation, order management, warehousing distribution and customized logistics solutions.

Exhibit 99.2

PRESS RELEASE



By:	Expeditors International of Washington, Inc.
	1015 Third Avenue, Suite 1200
	Seattle, Washington 98104

	CONTACT:	Jeffrey S. Musser
		President and Chief Executive Officer
		(206) 674-3433
		FOR IMMEDIATE RELEASE

_____________________________________________________________________________________________

EXPEDITORS APPOINTS ROBERT R. WRIGHT AS CHAIRMAN OF THE BOARD OF DIRECTORS

SEATTLE, WASHINGTON - May 12, 2014, Expeditors International of Washington, Inc. (NASDAQ: EXPD), today announced that Robert R. Wright has been appointed as Chairman of the Company's Board of Directors.

Mr. Wright became a director of the Company in May 2008, was appointed Chair of the Audit Committee in May 2009 and has served as the Company’s Lead Independent Director since May 2010. Since 2002, Mr. Wright has been the President and Chief Executive Officer of Matthew G. Norton Co., a real estate investment, development and management firm based in Seattle, Washington. Prior to joining Matthew G. Norton, Mr. Wright was the Regional Managing Partner of Tax for Arthur Andersen and the Chief Financial Officer of Brinderson Ltd., a construction and real estate development company. He currently serves on the Board of Directors for two privately held companies, Matthew G. Norton Co. and Stimson Lumber Company. Mr. Wright’s qualifications to serve on our Board of Directors include his over 20 years of senior leadership and management experience with a focus on the areas of tax, finance and real estate, in private industry and the public accounting environment.

“Bob did a great job as Lead Independent Director learning what we do as a business by making a point of visiting our offices and meeting with our employees and key members of Management. I’ve worked very closely with Bob over the past six months and I’ve gained an even greater deal of respect for his judgment, his character and his commitment to Expeditors. Bob has the same appreciation and understanding for Expeditors culture and the importance of our commitment to our customers and our concern for our people that our management and our employees share. That’s critical for someone taking on this role. I think Bob will do a great job in his role as our Chairman of the Board and look forward to working with him in the future,” said Jeffrey S. Musser, President and CEO.

In November of 2012, The Board of Directors adopted a policy requiring the CEO and Chairman roles be split. The resolution accommodated the fact that Mr. Rose was currently filling that role, by stipulating the next Chairman of the Board, following Rose’s retirement, would be selected from among existing Board members. Wright is Expeditors first Independent Chairman of the Board of Directors. “I’m very excited to take on this new role. I’m also grateful for the confidence the Board has shown in selecting me as the Board’s first Independent Chairman. Expeditors and the Board have always been focused on doing what is in the best interests of our shareholders and our employees particularly, with its impressive commitment to sound corporate governance and strong global compliance. I look forward to working in this role as we continue that trend,” Wright commented.

Exhibit 99.3

PRESS RELEASE



By:	Expeditors International of Washington, Inc.
	1015 Third Avenue, Suite 1200
	Seattle, Washington 98104

	CONTACT:	Jeffrey S. Musser
		President and Chief Executive Officer
		(206) 674-3433
		FOR IMMEDIATE RELEASE

_____________________________________________________________________________________________

EXPEDITORS APPOINTS PHILIP M. COUGHLIN AS

PRESIDENT OF GLOBAL GEOGRAPHIES AND OPERATIONS

SEATTLE, WASHINGTON - May 13, 2014, Expeditors International of Washington, Inc. (NASDAQ: EXPD), today announced that, effective immediately, Philip M. Coughlin, previously the Executive Vice President of North America, has been appointed President of Global Geographies and Operations. This position, while new in structure is not necessarily new in function. This role incorporates all geographic responsibilities which previously reported up to the Chief Executive Officer via the Company’s Geographic Presidents. This means that all geographic reporting responsibilities will report in through Mr. Coughlin, who will report directly to the Chief Executive Officer.

“This promotion is well deserved and very appropriate. Phil has been, and continues to be, a thought leader as well as an expert at tactical execution. Some of the very important projects that have been crafted and successfully implemented by Phil include ABcM ((Activity Based cost Measurement) productivity enhancements), CRDM (Customer Retention, Development and Management), as well as our Global Data Strategy initiatives. As we move into the implementation stages of our strategic re-assessment, it is important that we have both the right organizational structure and the right operational leader. We think this is the right structure and Phil is the right person to make this structure work by driving more uniformity and consistency throughout our global operations,” said Jeffrey S. Musser, President and Chief Executive Officer.

Mr. Coughlin is a graduate of the University of Illinois where he earned a B.A. in Liberal Arts and Sciences. Additionally, Mr. Coughlin holds a J.D. from The John Marshall Law School.

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