Acquisition of ECM Transport Group

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2021

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#1WERNER WERNER ENTERPRISES Acquisition of ECM Transport Group July 1, 2021 GRADERING#2DISCLOSURE STATEMENT This presentation may contain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995, as amended. Such forward-looking statements are based on information presently available to the Company's management and are current only as of the date made. Such statements are by nature subject to uncertainties and risks, including but not limited to, the impact of the coronavirus pandemic (COVID-19) and the operational, financial and legal risks detailed in the Company's Annual Report on Form 10-K for the year ended December 31, 2020 and Quarterly Report on Form 10-Q for the period ended March 31, 2021. These risks and uncertainties could cause actual results or events to differ materially from historical results or those anticipated. For those reasons, undue reliance should not be placed on any forward-looking statement. The Company assumes no duty or obligation to update or revise any forward-looking statement, although it may do so from time to time as management believes is warranted or as may be required by applicable securities law. Any such updates or revisions may be made by filing reports with the U.S. Securities and Exchange Commission, through the issuance of press releases or by other methods of public disclosure. WERNER WE KEEP AMERICA MOVINGⓇ 2#3Terms Financing & Closing Strategic Rationale WERNER Transaction Highlights 80% ownership stake in ECM Transport Group (ECM) Exclusive option to buy remaining 20% ownership stake five years following transaction close $142.4M (funded with cash on hand and new borrowing) Finalized a new $100M loan that matures in May 2024 with BMO Harris Bank N.A., with an all-in interest rate of 1.3% Closed July 1, 2021 Expected to be accretive in year one Expands terminal, fleet and driver footprint in the strategic Mid-Atlantic, Ohio and Northeast regions Network of 8 terminals and 18 drop yard facilities complementary to existing Werner terminal infrastructure Increased exposure to high velocity, shorter length of haul segments of 200-300 miles ● Adds high-quality talent and increases Werner fleet size by more than 6% Addition of over 500 highly-skilled and tenured drivers Extremely low driver turnover Fleet of nearly 500 trucks and 2,000 trailers Synergies expected through combined management of fleet Combines similar cultures focused on safety and customer service excellence Highest standards of driver training and safe operations Continuous investment in technology and IT infrastructure to enhance on-time delivery performance Shared values of picking winning customers with high expectations, establishing long-term mutual service and revenue objectives, and delivering best-in-class performance to stabilize volume and minimize churn Existing ECM leadership (including founder and President Ed Meier), drivers and non-driver associates will remain in place and we are retaining the ECM brand to ensure smooth integration and high driver retention ECM will operate as a standalone business unit within Werner and their financial results will be reported in Werner's One- Way Truckload unit within Truckload Transportation Services WE KEEP AMERICA MOVINGⓇ 3#45 Ts+S ARE CORE COMPONENTS OF OUR STRATEGY TRANSACTION ALIGNED WITH OUR COMMITMENT TO REMAIN AT THE FOREFRONT OF THE TL INDUSTRY Werner Key Focus Areas ECM Maintain the age of our industry-leading modern truck fleet, which includes state-of- the-art safety technology ▪ Newer truck fleet (3-year average age), satellite tracking of trucks and trailers, leading safety technology 1. Trucks 2. Trailers 3. Talent 4. Terminals 5. Technology + Sustainability WERNER OO 800 inte lawwww WERNER WE KEEP AMERICA MOVINGⓇ ■ ▪ Remain at forefront of industry with young trailer fleet age ▪ Grow our expansive network of terminals, dedicated fleet locations, and driving schools ■ Maintain rigorous hiring and retention processes to attract and retain industry- leading talent ■ Continuously upgrade and modernize IT infrastructure and data security (e.g., Werner EDGE) Further develop our sustainability practices with specific milestone goals through a multi-phased strategy - 4 to 1 trailer to tractor ratio to optimize trip-intensive, shorter-haul freight ▪ Strict driver hiring and retention criteria, very low driver turnover Carefully designed comprehensive terminal and drop yard network designed to maximize productivity and optimize profitability Continuous IT investment to enhance on-time performance in regional market ▪ Will join Werner in our sustainability journey 4#5Selected ECM data 2020 Revenues $108M 2020 Operating Margin 19.8% 2020 Driver Turnover Extremely low Founded 1988 Werner and ECM network WERNER Trucks 500 Trailers 2,000 Drivers > 500 Facilities 8 terminals, 18 drop yards WE KEEP AMERICA MOVINGⓇ Fontana, CA Henderson, Co Phoenix, AZ Werner Terminals HQ Omaha, NE El Paso, TX Northwood, OH Joliet, IL Springfield, OH St. Louis, MO Richmond, IN Grandview, MO West Memphis, AR Dallas, TX San Antonio, TX Brownstown, MI Laredo, TX Millington, TN Columbus, OH Jackson, MS Werner Driver Training Schools Fremont, OH Akron, OH Dunn, NC Bethlehem, PA Allentown, PA Lithia Springs, GA Tampa, FL -York, PA Cheswick, PA Hunker, PA Meadow Lands, PA Savannah, GA Jacksonville, FL Orlando, FL Lakeland, FL A ECM Terminals 5#6Omaha, NE Headquarters 2020 Revenues by Segment Werner + ECM Pro Forma Werner 20% 3% WERNER + ECM PRO FORMA Premium Truckload Transportation & Logistics Services Provider 19% OO 77% $3.0B Market Cap¹ WERNER 3% 78% ▪ Truckload Transportation Services (TTS) ▪ Werner Logistics ▪ Driver Training Schools and Other WE KEEP AMERICA MOVINGⓇ 4,920 Dedicated Fleet Size¹ 2020 Revenues by Vertical Top 50 Customers Retail Manuf./Ind. Food & Beverage Logistics/Other 3,315 One-Way Fleet Size¹ 10% 9% 19% 20% 20% 18% ■Werner + ECM ■Werner 51% 53% 13,205 Associates² 2020 Revenues by Customer Top 5 Top 10 Top 25 Top 50 1.1% Dividend Yield¹ 36% 36% ■ Werner + ECM 49% 49% ■Werner 1 As of 6/25/21 for Market Cap and Dividend Yield and as of 3/31/21 for Dedicated Fleet Size and One-Way Truckload Fleet Size. ² Associates as of 3/31/21 includes 12,830 employees and 375 independent contractor drivers. 3 TTS includes Dedicated and One-Way Truckload. 66% 67% 79% 79% 6#7DISCIPLINED CAPITAL ALLOCATION Continual and Consistent Investment in the 5Ts + S ▪ Reinvestments in new, feature rich trucks and trailers, including the latest safety technology, that extend sustainable competitive advantages for customers and drivers ▪ Werner Edge enhanced IT (better, faster, less expensive, more secure) Priorities Committed to Returning Cash to Shareholders ▪ 130K shares purchased for $5.5M in 1Q21, average price per share of $42 ▪ Continued quarterly dividends since July 1987; raised quarterly dividend by 11% in 1Q21 and another 20% in 2Q21 ▪ Will continue to consider bolt-on strategic acquisitions ■ Maintain a Strong and Flexible Financial Position ▪ Debt of $175M, Equity of $1.228B (as of 3/31/21) ▪ New loan borrowing of $100M for ECM acquisition 6/30/21 Long-term goal of net debt to EBITDA of 0.5x to 1.0x WERNER WE KEEP AMERICA MOVINGⓇ Capital Allocation History 2018-2020 $1.4B Dividends $334M 0.2x Share Buybacks $171M Pro Forma Net Debt to LTM EBITDA 0.6x 0.3x Reinvestment in 5 T's + S $899M 12/31/18 12/31/19 12/31/20 0.2x 0.4x 3/31/21 3/31/21 Pro Forma 7#8WERNER INVEST WITH US Consistent and flexible execution of 5 Ts + S strategy during COVID enabled Werner to achi record first quarter Adjusted operating income and Adjusted EPS Strong freight demand expected in 2021; balanced revenue portfolio and consumer-centric freight base with winning customers provides earnings and cash flow stability through the cycle Expanding existing driver training school network with four new locations in 2021; supports modest fleet growth augmented with asset-light logistics program Committed to continuous improvement in operational performance; aligning with leading edge technology partners to enhance Safety and Supply Chain Automation, Visibility and Productivity Management team firmly committed to achieving recently announced Environmental, Social, and Governance goals; inaugural Corporate Sustainability Report (CSR) to be issued in third quarter 2021 Financially and operationally well-positioned to grow earnings and free cash flow while creating long-term, sustainable shareholder value 8#9WERNER WERNER ENTERPRISES FOR MORE INFORMATION, VISIT WERNER.COM f✔ in Ⓒ - » O GRADERING

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