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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2015 OR TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 1-4364 RYDER SYSTEM, INC. (Exact name of registrant as specified in its charter) Florida 59-0739250 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.) 11690 N.W. 105 th Street, Miami, Florida 33178 (305) 500-3726 (Address of principal executive offices, including zip code) (Telephone number, including area code) Title of each class Name of exchange on which registered Ryder System, Inc. Common Stock ($0.50 par value) New York Stock Exchange Securities registered pursuant to Section 12(b) of the Act: Securities registered pursuant to Section 12(g) of the Act: None Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. YES NO Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. YES NO Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. YES NO Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T ( 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). YES NO Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of the registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or smaller reporting company. See the definitions of \"large accelerated filer,\" \"accelerated filer\" and \"smaller reporting company\" in Rule 12b-2 of the Exchange Act. Large accelerated filer Accelerated filer Non-accelerated filer Smaller reporting company Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). YES NO The aggregate market value of the voting and non-voting common equity held by non-affiliates of the registrant computed by reference to the price at which the common equity was sold at June 30, 2015 was $ 4,653,524,571 . The number of shares of Ryder System, Inc. Common Stock ($0.50 par value per share) outstanding at January 31, 2016 was 53,493,748 . Documents Incorporated by Reference into this Report Part of Form 10-K into which Document is Incorporated Ryder System, Inc. 2016 Proxy Statement Part III RYDER SYSTEM, INC. FORM 10-K ANNUAL REPORT TABLE OF CONTENTS PART I ITEM 1 Business 1 ITEM 1A Risk Factors 12 ITEM 1B Unresolved Staff Comments 19 ITEM 2 Properties 19 ITEM 3 Legal Proceedings 19 ITEM 4 Mine Safety Disclosures PART II ITEM 5 Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities 20 ITEM 6 Selected Financial Data 23 ITEM 7 Management's Discussion and Analysis of Financial Condition and Results of Operations 24 ITEM 7A Quantitative and Qualitative Disclosures About Market Risk 59 ITEM 8 Financial Statements and Supplementary Data 60 ITEM 9 Changes In and Disagreements with Accountants on Accounting and Financial Disclosure 120 ITEM 9A Controls and Procedures 120 ITEM 9B Other Information 120 PART III ITEM 10 Directors, Executive Officers and Corporate Governance 120 ITEM 11 Executive Compensation 120 ITEM 12 Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters 121 ITEM 13 Certain Relationships and Related Transactions, and Director Independence 121 ITEM 14 Principal Accountant Fees and Services PART IV ITEM 15 Exhibits and Financial Statement Schedules Exhibit Index Page No. 19 121 122 123 SIGNATURES 126 i PART I ITEM 1. BUSINESS OVERVIEW Ryder System, Inc. (Ryder) is a global leader in transportation and supply chain management solutions. Our operating segments are aggregated into reportable business segments based upon similar economic characteristics, products, services, customers and delivery methods. During the first quarter of 2015 , our management structure changed within the supply chain business. We created the role of President of Dedicated Transportation Solutions (DTS) for the dedicated product offering, which was previously within Supply Chain Solutions (SCS). Beginning in 2015 , we are reporting our financial performance based on three business segments: (1) Fleet Management Solutions (FMS), which provides full service leasing, commercial rental, contract maintenance, and contractrelated maintenance of trucks, tractors and trailers to customers principally in the U.S., Canada and the U.K.; (2) DTS, which provides vehicles and drivers as part of a dedicated transportation solution in the U.S.; and (3) SCS, which provides comprehensive supply chain solutions including distribution and transportation services in North America and Asia. Dedicated transportation services provided as part of an integrated, multi-service, supply chain solution to SCS customers are reported in the SCS business segment. For financial information and other information relating to each of our business segments and about our geographic areas, see Item 7, \"Management's Discussion and Analysis of Financial Condition and Results of Operations,\" of this report and Note 29 , " Segment Reporting ," in the Notes to Consolidated Financial Statements. MISSION AND STRATEGY Ryder's mission is to provide innovative fleet management and supply chain solutions that are reliable, safe and efficient, enabling our customers to deliver on their promises. We seek to deliver valuable solutions that will compel customers to outsource their fleet management and supply chain needs to us. Our strategy is to grow our fleet management and supply chain outsourcing services by targeting private fleets (FMS and DTS) and key industries (SCS) with innovative solutions, operational excellence, best in class talent and information technology. This strategy is supported by: offering innovative products, solutions and support services that will create and strengthen customer relationships; delivering operational excellence through continuous productivity and process improvements; attracting, developing and retaining the best talent, and fostering a culture where leaders engage their people to innovate, pursue Ryder's mission and build on its values; and deploying technology that will enable growth while improving operational efficiencies. 1 INDUSTRY AND OPERATIONS Fleet Management Solutions Value Proposition Through our FMS business, we provide our customers with a variety of fleet solutions that are designed to improve their competitive position. By outsourcing these services to us, our customers can focus on their core business, improve their efficiency and productivity, and lower their costs. Our FMS product offering is comprised of longer-term full service leasing and contract maintenance services; shorter-term commercial truck rental; flexible maintenance services; and value-added fleet support services such as insurance, vehicle administration and fuel services. In addition, we provide our customers the ability to purchase a large selection of used trucks, tractors and trailers through our used vehicle sales program. Market Trends The U.S. commercial fleet market is estimated to include 7.9 million vehicles (1) of which 4.1 million vehicles are with privately held companies, 1.4 million vehicles (2) are with for-hire carriers, 0.5 million vehicles are leased from banks or other financial institutions and 0.8 million vehicles are in the lease and rental market. The 4.1 million vehicles privately owned by companies provide all or a portion of the transportation services for themselves rather than outsourcing those services to third parties such as Ryder. Several trends have been increasing the need for outsourcing: increased demand for efficiency and reliability; increased complexity and cost of buying and maintaining vehicles including technology, diagnostics, and training; labor issues including a shortage of qualified truck drivers and mechanics; as well as increased regulation and enforcement of safety requirements. Because of these trends, we believe the privately held fleets and the forhire carriers will increasingly decide to outsource. Ryder also targets customers who are already outsourcing with other providers. Ryder has been operating in Canada for over 50 years. Similar trends apply to outsourcing in Canada, and the Canadian commercial fleet is estimated at 500,000 vehicles, of which approximately 27,000 are lease and rental (3) . In the U.K., the commercial rental and lease market is estimated at 200,000 units (4) . The total lease and rental market in Ryder's major markets totals over 1 million units. However, due to general trends and the trends in market sub-segments described above, combined with our success in converting owners to outsourcing, the total market potential for Ryder is significantly higher. Over the last several years, many key trends have been reshaping the transportation industry. We strongly believe these trends increase the value of our product offering. Because of increased demand for efficiency and reliability, companies that own and manage their own fleet of vehicles have put greater emphasis on the quality of their preventive maintenance and safety programs. The maintenance and operation of commercial vehicles has become more complicated and expensive, requiring companies to spend a significant amount of time and money to keep up with new technology, diagnostics, retooling and training. Increased regulation and active enforcement efforts by federal and state governments require more stringent and costly operational processes and oversight. Fluctuating energy prices and alternative fuel technologies make it difficult for businesses to predict and manage fleet costs. Finally, the tightened credit market has limited some businesses' access to capital at a time when commercial vehicle costs have increased as a result of the more expensive, EPA-compliant engines. Operations For the year ended December 31, 2015 , our global FMS business accounted for 63% of our consolidated revenue. U.S. Our FMS customers in the U.S. range from small businesses to large national enterprises operating in a wide variety of industries, the most significant of which are food and beverage, transportation and warehousing, housing, business and personal services, and industrial. At December 31, 2015 , we had 529 operating locations, excluding ancillary storage locations, in 50 states and Puerto Rico. A location typically consists of a maintenance facility or \"shop\Page 1 INPUTS FOR VALUATION Current Inputs Enter the current revenues of the firm = Enter current capital invested in the firm = Enter the current depreciation = Enter the current capital expenditures for the firm = Enter the change in Working Capital in last year = Enter beginning shareholder's equity Enter the value of current debt outstanding = Enter the number of shares outstanding = High Growth Period (Book Value of Equity + Book Value of Debt) (you might try an average of the prior 3 years) (current assets current liabilities for the most recent year) (current assets current liabilities for the prior year) Your Inputs Enter the growth rate in revenues for the next 5 years = What will all operating expenses be as a % of revenues in the fifth year? (Operating expenses include depreciation: This is equal to (1Pretax Operating Margin)) How much debt do you plan to use in financing investments? (you might try an average of the prior 3 years) Enter the growth rate in capital expenditures & depreciation (you might try an average of the prior 3 years) Enter working capital as a percent of revenues (current assets current liabilities) / Revenues Enter the tax rate that you have on corporate income (you might try an average of the prior 3 years) What beta do you want to use to calculate cost of equity = Enter the current long term bond rate =