CNW / Con-way Inc. - Documents déposés auprès de la SEC, rapport annuel, procuration

Con-way Inc.
US ˙ NYSE
CE SYMBOLE N'EST PLUS ACTIF

Statistiques de base
CIK 23675
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Con-way Inc.
SEC Filings (Chronological Order)
Cette page fournit une liste complète et chronologique des documents déposés auprès de la SEC, à l'exclusion des documents relatifs à la participation que nous fournissons ailleurs.
November 9, 2015 15-15D

Con-way 15-15D

15-15D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 333-148234 333-116211 Con-way Inc. (Exact name of registrant as speci

November 9, 2015 15-15D

Con-way 15-15D

15-15D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 333-148234 333-116211 Con-way Inc. (Exact name of registrant as speci

November 9, 2015 15-12B

Con-way 15-12B

15-12B UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number: 001-05046 Con-way Inc. (Exact name of registrant as specified in its

November 2, 2015 EX-3.1

AMENDED AND RESTATED CERTIFICATE OF INCORPORATION CON-WAY INC. ARTICLE I

EX-3.1 Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF CON-WAY INC. ARTICLE I The name of the corporation (which is hereinafter referred to as the ?Corporation?) is CON-WAY INC. ARTICLE II The address of the Corporation?s registered office in the State of Delaware is c/o Registered Agent Solutions, Inc., 1679 S. Dupont Highway, Suite 100 in the City of Dover, County of Kent, State

November 2, 2015 EX-99.1

XPO Logistics Acquires Con-way Becomes the second largest LTL provider in North America

EX-99.1 Exhibit 99.1 XPO Logistics Acquires Con-way Becomes the second largest LTL provider in North America GREENWICH, Conn. ? October 30, 2015 ? XPO Logistics, Inc. (NYSE: XPO) (?XPO?) today announced that it has consummated the previously announced agreement to acquire Con-way Inc. The transaction makes XPO the second largest less-than-truckload (LTL) provider in North America; expands the comp

November 2, 2015 EX-3.2

BY-LAWS CON-WAY INC. ARTICLE I

EX-3.2 Exhibit 3.2 BY-LAWS OF CON-WAY INC. ARTICLE I OFFICES SECTION 1. REGISTERED OFFICE ? The registered office of Con-way Inc. (the ?Corporation?) shall be established and maintained at 1679 S. Dupont Hwy., Suite 100, Dover, Delaware 19901, County of Kent, and Registered Agent Solutions, Inc. shall be the registered agent of the Corporation in charge thereof. SECTION 2. OTHER OFFICES ? The Corp

November 2, 2015 8-K

Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Termination of a Material Definitive Agreement, Material Modification to Rights of Security Holders, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets, Other Events

Form 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 (Date of earliest event reported): October 30, 2015 Con-way Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 1-05046 94-1444798 (State or Other Jurisdiction of Incorporation) (Commission Fi

October 30, 2015 POS AM

Con-way POS AM

POS AM As filed with the Securities and Exchange Commission on October 30, 2015 Registration No.

October 30, 2015 S-8 POS

Con-way S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on October 30, 2015 Registration No.

October 30, 2015 S-8 POS

Con-way S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on October 30, 2015 Registration No.

October 30, 2015 EX-99.25

EX-99.25

NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange hereby notifies the SEC of its intention to remove the entire class of the stated securities from listing and registration on the Exchange at the opening of business on November 10, 2015, pursuant to the provisions of Rule 12d2-2 (a).

October 30, 2015 S-8 POS

Con-way S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on October 30, 2015 Registration No.

October 30, 2015 S-8 POS

Con-way S-8 POS

S-8 POS 1 d47832ds8pos.htm S-8 POS As filed with the Securities and Exchange Commission on October 30, 2015 Registration No. 333-181228 Registration No. 333-162845 Registration No. 333-142353 Registration No. 333-133546 Registration No. 333-124343 Registration No. 333-104803 Registration No. 333-102749 Registration No. 333-92399 Registration No. 333-54558 Registration No. 333-48733 Registration No

October 30, 2015 S-8 POS

Con-way S-8 POS

S-8 POS 1 d47832ds8pos.htm S-8 POS As filed with the Securities and Exchange Commission on October 30, 2015 Registration No. 333-181228 Registration No. 333-162845 Registration No. 333-142353 Registration No. 333-133546 Registration No. 333-124343 Registration No. 333-104803 Registration No. 333-102749 Registration No. 333-92399 Registration No. 333-54558 Registration No. 333-48733 Registration No

October 30, 2015 S-8 POS

Con-way S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on October 30, 2015 Registration No.

October 30, 2015 EX-99.(A)(5)(D)

XPO Logistics Acquires Con-way Becomes the second largest LTL provider in North America

EX-99.(a)(5)(D) Exhibit (a)(5)(D) XPO Logistics Acquires Con-way Becomes the second largest LTL provider in North America GREENWICH, Conn. — October 30, 2015 — XPO Logistics, Inc. (NYSE: XPO) (“XPO”) today announced that it has consummated the previously announced agreement to acquire Con-way Inc. The transaction makes XPO the second largest less-than-truckload (LTL) provider in North America; exp

October 30, 2015 S-8 POS

Con-way S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on October 30, 2015 Registration No.

October 30, 2015 SC TO-T/A

XPO Logistics SC TO-T/A

SC TO-T/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (RULE 14d?100) Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 (Amendment No. 6) CON-WAY INC. (Name of Subject Company) CANADA MERGER CORP. (Offeror) XPO LOGISTICS, INC. (Parent of Offeror) (Names of Filing Persons) COMMON STOCK, $0.625 PAR VALUE (Tit

October 30, 2015 SC 14D9/A

Con-way SC 14D9/A

SC 14D9/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14D-9 (Rule 14d-101) SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No.

October 30, 2015 S-8 POS

Con-way S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on October 30, 2015 Registration No.

October 30, 2015 S-8 POS

Con-way S-8 POS

S-8 POS 1 d47832ds8pos.htm S-8 POS As filed with the Securities and Exchange Commission on October 30, 2015 Registration No. 333-181228 Registration No. 333-162845 Registration No. 333-142353 Registration No. 333-133546 Registration No. 333-124343 Registration No. 333-104803 Registration No. 333-102749 Registration No. 333-92399 Registration No. 333-54558 Registration No. 333-48733 Registration No

October 30, 2015 S-8 POS

Con-way S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on October 30, 2015 Registration No.

October 30, 2015 S-8 POS

Con-way S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on October 30, 2015 Registration No.

October 30, 2015 S-8 POS

Con-way S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on October 30, 2015 Registration No.

October 22, 2015 SC 14D9/A

Con-way SC 14D9/A

SC 14D9/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14D-9 (Rule 14d-101) SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No.

October 22, 2015 8-K

Temporary Suspension of Trading Under Registrant's Employee Benefit Plans, Financial Statements and Exhibits

Form 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 (Date of earliest event reported): October 22, 2015 Con-way Inc. (Exact name of registrant as specified in Charter) Delaware 1-05046 94-1444798 (State or other jurisdiction of incorporation) (Commission File N

October 22, 2015 EX-99.1

Con-way Inc. Reason for the Tender Offer Blackout Period and This Notice

EX-99.1 Exhibit 99.1 Con-way Inc. Reason for the Tender Offer Blackout Period and This Notice In the Reason for the Tender Offer Blackout Period and This Notice, dated September 24, 2015 (the ?Prior Notice?), that was previously delivered to you, you were notified of a trading restriction (the ?Prior Tender Offer Blackout Period?) that would be imposed because of a blackout period under the Con-wa

October 19, 2015 SC 14D9/A

Con-way SC 14D9/A

SC 14D9/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14D-9 (Rule 14d-101) SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No.

October 19, 2015 SC TO-T/A

XPO Logistics SC TO-T/A

SC TO-T/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (RULE 14d?100) Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 (Amendment No. 5) CON-WAY INC. (Name of Subject Company) CANADA MERGER CORP. (Offeror) XPO LOGISTICS, INC. (Parent of Offeror) (Names of Filing Persons) COMMON STOCK, $0.625 PAR VALUE (Tit

October 19, 2015 EX-99.(A)(5)(C)

XPO LOGISTICS EXTENDS TENDER OFFER TO ACQUIRE CON-WAY

EX-99.(a)(5)(C) Exhibit (a)(5)(C) XPO LOGISTICS EXTENDS TENDER OFFER TO ACQUIRE CON-WAY GREENWICH, Conn. ? October 19, 2015 ? XPO Logistics, Inc. (?XPO? or the ?company?) (NYSE: XPO) today announced that it has extended its previously announced tender offer to purchase all of the outstanding shares of common stock of Con-way Inc. (?Con-way?) (NYSE: CNW) for $47.60 per share in cash (the ?Offer?).

October 14, 2015 EX-99.(A)(5)(B)

XPO LOGISTICS EXTENDS TENDER OFFER TO ACQUIRE CON-WAY

EX-99.(a)(5)(B) Exhibit (a)(5)(B) XPO LOGISTICS EXTENDS TENDER OFFER TO ACQUIRE CON-WAY GREENWICH, Conn. ? October 13, 2015 ? XPO Logistics, Inc. (?XPO? or the ?company?) (NYSE: XPO) today announced that it has extended its previously announced tender offer to purchase all of the outstanding shares of common stock of Con-way Inc. (?Con-way?) (NYSE: CNW) for $47.60 per share in cash (the ?Offer?).

October 14, 2015 SC 14D9/A

Con-way SC 14D9/A

SC 14D9/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14D-9 (Rule 14d-101) SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No.

October 14, 2015 SC TO-T/A

XPO Logistics SC TO-T/A

SC TO-T/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (RULE 14d?100) Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 (Amendment No. 4) CON-WAY INC. (Name of Subject Company) CANADA MERGER CORP. (Offeror) XPO LOGISTICS, INC. (Parent of Offeror) (Names of Filing Persons) COMMON STOCK, $0.625 PAR VALUE (Tit

October 13, 2015 SC 14D9/A

Con-way SC 14D9/A

SC 14D9/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14D-9 (Rule 14d-101) SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No.

October 9, 2015 SC TO-T/A

XPO Logistics SC TO-T/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (RULE 14d?100) Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 (Amendment No. 3) CON-WAY INC. (Name of Subject Company) CANADA MERGER CORP. (Offeror) XPO LOGISTICS, INC. (Parent of Offeror) (Names of Filing Persons) COMMON STOCK, $0.625 PAR VALUE (Title of Clas

October 9, 2015 EX-99.A5.A

IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE

EX-99.A5.A Exhibit (a)(5)(A) IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE ROBERT ABRAMS, Individually and On Behalf of All Others Similarly Situated, C. A. No.: - Plaintiff, v. MATTHEW J. ESPE, W. KEITH KENNEDY, JR., GRETCHEN W. MCCLAIN, MICHAEL J. MURRAY, EDITH R. PEREZ, P. CODY PHIPPS, JOHN C. POPE, WILLIAM J. SCHROEDER, WAYNE R. SHURTS, DOUGLAS W. STOTLAR, PETER W. STOTT, ROY W. TEMPLIN, C

October 6, 2015 SC TO-T/A

XPO Logistics AMENDMENT NO. 2 TO SCHEDULE TO

Amendment No. 2 to Schedule TO UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (RULE 14d-100) Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 (Amendment No. 2) CON-WAY INC. (Name of Subject Company) CANADA MERGER CORP. (Offeror) XPO LOGISTICS, INC. (Parent of Offeror) (Names of Filing Persons) COMMON STOCK,

October 6, 2015 SC 14D9/A

Con-way SC 14D9/A

SC 14D9/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14D-9 (Rule 14d-101) SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No.

September 29, 2015 SC TO-T/A

XPO Logistics AMENDMENT NO. 1 TO SCHEDULE TO

Amendment No. 1 to Schedule TO UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (RULE 14d-100) Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 (Amendment No. 1) CON-WAY INC. (Name of Subject Company) CANADA MERGER CORP. (Offeror) XPO LOGISTICS, INC. (Parent of Offeror) (Names of Filing Persons) COMMON STOCK,

September 29, 2015 EX-99.(A)(1)(J)

FORM OF NOTICE TO PARTICIPANTS AND BENEFICIARIES IN THE CON-WAY [PLAN] Date: September 22, 2015 The Tender Offer

Exhibit (a)(1)(J) Exhibit (A)(1)(J) FORM OF NOTICE TO PARTICIPANTS AND BENEFICIARIES IN THE CON-WAY [PLAN] Date: September 22, 2015 The Tender Offer As you may know, Canada Merger Corp.

September 29, 2015 EX-99.(B)(1)

MORGAN STANLEY SENIOR FUNDING, INC. 1585 Broadway New York, New York 10036 745 Seventh Avenue New York, New York 10019

Exhibit (b)(1) Exhibit (B)(1) STRICTLY CONFIDENTIAL EXECUTION VERSION MORGAN STANLEY SENIOR FUNDING, INC.

September 29, 2015 EX-99.(D)(2)

July 28, 2015

Exhibit (d)(2) EXHIBIT (d)(2) PRIVATE AND CONFIDENTIAL July 28, 2015 XPO Logistics, Inc.

September 29, 2015 EX-99.(A)(1)(L)

FORM OF SUPPLEMENTAL NOTICE TO PARTICIPANTS AND BENEFICIARIES IN THE CON-WAY [PLAN] Date: September 28, 2015 The Tender Offer: Additional Documents

Exhibit (a)(1)(L) Exhibit (A)(1)(L) FORM OF SUPPLEMENTAL NOTICE TO PARTICIPANTS AND BENEFICIARIES IN THE CON-WAY [PLAN] Date: September 28, 2015 The Tender Offer: Additional Documents In the Notice to Participants and Beneficiaries in the Con-way [Plan] (the ?Plan?), dated September 22, 2015, that was previously sent to you (the ?Previous Notice?), you were informed that Canada Merger Corp.

September 29, 2015 EX-99.(A)(1)(K)

FORM OF TRUSTEE INSTRUCTION FORM CON-WAY [PLAN] With Respect to the Offer to Purchase for Cash All Outstanding Shares of Common Stock CON-WAY INC. a Delaware corporation $47.60 NET PER SHARE Pursuant to the Offer to Purchase Dated September 15, 2015

Exhibit (a)(1)(K) Exhibit (A)(1)(K) FORM OF TRUSTEE INSTRUCTION FORM CON-WAY [PLAN] With Respect to the Offer to Purchase for Cash All Outstanding Shares of Common Stock of CON-WAY INC.

September 28, 2015 SC 14D9/A

Con-way SC 14D9/A

SC 14D9/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14D-9 (Rule 14d-101) SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No.

September 24, 2015 EX-99.1

Con-way Inc. Reason for the Tender Offer Blackout Period and This Notice

EX-99.1 Exhibit 99.1 Con-way Inc. Reason for the Tender Offer Blackout Period and This Notice Pursuant to the requirements of Section 306(a) of the Sarbanes-Oxley Act of 2002 (?SOX?) and Regulation BTR (i.e., Blackout Trading Restriction), promulgated by the Securities and Exchange Commission (?SEC?), this notice has been provided in order to notify you of a trading restriction that may need to be

September 24, 2015 8-K

Temporary Suspension of Trading Under Registrant's Employee Benefit Plans, Financial Statements and Exhibits

Form 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 (Date of earliest event reported): September 24, 2015 Con-way Inc. (Exact name of registrant as specified in Charter) Delaware 1-05046 94-1444798 (State or other jurisdiction of incorporation) (Commission File

September 22, 2015 EX-99.(A)(5)(C)

1

EX99-(a)(5)(C) Exhibit (a)(5)(C) XPO-Con-way Merger Employee FAQs updated 09/16/2015 Pay and Benefits 1.

September 22, 2015 EX-99.D.3

[Remainder of Page Intentionally Left Blank]

EX-99.D.3 EXHIBIT (d)(3) STRICTLY CONFIDENTIAL September 4, 2015 Robert Bianco VIA HAND DELIVERY Dear Bob, This retention letter (this ?Letter?) memorializes our discussions concerning your employment at XPO Logistics, Inc. (?Parent?) following the consummation of the merger (the ?Merger?) contemplated by the Agreement and Plan of Merger among Parent, Con-way, Inc. (the ?Company?) and Canada Merge

September 22, 2015 EX-99.D.2

[Remainder of Page Intentionally Left Blank]

EX-99.D.2 Exhibit (d)(2) STRICTLY CONFIDENTIAL September 4, 2015 [EMPLOYEE] VIA HAND DELIVERY Dear [EMPLOYEE], Reference is made to the Agreement and Plan of Merger among XPO Logistics, Inc. (?Parent?), Con-way, Inc. (the ?Company?) and Canada Merger Corp., dated as of the date hereof (the ?Merger Agreement?). This letter agreement (this ?Letter?) will become effective upon the ?Effective Time? (a

September 22, 2015 SC 14D9

Con-way SC 14D9

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14D-9 (Rule 14d-101) SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 CON-WAY INC.

September 22, 2015 EX-99.D.4

[Remainder of Page Intentionally Left Blank]

EX-99.D.4 EXHIBIT (d)(4) STRICTLY CONFIDENTIAL September 8, 2015 Joseph M. Dagnese VIA HAND DELIVERY Dear Joe, Reference is made to the Agreement and Plan of Merger among XPO Logistics, Inc. (?Parent?), Con-way, Inc. (the ?Company?) and Canada Merger Corp., dated as of the date hereof (the ?Merger Agreement?). This letter agreement (this ?Letter?) will become effective upon the ?Effective Time? (a

September 15, 2015 EX-99.(A)(1)(A)

Offer to Purchase for Cash All Outstanding Shares of Common Stock Con-way Inc. $47.60 Net Per Share Canada Merger Corp. a wholly owned subsidiary of XPO Logistics, Inc.

Offer To Purchase Table of Contents Exhibit (a)(1)(A) Offer to Purchase for Cash All Outstanding Shares of Common Stock of Con-way Inc.

September 15, 2015 EX-99.(A)(1)(D)

Offer To Purchase For Cash All Outstanding Shares of Common Stock CON-WAY INC. a Delaware corporation $47.60 NET PER SHARE Pursuant to the Offer to Purchase dated September 15, 2015 CANADA MERGER CORP. a wholly owned subsidiary of XPO LOGISTICS, INC.

Broker Letter Exhibit (a)(1)(D) Offer To Purchase For Cash All Outstanding Shares of Common Stock of CON-WAY INC.

September 15, 2015 EX-99.(A)(1)(C)

NOTICE OF GUARANTEED DELIVERY For Tender of Shares of Common Stock CON-WAY INC. a Delaware corporation $47.60 NET PER SHARE Pursuant to the Offer to Purchase dated September 15, 2015 CANADA MERGER CORP. a wholly owned subsidiary of XPO LOGISTICS, INC

Notice of Guaranteed Delivery Exhibit (a)(1)(C) NOTICE OF GUARANTEED DELIVERY For Tender of Shares of Common Stock of CON-WAY INC.

September 15, 2015 EX-99.(A)(1)(J)

This announcement is neither an offer to purchase nor a solicitation of an offer to sell Shares (as defined below), and the provisions herein are subject in their entirety to the provisions of the Offer (as defined below). The Offer is made solely by

Summary Advertisement Exhibit (a)(1)(J) This announcement is neither an offer to purchase nor a solicitation of an offer to sell Shares (as defined below), and the provisions herein are subject in their entirety to the provisions of the Offer (as defined below).

September 15, 2015 EX-99.(A)(1)(E)

Offer To Purchase For Cash All Outstanding Shares of Common Stock CON-WAY INC. a Delaware corporation $47.60 NET PER SHARE Pursuant to the Offer to Purchase dated September 15, 2015 CANADA MERGER CORP. a wholly owned subsidiary of XPO LOGISTICS, INC.

Client Letter Exhibit (a)(1)(E) Offer To Purchase For Cash All Outstanding Shares of Common Stock of CON-WAY INC.

September 15, 2015 SC TO-T

XPO Logistics SCHEDULE TO

Schedule TO UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (RULE 14d?100) Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 CON-WAY, INC. (Name of Subject Company) CANADA MERGER CORP. (Offeror) XPO LOGISTICS, INC. (Parent of Offeror) (Names of Filing Persons) COMMON STOCK, $0.625 PAR VALUE (Title of Class of

September 15, 2015 EX-99.(A)(1)(B)

LETTER OF TRANSMITTAL To Tender Shares of Common Stock CON-WAY INC. a Delaware corporation $47.60 NET PER SHARE Pursuant to the Offer to Purchase dated September 15, 2015 CANADA MERGER CORP. a wholly owned subsidiary of XPO LOGISTICS, INC.

Letter of Transmittal Exhibit (a)(1)(B) LETTER OF TRANSMITTAL To Tender Shares of Common Stock of CON-WAY INC.

September 11, 2015 SC TO-C

XPO Logistics SCHEDULE TO

SC TO-C 1 d90569dsctoc.htm SCHEDULE TO UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (RULE 14d–100) Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 CON-WAY, INC. (Name of Subject Company) CANADA MERGER CORP. (Offeror) XPO LOGISTICS, INC. (Parent of Offeror) (Names of Filing Persons) COMMON STOCK, $06251 PA

September 10, 2015 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

Form 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 (Date of earliest event reported): September 9, 2015 Con-way Inc. (Exact name of registrant as specified in Charter) Delaware 1-05046 94-1444798 (State or other jurisdiction of incorporation) (Commission File

September 10, 2015 SC 14D9

Con-way SC 14D9

SC 14D9 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14D-9 (Rule 14d-101) SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 CON-WAY INC.

September 10, 2015 EX-2.1

AGREEMENT AND PLAN OF MERGER by and among XPO LOGISTICS, INC. CANADA MERGER CORP. CON-WAY INC. Dated as of September 9, 2015 TABLE OF CONTENTS Page ARTICLE I The Offer and the Merger 2 1.1 The Offer 2 1.2 Company Action 4 1.3 The Merger 5 1.4 Consumm

Exhibit 2.1 Exhibit 2.1 AGREEMENT AND PLAN OF MERGER by and among XPO LOGISTICS, INC. CANADA MERGER CORP. and CON-WAY INC. Dated as of September 9, 2015 TABLE OF CONTENTS Page ARTICLE I The Offer and the Merger 2 1.1 The Offer 2 1.2 Company Action 4 1.3 The Merger 5 1.4 Consummation of the Merger 5 1.5 Effective Time 5 1.6 Effects of the Merger 6 1.7 Charter and Bylaws of the Surviving Corporation

September 10, 2015 SC TO-C

XPO Logistics 8-K

8-K 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 (Date of earliest event reported): September 9, 2015 XPO LOGISTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-32172 03-0450326 (State or other jurisdiction of incorporation) (Commission File Number

September 10, 2015 EX-2.1

AGREEMENT AND PLAN OF MERGER by and among XPO LOGISTICS, INC. CANADA MERGER CORP. CON-WAY INC. Dated as of September 9, 2015 TABLE OF CONTENTS Page ARTICLE I The Offer and the Merger 2 1.1 The Offer 2 1.2 Company Action 4 1.3 The Merger 5 1.4 Consumm

EX-2.1 Exhibit 2.1 AGREEMENT AND PLAN OF MERGER by and among XPO LOGISTICS, INC. CANADA MERGER CORP. and CON-WAY INC. Dated as of September 9, 2015 TABLE OF CONTENTS Page ARTICLE I The Offer and the Merger 2 1.1 The Offer 2 1.2 Company Action 4 1.3 The Merger 5 1.4 Consummation of the Merger 5 1.5 Effective Time 5 1.6 Effects of the Merger 6 1.7 Charter and Bylaws of the Surviving Corporation 6 1.

September 10, 2015 EX-10.1

MORGAN STANLEY SENIOR FUNDING, INC. 1585 Broadway New York, New York 10036

EX-10.1 Exhibit 10.1 MORGAN STANLEY SENIOR FUNDING, INC. 1585 Broadway New York, New York 10036 CONFIDENTIAL September 9, 2015 XPO Logistics, Inc. Five Greenwich Office Park Greenwich, Connecticut 06731 Attention: John Hardig, Chief Financial Officer PROJECT CANADA $2.025 billion Senior Secured Bridge Facility $415 million Backstop ABL Revolving Credit Facility Commitment Letter Ladies and Gentlem

September 10, 2015 SC 14D9

Con-way SC 14D9

SC 14D9 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14D-9 (Rule 14d-101) SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 CON-WAY INC.

September 9, 2015 EX-99.1

XPO Logistics to Acquire Con-way XPO will become the second largest provider of less-than-truckload (LTL) services in North America, and will expand its global contract logistics platform $3.0 billion transaction will increase XPO’s revenue to $15 bi

Exhibit 99.1 Exhibit 99.1 XPO Logistics to Acquire Con-way XPO will become the second largest provider of less-than-truckload (LTL) services in North America, and will expand its global contract logistics platform $3.0 billion transaction will increase XPO?s revenue to $15 billion and will nearly double EBITDA to $1.1 billion Transaction is expected to be substantially accretive to XPO?s earnings

September 9, 2015 EX-99.1

XPO Logistics to Acquire Con-way XPO will become the second largest provider of less-than-truckload (LTL) services in North America, and will expand its global contract logistics platform $3.0 billion transaction will increase XPO’s revenue to $15 bi

Exhibit 99.1 Exhibit 99.1 XPO Logistics to Acquire Con-way XPO will become the second largest provider of less-than-truckload (LTL) services in North America, and will expand its global contract logistics platform $3.0 billion transaction will increase XPO’s revenue to $15 billion and will nearly double EBITDA to $1.1 billion Transaction is expected to be substantially accretive to XPO’s earnings

September 9, 2015 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

Form 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 (Date of earliest event reported): September 9, 2015 Con-way Inc. (Exact name of registrant as specified in Charter) Delaware 1-05046 94-1444798 (State or other jurisdiction of incorporation) (Commission File

September 9, 2015 SC TO-C

XPO Logistics FORM 8-K

Form 8-K 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 (Date of earliest event reported): September 9, 2015 XPO LOGISTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-32172 03-0450326 (State or other jurisdiction of incorporation) (Commission File N

September 9, 2015 SC 14D9

Con-way SC 14D9

SC 14D9 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14D-9 (Rule 14d-101) SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 CON-WAY INC.

September 9, 2015 EX-99.2

XPO Investor Presentation and Transcript

Exhibit 99.2 Exhibit 99.1 XPO Investor Presentation and Transcript Agreement to Acquire Con-way, Inc. September 2015 Disclaimers Forward-Looking Statements This presentation includes 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, including the expected closing date for the a

September 9, 2015 EX-99.3

2

Exhibit 99.3 Exhibit 99.3 September 9, 2015 Presentation Script The following script should be read in conjunction with the accompanying slide presentation, which contains, among other information, source data for certain information set forth in the script. Thank you for joining us. We?ll start with our planned acquisition of Con-way Inc., which we announced today. After that, we?ll introduce you

July 29, 2015 10-Q

Con-way 10-Q (Quarterly Report)

1506 Form 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2015 OR o 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: 1-05046 Con-way

July 29, 2015 8-K

Results of Operations and Financial Condition

1506 Earnings Release UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

July 29, 2015 EX-99.1

CON-WAY INC. REPORTS 2015 SECOND-QUARTER RESULTS

15-06 Exhibit 99.1 Exhibit 99.1 NEWS RELEASE Contacts: Investor: Patrick Fossenier 734-757-1557 News Media: Gary Frantz 734-757-1558 CON-WAY INC. REPORTS 2015 SECOND-QUARTER RESULTS ANN ARBOR, Mich. - July 29, 2015 - Con-way Inc. (NYSE:CNW) today announced second-quarter 2015 net income of $44.0 million, or 76 cents per diluted share. In the second quarter of 2014, Con-way reported net income of $

June 19, 2015 8-K

Current Report

15-06-16 New BOD Members UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

June 19, 2015 EX-99.1

CON-WAY INC. ELECTS NEW BOARD MEMBERS

Exhibit991 Exhibit 99.1 NEWS RELEASE Contacts: Investor: Patrick Fossenier 734-757-1557 News Media: Gary Frantz 734-757-1558 CON-WAY INC. ELECTS NEW BOARD MEMBERS ANN ARBOR, Mich. - June 18, 2015 - Con-way Inc. (NYSE: CNW) announced that Gretchen W. McClain and Matthew J. Espe have been appointed to the Con-way Inc. Board of Directors. The appointments were effective June 16. The addition of Ms. M

June 18, 2015 11-K

Con-way 11-K

1412 11-K RSP UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K ? ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year end December 31, 2014 OR o TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 1-05046 A. Full title of the plan a

June 18, 2015 11-K

Con-way 11-K

1412 11-K 401K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K ? ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year end December 31, 2014 OR o TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 1-05046 A. Full title of the plan

June 18, 2015 11-K

Con-way 11-K

1412 11-K PSP UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K ? ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year end December 31, 2014 OR o TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 1-05046 A. Full title of the plan a

June 16, 2015 8-K

Current Report

15-06-16 Departure UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

June 16, 2015 EX-99.1

JOE DAGNESE NAMED PRESIDENT OF CON-WAY FREIGHT

Exhibit Press Release Exhibit 99.1 NEWS RELEASE Contacts: Investor: Patrick Fossenier 734-757-1557 News Media: Gary Frantz 734-757-1558 JOE DAGNESE NAMED PRESIDENT OF CON-WAY FREIGHT ANN ARBOR, Mich. - June 16, 2015 - Con-way Inc. (NYSE:CNW) announced today that Joseph M. (Joe) Dagnese has been named president of Con-way Freight, the company?s regional and national less-than truckload (LTL) subsid

June 1, 2015 SD

Con-way SD

2014 Form SD UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report Con-way Inc. (Exact name of registrant as specified in its charter) Delaware 1-05046 94-1444798 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.) 2211 Old Earhart Road, Suite 100, Ann Arbor, Michigan 48105 (Address of pri

June 1, 2015 EX-1.01

CON-WAY INC. Conflict Minerals Report For the reporting period from January 1, 2014 to December 31, 2014

Exhibit 1.01 2014 Conflict Minerals Report Exhibit 1.01 CON-WAY INC. Conflict Minerals Report For the reporting period from January 1, 2014 to December 31, 2014 Introduction and Company Overview Con-way Inc. (?Con-way?, ?we?, ?our?, ?us?, or the ?Company?) presents this Conflict Minerals Report (the ?Report?) for the reporting period January 1, 2014 to December 31, 2014, pursuant to Rule 13p-1 pro

May 12, 2015 8-K

Current Report

1505 8-K Annual Meeting UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

April 29, 2015 EX-10.1

CON-WAY INC. GLOBAL RESTRICTED STOCK UNIT GRANT AGREEMENT

Exhibit 10.1 CON-WAY INC. GLOBAL RESTRICTED STOCK UNIT GRANT AGREEMENT THIS AGREEMENT, including Appendix A, granted on the th day of , 2015 (?Grant Date?), by Con-way Inc., a Delaware corporation (hereinafter called ?Company?) to Participant. WITNESSETH: WHEREAS, the Company has adopted the Con-way Inc. 2012 Equity and Incentive Plan, as amended from time to time (as so amended, the ?Plan?), whic

April 29, 2015 8-K

Con-way 8-K (Current Report/Significant Event)

1503 Earnings Release UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

April 29, 2015 EX-10.2

CON-WAY INC. GLOBAL PERFORMANCE SHARE PLAN UNIT GRANT AGREEMENT

EX-10.2 3 a1503ex102.htm EXHIBIT 10.2 Exhibit 10.2 CON-WAY INC. GLOBAL PERFORMANCE SHARE PLAN UNIT GRANT AGREEMENT THIS AGREEMENT, including Appendices A and B, granted on the th day of , 2015 (“Grant Date”), by Con-way Inc., a Delaware corporation (hereinafter called “Company”) to Participant. WITNESSETH: WHEREAS, the Company has adopted the Con-way Inc. 2012 Equity and Incentive Plan, as amended

April 29, 2015 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2015 o TRANSITION REPORT PURSUANT TO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2015 OR o 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: 1-05046 Con-way Inc. (Exact na

April 29, 2015 EX-99.1

CON-WAY INC. REPORTS 2015 FIRST-QUARTER RESULTS

15_03 Exhibit 99.1 Exhibit 99.1 NEWS RELEASE Contacts: Investor: Patrick Fossenier 734-757-1557 News Media: Gary Frantz 734-757-1558 CON-WAY INC. REPORTS 2015 FIRST-QUARTER RESULTS ANN ARBOR, Mich. - April 29, 2015 - Con-way Inc. (NYSE:CNW) today announced first-quarter 2015 net income of $21.8 million, or 37 cents per diluted share. In the first quarter of 2014, Con-way reported net income of $12

March 30, 2015 DEFA14A

Con-way DEFA14A

DEFA14A 1 v405363defa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as p

March 30, 2015 DEF 14A

Con-way DEF 14A

DEF 14A 1 b404819def14a.htm DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as pe

February 23, 2015 EX-12

Con-way Inc. Computation of Ratios of Earnings to Fixed Charges Year ended December 31, (Dollars in thousands) 2014 2013 2012 2011 2010 Earnings: Income before income tax provision $ 210,697 $ 154,365 $ 170,954 $ 148,072 $ 16,557 Add: Interest expens

Exhibit 12 Con-way Inc. Computation of Ratios of Earnings to Fixed Charges Year ended December 31, (Dollars in thousands) 2014 2013 2012 2011 2010 Earnings: Income before income tax provision $ 210,697 $ 154,365 $ 170,954 $ 148,072 $ 16,557 Add: Interest expense 53,456 53,339 54,777 55,589 59,015 Interest component of rental expense (1) 6,337 5,932 5,474 5,504 6,334 Earnings as adjusted $ 270,490

February 23, 2015 EX-10.43

NON-CHANGE IN CONTROL SEVERANCE POLICY ADOPTED AS OF DECEMBER 18, 2009 EFFECTIVE AS OF JUNE 4, 2014

Exhibit 10.43 NON-CHANGE IN CONTROL SEVERANCE POLICY ADOPTED AS OF DECEMBER 18, 2009 EFFECTIVE AS OF JUNE 4, 2014 This Non-Change in Control Severance Policy (“Policy”) is established and maintained by each of the Affiliates of Con-way Inc. (the “Company”) listed on Schedule 1 hereto, as such schedule may be amended from time to time (the “Affiliated Companies”). Capitalized terms used in this Pol

February 23, 2015 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ý ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2014 o TRANSITION REPORT PURSUANT TO SECTI

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ý ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2014 or o 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 1-05046 Con-way Inc. (Exact name of

February 23, 2015 EX-21

Con-way Inc. Significant Subsidiaries December 31, 2014

Exhibit 21 Con-way Inc. Significant Subsidiaries December 31, 2014 Con-way and its significant subsidiaries were: Parent and Significant Subsidiaries Percent of Stock Owned by Con-way State or Province or Country of Incorporation Con-way Inc. Delaware Significant Subsidiaries of Con-way Inc.: Con-way Freight Inc. 100 Delaware Menlo Worldwide, LLC 100 Delaware Transportation Resources, Inc. 100 Del

February 23, 2015 EX-10.42

NON-CHANGE IN CONTROL SEVERANCE POLICY (CON-WAY INC. AND CON-WAY ENTERPRISE SERVICES INC.) ADOPTED AS OF DECEMBER 18, 2009 EFFECTIVE AS OF JUNE 4, 2014

Exhibit 10.42 NON-CHANGE IN CONTROL SEVERANCE POLICY (CON-WAY INC. AND CON-WAY ENTERPRISE SERVICES INC.) ADOPTED AS OF DECEMBER 18, 2009 EFFECTIVE AS OF JUNE 4, 2014 This Non-Change in Control Severance Policy (“Policy”) is established and maintained by Con-way Inc. (the “Company”) and by Con-way Enterprise Services, Inc. (“CES”), an affiliate of the Company (the Company and CES each being a “Part

February 11, 2015 SC 13G/A

CNW / Con-way Inc. / VANGUARD GROUP INC Passive Investment

conwayinc.htm - Generated by SEC Publisher for SEC Filing SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 2 )* Name of issuer: Con-way Inc Title of Class of Securities: Common Stock CUSIP Number: 205944101 Date of Event Which Requires Filing of this Statement: December 31, 2014 Check the appropriate box to designate t

February 4, 2015 EX-99.1

CON-WAY INC. REPORTS 2014 FOURTH-QUARTER AND FULL-YEAR RESULTS

Exhibit 99.1 NEWS RELEASE Contacts: Investor: Patrick Fossenier 1+ 734-757-1557 News Media: Gary Frantz 1+ 734-757-1558 CON-WAY INC. REPORTS 2014 FOURTH-QUARTER AND FULL-YEAR RESULTS ANN ARBOR, Mich. - February 4, 2015 - Con-way Inc. (NYSE:CNW) today reported 2014 fourth quarter net income of $24.9 million, or 43 cents per diluted share. The results compare to fourth quarter 2013 net income of $11

February 4, 2015 8-K

Results of Operations and Financial Condition

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 (Date of earliest event reported): February 4, 2015 Con-way Inc. (Exact name of registrant as specified in its charter) Delaware 1-05046 94-1444798 (State or other jurisdiction of incorporation) (Commission File Number

January 26, 2015 EX-3.1

CON-WAY INC. INCORPORATED IN DELAWARE AUGUST 13, 1958 UNDER THE CORPORATE NAME OF CONSOLIDATED FREIGHTWAYS COMPANY As Amended January 21, 2015 CON-WAY INC. As Amended January 21, 2015 ARTICLE I

CON-WAY INC. INCORPORATED IN DELAWARE AUGUST 13, 1958 UNDER THE CORPORATE NAME OF CONSOLIDATED FREIGHTWAYS COMPANY BYLAWS As Amended January 21, 2015 CON-WAY INC. BYLAWS As Amended January 21, 2015 ARTICLE I OFFICES SECTION 1. Registered Office. The registered office of the Corporation in the State of Delaware shall be in the City of Wilmington, County of New Castle. SECTION 2. Other Offices. The

January 26, 2015 8-K

Current Report

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 (Date of earliest event reported): January 21, 2015 Con-way Inc. (Exact name of registrant as specified in its charter) Delaware 1-05046 94-1444798 (State or other jurisdiction of incorporation) (Commission File Number

October 29, 2014 8-K

Results of Operations and Financial Condition

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 (Date of earliest event reported): October 29, 2014 Con-way Inc. (Exact name of registrant as specified in its charter) Delaware 1-05046 94-1444798 (State or other jurisdiction of incorporation) (Commission File Number

October 29, 2014 EX-99.1

CON-WAY INC. REPORTS 2014 THIRD-QUARTER RESULTS

Exhibit 99.1 NEWS RELEASE Contacts: Investor: Patrick Fossenier 1+ 734-757-1557 News Media: Gary Frantz 1+ 734-757-1558 CON-WAY INC. REPORTS 2014 THIRD-QUARTER RESULTS ANN ARBOR, Mich. -October 29, 2014-Con-way Inc. (NYSE:CNW) today reported 2014 third-quarter net income of $45.6 million, or 78 cents per diluted share. The results compare to third-quarter 2013 net income of $30.6 million, or 53 ce

October 29, 2014 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2014 o TRANSITION REPORT PURSUANT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2014 OR o 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: 1-05046 Con-way Inc. (Exac

September 30, 2014 EX-99.1

CON-WAY ANNOUNCES FURTHER ENHANCEMENTS TO DRIVER PAY PACKAGE AT CON-WAY FREIGHT Improvements to Compensation For LTL Drivers Marks Latest Action in Enterprise-Wide, Multi-Phase Wage Realignment Strategy

Exhibit 99.1 NEWS RELEASE Contacts: Investor: Patrick Fossenier 1+ 734-757-1557 News Media: Gary Frantz 1+ 734-757-1558 CON-WAY ANNOUNCES FURTHER ENHANCEMENTS TO DRIVER PAY PACKAGE AT CON-WAY FREIGHT Improvements to Compensation For LTL Drivers Marks Latest Action in Enterprise-Wide, Multi-Phase Wage Realignment Strategy ANN ARBOR, Mich - September 30, 2014 - Con-way Inc. (NYSE:CNW) announced toda

September 30, 2014 8-K

Current Report

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 (Date of earliest event reported): September 30, 2014 Con-way Inc. (Exact name of registrant as specified in its charter) Delaware 1-05046 94-1444798 (State or other jurisdiction of incorporation) (Commission File Numb

July 30, 2014 8-K

Results of Operations and Financial Condition

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 (Date of earliest event reported): July 30, 2014 Con-way Inc. (Exact name of registrant as specified in its charter) Delaware 1-05046 94-1444798 (State or other jurisdiction of incorporation) (Commission File Number) (

July 30, 2014 EX-99.1

CON-WAY INC. REPORTS 2014 SECOND-QUARTER RESULTS Company Also Announces Share Repurchase Program and Increase in Quarterly Dividend

Exhibit 99.1 NEWS RELEASE Contacts: Investor: Patrick Fossenier 1+ 734-757-1557 News Media: Gary Frantz 1+ 734-757-1558 CON-WAY INC. REPORTS 2014 SECOND-QUARTER RESULTS Company Also Announces Share Repurchase Program and Increase in Quarterly Dividend ANN ARBOR, Mich. - July 30, 2014 - Con-way Inc. (NYSE:CNW) today reported 2014 second-quarter net income of $53.7 million, or 93 cents per diluted s

July 30, 2014 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2014 o TRANSITION REPORT PURSUANT TO S

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2014 OR o 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: 1-05046 Con-way Inc. (Exact nam

July 30, 2014 EX-3.1

CON-WAY INC. INCORPORATED IN DELAWARE AUGUST 13, 1958 UNDER THE CORPORATE NAME OF CONSOLIDATED FREIGHTWAYS COMPANY As Amended May 13, 2014 CON-WAY INC. BYLAWS As Amended May 13, 2014 ARTICLE I

EX-3.1 2 a1406ex31.htm EXHIBIT Exhibit 3.1 CON-WAY INC. INCORPORATED IN DELAWARE AUGUST 13, 1958 UNDER THE CORPORATE NAME OF CONSOLIDATED FREIGHTWAYS COMPANY BYLAWS As Amended May 13, 2014 CON-WAY INC. BYLAWS As Amended May 13, 2014 ARTICLE I OFFICES SECTION 1. Registered Office. The registered office of the Corporation in the State of Delaware shall be in the City of Wilmington, County of New Cas

June 19, 2014 11-K

- 11-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K ý ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year end December 31, 2013 OR o TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 1-05046 A. Full title of the plan and the address

June 19, 2014 11-K

- 11-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K ý ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year end December 31, 2013 OR o TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 1-05046 A. Full title of the plan and the address

June 19, 2014 11-K

- 11-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K ý ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year end December 31, 2013 OR o TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 1-05046 A. Full title of the plan and the address

June 2, 2014 SD

- SD

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report Con-way Inc. (Exact name of registrant as specified in its charter) Delaware 1-05046 94-1444798 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.) 2211 Old Earhart Road, Ann Arbor, Michigan 48105 (Address of principal executive offices

June 2, 2014 EX-1.02

CON-WAY INC. Conflict Minerals Report For the reporting period from January 1, 2013 to December 31, 2013

Exhibit 1.02 CON-WAY INC. Conflict Minerals Report For the reporting period from January 1, 2013 to December 31, 2013 Introduction and Company Overview This Conflict Minerals Report (the “Report”) of Con-way Inc. (“Con-way”, “we”, “our”, “us”, or the “Company”) has been prepared pursuant to Rule 13p-1 promulgated under the Securities Exchange Act of 1934, as amended (the “Rule”), for the reporting

May 14, 2014 8-K

Submission of Matters to a Vote of Security Holders - 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 (Date of earliest event reported): May 13, 2014 Con-way Inc. (Exact name of registrant as specified in its charter) Delaware 1-5046 94-1444798 (State or other jurisdiction of incorporation) (Commission File Number) (IR

April 30, 2014 EX-99.1

CON-WAY INC. REPORTS 2014 FIRST-QUARTER RESULTS

Exhibit 99.1 NEWS RELEASE Contacts: Investor: Patrick Fossenier 1+ 734-757-1557 News Media: Gary Frantz 1+ 734-757-1558 CON-WAY INC. REPORTS 2014 FIRST-QUARTER RESULTS ANN ARBOR, Mich. -April 30, 2014- Con-way Inc. (NYSE:CNW) today reported 2014 first quarter net income of $12.9 million, or 22 cents per diluted share. The results compare to first quarter 2013 net income of $14.0 million, or 25 cen

April 30, 2014 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2014 o TRANSITION REPORT PURSUANT TO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2014 OR o 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: 1-05046 Con-way Inc. (Exact na

April 30, 2014 8-K

Results of Operations and Financial Condition - 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 (Date of earliest event reported): April 30, 2014 Con-way Inc. (Exact name of registrant as specified in its charter) Delaware 1-05046 94-1444798 (State or other jurisdiction of incorporation) (Commission File Number)

April 30, 2014 EX-10.1

CON-WAY INC. GLOBAL RESTRICTED STOCK UNIT GRANT AGREEMENT

Exhibit 10.1 CON-WAY INC. GLOBAL RESTRICTED STOCK UNIT GRANT AGREEMENT THIS AGREEMENT, including Appendix A, granted on the th day of February, 2014 ("Grant Date"), by Con-way Inc., a Delaware corporation (hereinafter called ?Company?) to Participant. WITNESSETH: WHEREAS, the Company has adopted the Con-way Inc. 2012 Equity and Incentive Plan, as amended from time to time (as so amended, the ?Plan

April 30, 2014 EX-10.2

CON-WAY INC. GLOBAL PERFORMANCE SHARE PLAN UNIT GRANT AGREEMENT

Exhibit 10.2 CON-WAY INC. GLOBAL PERFORMANCE SHARE PLAN UNIT GRANT AGREEMENT THIS AGREEMENT, including Appendices A and B, granted on the th day of February, 2014 ("Grant Date"), by Con-way Inc., a Delaware corporation (hereinafter called "Company") to Participant. WITNESSETH: WHEREAS, the Company has adopted the Con-way Inc. 2012 Equity and Incentive Plan, as amended from time to time (as so amen

April 30, 2014 EX-10.3

Con-way Inc. Executive Incentive Plan Con-way Inc. Executive Incentive Plan Table of Contents Page 1. Purpose; EIP; Administration; Claims 1 2. Definitions 1 3. Eligibility 3 4. Establishment of Awards 3 5. Vesting 4 6. Amount of Award Payout 5 7. Pa

Exhibit 10.3 Con-way Inc. Executive Incentive Plan Con-way Inc. Executive Incentive Plan Table of Contents Page 1. Purpose; EIP; Administration; Claims 1 2. Definitions 1 3. Eligibility 3 4. Establishment of Awards 3 5. Vesting 4 6. Amount of Award Payout 5 7. Payment of Award 5 8. Amendment; Termination 6 9. Code Section 409A Compliance 6 10. Effective Date 6 1) Purpose; EIP; Administration; Clai

March 31, 2014 DEF 14A

- FORM DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Defin

March 31, 2014 DEFA14A

- DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Defin

March 7, 2014 PRE 14A

-

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: x Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Defin

February 25, 2014 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

10-K 1 a1312form10-k.htm 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ý ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2013 or o 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 1-0504

February 25, 2014 EX-3.2

CON-WAY INC. INCORPORATED IN DELAWARE AUGUST 13, 1958 UNDER THE CORPORATE NAME OF CONSOLIDATED FREIGHTWAYS COMPANY As Amended May 7, 2013 CON-WAY INC. As Amended May 7, 2013 ARTICLE I

EX-3.2 3 a1312ex3-2.htm EXHIBIT Exhibit 3.2 CON-WAY INC. INCORPORATED IN DELAWARE AUGUST 13, 1958 UNDER THE CORPORATE NAME OF CONSOLIDATED FREIGHTWAYS COMPANY BYLAWS As Amended May 7, 2013 CON-WAY INC. BYLAWS As Amended May 7, 2013 ARTICLE I OFFICES SECTION 1. Registered Office. The registered office of the Corporation in the State of Delaware shall be in the City of Wilmington, County of New Cast

February 25, 2014 EX-12

Con-way Inc. Computation of Ratios of Earnings to Fixed Charges Year ended December 31, (Dollars in thousands) 2013 2012 2011 2010 2009 Earnings: Income (Loss) before income tax provision $ 154,365 $ 170,954 $ 148,072 $ 16,557 $ (90,269 ) Add: Intere

Exhibit 12 Con-way Inc. Computation of Ratios of Earnings to Fixed Charges Year ended December 31, (Dollars in thousands) 2013 2012 2011 2010 2009 Earnings: Income (Loss) before income tax provision $ 154,365 $ 170,954 $ 148,072 $ 16,557 $ (90,269 ) Add: Interest expense, net of capitalized interest 53,339 54,777 55,589 59,015 64,440 Interest component of rental expense (1) 5,932 5,474 5,504 6,334

February 25, 2014 EX-3.1

CON-WAY INC. INCORPORATED IN DELAWARE AUGUST 13, 1958 UNDER THE CORPORATE NAME OF CONSOLIDATED FREIGHTWAYS COMPANY CERTIFICATE OF INCORPORATION As Amended May 8, 2013 CERTIFICATE OF INCORPORATION CON-WAY INC. As Amended May 8, 2013

Exhibit 3.1 CON-WAY INC. INCORPORATED IN DELAWARE AUGUST 13, 1958 UNDER THE CORPORATE NAME OF CONSOLIDATED FREIGHTWAYS COMPANY CERTIFICATE OF INCORPORATION As Amended May 8, 2013 CERTIFICATE OF INCORPORATION of CON-WAY INC. As Amended May 8, 2013 FIRST. The name of the corporation is CON-WAY INC. SECOND. Its principal office in the State of Delaware is located at 1209 Orange Street, in the City of

February 25, 2014 EX-21

Con-way Inc. Significant Subsidiaries December 31, 2013

Exhibit 21 Con-way Inc. Significant Subsidiaries December 31, 2013 Con-way and its significant subsidiaries were: Parent and Significant Subsidiaries Percent of Stock Owned by Con-way State or Province or Country of Incorporation Con-way Inc. Delaware Significant Subsidiaries of Con-way Inc.: Con-way Freight Inc. 100 Delaware Menlo Worldwide, LLC 100 Delaware Transportation Resources, Inc. 100 Del

February 12, 2014 SC 13G/A

CNW / Con-way Inc. / VANGUARD GROUP INC Passive Investment

conwayinc.htm - Generated by SEC Publisher for SEC Filing SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 1 )* Name of issuer: Con-way Inc Title of Class of Securities: Common Stock CUSIP Number: 205944101 Date of Event Which Requires Filing of this Statement: December 31, 2013 Check the appropriate box to designate t

February 5, 2014 EX-99.1

CON-WAY INC. REPORTS 2013 FOURTH-QUARTER AND FULL-YEAR RESULTS

Exhibit 99.1 NEWS RELEASE Contacts: Investor: Patrick Fossenier 1+ 734-757-1557 News Media: Gary Frantz 1+ 734-757-1558 CON-WAY INC. REPORTS 2013 FOURTH-QUARTER AND FULL-YEAR RESULTS ANN ARBOR, Mich. -February 5, 2014- Con-way Inc. (NYSE:CNW) today reported 2013 fourth-quarter net income of $11.7 million, or 20 cents per diluted share, which was in line with the company’s fourth quarter update pre

February 5, 2014 8-K

Results of Operations and Financial Condition

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 (Date of earliest event reported): February 5, 2014 Con-way Inc. (Exact name of registrant as specified in its charter) Delaware 1-05046 94-1444798 (State or other jurisdiction of incorporation) (Commission File Number

January 22, 2014 8-K

- 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 (Date of earliest event reported): January 22, 2014 Con-way Inc. (Exact name of registrant as specified in its charter) Delaware 1-05046 94-1444798 (State or other jurisdiction of incorporation) (Commission File Number

January 22, 2014 EX-99.1

Con-way Inc. Board of Directors Announces Transition in Board Leadership W. Keith Kennedy, Jr. to Step Down as Chairman; Roy W. Templin to Succeed Dr. Kennedy in Planned Succession

Exhibit 99.1 FOR IMMEDIATE RELEASE NEWS RELEASE Contacts: Investor: Patrick Fossenier 1+ 734-757-1557 News Media: Gary Frantz 1+ 734-757-1558 Con-way Inc. Board of Directors Announces Transition in Board Leadership W. Keith Kennedy, Jr. to Step Down as Chairman; Roy W. Templin to Succeed Dr. Kennedy in Planned Succession Ann Arbor, MI - Jan. 22, 2014 - The Board of Directors of Con-way Inc. (NYSE:

January 16, 2014 EX-99.1

Page 1

Exhibit 99.1 NEWS RELEASE Contacts: Investor: Patrick Fossenier 1+ 734-757-1557 News Media: Gary Frantz 1+ 734-757-1558 Con-way Inc. Issues Fourth Quarter Update ANN ARBOR, MI – January 16, 2014 – Con-way Inc. (NYSE:CNW) today provided an update on its fourth quarter 2013 operating results. Commenting on the quarter, Douglas W. Stotlar, Con-way’s president and CEO, said “The month of December pres

January 16, 2014 8-K

- 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 (Date of earliest event reported): January 16, 2014 Con-way Inc. (Exact name of registrant as specified in its charter) Delaware 1-05046 94-1444798 (State or other jurisdiction of incorporation) (Commission File Number

October 30, 2013 8-K

Results of Operations and Financial Condition - 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 (Date of earliest event reported): October 30, 2013 Con-way Inc. (Exact name of registrant as specified in its charter) Delaware 1-05046 94-1444798 (State or other jurisdiction of incorporation) (Commission File Number

October 30, 2013 EX-99.1

CON-WAY INC. REPORTS 2013 THIRD-QUARTER RESULTS

Exhibit 99.1 NEWS RELEASE Contacts: Investor: Patrick Fossenier 1+ 734-757-1557 News Media: Gary Frantz 1+ 734-757-1558 CON-WAY INC. REPORTS 2013 THIRD-QUARTER RESULTS ANN ARBOR, Mich. -October 30, 2013-Con-way Inc. (NYSE:CNW) today reported 2013 third-quarter net income of $30.6 million, or 53 cents per diluted share. The results compare to third-quarter 2012 net income of $25.3 million, or 45 ce

October 30, 2013 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2013 ___ TRANSITION REPORT PURSUA

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2013 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: 1-05046 Con-way Inc. (Exact

July 31, 2013 EX-10.1

CON-WAY INC. RESTRICTED STOCK AWARD AGREEMENT (Service-Based Vesting)

Exhibit 10.1 CON-WAY INC. RESTRICTED STOCK AWARD AGREEMENT (Service-Based Vesting) THIS AGREEMENT, granted on the 8th day of May, 2013, by Con-way Inc., a Delaware corporation (hereinafter called the ?Company?), to Participant. WITNESSETH: WHEREAS, the Company has adopted the Con-way Inc. 2012 Equity and Incentive Plan, as amended from time to time (as so amended, the ?Plan?), which Plan is incorp

July 31, 2013 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2013 ___ TRANSITION REPORT PURSUANT TO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2013 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: 1-05046 Con-way Inc. (Exact name

July 31, 2013 8-K

Results of Operations and Financial Condition - 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 (Date of earliest event reported): July 31, 2013 Con-way Inc. (Exact name of registrant as specified in its charter) Delaware 1-05046 94-1444798 (State or other jurisdiction of incorporation) (Commission File Number) (

July 31, 2013 EX-99.1

CON-WAY INC. REPORTS 2013 SECOND-QUARTER RESULTS

Exhibit 99.1 NEWS RELEASE Contacts: Investor: Patrick Fossenier 1+ 734-757-1557 News Media: Gary Frantz 1+ 734-757-1558 CON-WAY INC. REPORTS 2013 SECOND-QUARTER RESULTS ANN ARBOR, Mich. -July 31, 2013-Con-way Inc. (NYSE:CNW) today reported 2013 second-quarter net income of $42.9 million, or 75 cents per diluted share. The results compare to second-quarter 2012 net income of $41.8 million, or 74 ce

July 1, 2013 EX-99.1

SECOND AMENDMENT TO CREDIT AGREEMENT

Exhibit 99.1 SECOND AMENDMENT TO CREDIT AGREEMENT This second Amendment to Credit Agreement (the "Second Amendment") is dated as of June 28, 2013, and is made by and among CON-WAY INC., a Delaware corporation, the BANKS party hereto, PNC BANK, NATIONAL ASSOCIATION, as Administrative Agent (the "Agent"), and U.S. BANK NATIONAL ASSOCIATION, as Syndication Agent. RECITALS: WHEREAS, the Borrower, the

July 1, 2013 8-K

Entry into a Material Definitive Agreement - 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 (Date of earliest event reported): June 28, 2013 Con-way Inc. (Exact name of registrant as specified in its charter) Delaware 1-05046 94-1444798 (State or other jurisdiction of incorporation) (Commission File Number) (

June 25, 2013 11-K

- 11-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K ý ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year end December 31, 2012 OR o TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from N/A to N/A Commission File Number: 1-05046 A. Full title of the plan and the

June 25, 2013 11-K

- 11-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K ý ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year end December 31, 2012 OR o TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from N/A to N/A Commission File Number: 1-05046 A. Full title of the plan and the

June 25, 2013 11-K

- 11-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K ý ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year end December 31, 2012 OR o TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from N/A to N/A Commission File Number: 1-05046 A. Full title of the plan and the

May 7, 2013 8-K

Submission of Matters to a Vote of Security Holders - 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 (Date of earliest event reported): May 7, 2013 Con-way Inc. (Exact name of registrant as specified in its charter) Delaware 1-5046 94-1444798 (State or other jurisdiction of incorporation) (Commission File Number) (IRS

May 1, 2013 EX-10.2

CON-WAY INC. GLOBAL PERFORMANCE SHARE PLAN UNIT GRANT AGREEMENT

Exhibit 10.2 CON-WAY INC. GLOBAL PERFORMANCE SHARE PLAN UNIT GRANT AGREEMENT THIS AGREEMENT, including Appendices A and B, granted on the 11th day of February, 2013 ("Grant Date"), by Con-way Inc., a Delaware corporation (hereinafter called "Company") to Participant. WITNESSETH: WHEREAS, the Company has adopted the Con-way Inc. 2012 Equity and Incentive Plan, as amended from time to time (as so am

May 1, 2013 EX-99.1

CON-WAY INC. REPORTS 2013 FIRST-QUARTER RESULTS

Exhibit 99.1 NEWS RELEASE Contacts: Investor: Patrick Fossenier 1+ 734-757-1557 News Media: Gary Frantz 1+ 734-757-1558 CON-WAY INC. REPORTS 2013 FIRST-QUARTER RESULTS ANN ARBOR, Mich. -May 1, 2013-Con-way Inc. (NYSE:CNW) today reported 2013 first-quarter net income of $14.0 million, or 25 cents per diluted share. The results compare to first-quarter 2012 net income of $25.6 million, or 46 cents p

May 1, 2013 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2013 ___ TRANSITION REPORT PURSUANT T

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2013 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: 1-05046 Con-way Inc. (Exact name

May 1, 2013 EX-10.1

CON-WAY INC. GLOBAL RESTRICTED STOCK UNIT GRANT AGREEMENT

Exhibit 10.1 CON-WAY INC. GLOBAL RESTRICTED STOCK UNIT GRANT AGREEMENT THIS AGREEMENT, including Appendix A, granted on the 11th day of February, 2013 ("Grant Date"), by Con-way Inc., a Delaware corporation (hereinafter called ?Company?) to Participant. WITNESSETH: WHEREAS, the Company has adopted the Con-way Inc. 2012 Equity and Incentive Plan, as amended from time to time (as so amended, the ?Pl

May 1, 2013 EX-10.3

Con-way Inc. Executive Incentive Plan Con-way Inc. Executive Incentive Plan Table of Contents

Exhibit 10.3 Con-way Inc. Executive Incentive Plan Con-way Inc. Executive Incentive Plan Table of Contents Page 1. Purpose; EIP; Administration; Claims...............................................................1 2. Definitions.........................................................................................................1 3. Eligibility.................................................

May 1, 2013 8-K

Results of Operations and Financial Condition - 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 (Date of earliest event reported): May 1, 2013 Con-way Inc. (Exact name of registrant as specified in its charter) Delaware 1-5046 94-1444798 (State or other jurisdiction of incorporation) (Commission File Number) (IRS

April 2, 2013 DEF 14A

- DEF 14A

DEF 14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

March 20, 2013 8-K

Current Report

8-K 1 a13038-kupdate.htm 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 (Date of earliest event reported): March 19, 2013 Con-way Inc. (Exact name of registrant as specified in its charter) Delaware 1-5046 94-1444798 (State or other jurisdiction of incorporatio

March 20, 2013 EX-99.1

CON-WAY ISSUES FIRST QUARTER UPDATE

Exhibit 99.1 NEWS RELEASE Contacts: Investor: Patrick Fossenier 1+ 734-757-1557 News Media: Gary Frantz 1+ 734-757-1558 CON-WAY ISSUES FIRST QUARTER UPDATE ANN ARBOR, Mich. - March 19, 2013-Con-way Inc. (NYSE:CNW) today provided an update on first quarter 2013 trends at Con-way Freight, the company's less-than-truckload unit. Weight per day in the first quarter of 2013 is expected to be down appro

March 8, 2013 PRE 14A

- PRE 14A

PRE 14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

February 25, 2013 EX-10.13

DIRECTORS BUSINESS TRAVEL INSURANCE PLAN

Exhibit 10.13 DIRECTORS BUSINESS TRAVEL INSURANCE PLAN BENEFITS You are automatically insured against accidental death and dismemberment that occurs when you are in travel status on Con-way Inc. (“Con-way”) business. Coverage begins when you leave your residence or place of regular employment (whichever occurs last) on Con-way business and continues until you return to your residence or place of r

February 25, 2013 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

10-K 1 a121210k.htm 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ý ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2012 or o 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 1-05046 Con

February 25, 2013 EX-10.33

AMENDMENT NO. 4 TO THE CON-WAY INC. SUPPLEMENTAL RETIREMENT SAVINGS PLAN AMENDED AND RESTATED DECEMBER 2008

Exhibit 10.33 AMENDMENT NO. 4 TO THE CON-WAY INC. SUPPLEMENTAL RETIREMENT SAVINGS PLAN AMENDED AND RESTATED DECEMBER 2008 Con-way Inc. Supplemental Retirement Savings Plan, Amended and Restated December 2008, as thereafter amended (the “Plan”), is hereby amended as follows, pursuant to Section 9.1 of the Plan. This Amendment shall be effective as of January 1, 2013. 1. The Preamble is amended to r

February 25, 2013 EX-21

Con-way Inc. Significant Subsidiaries December 31, 2012

Exhibit 21 Con-way Inc. Significant Subsidiaries December 31, 2012 Con-way and its significant subsidiaries were: Parent and Significant Subsidiaries Percent of Stock Owned by Con-way State or Province or Country of Incorporation Con-way Inc. Delaware Significant Subsidiaries of Con-way Inc.: Con-way Freight Inc. 100 Delaware Menlo Worldwide, LLC 100 Delaware Transportation Resources, Inc. 100 Del

February 25, 2013 EX-12

Con-way Inc. Computation of Ratios of Earnings to Fixed Charges Year ended December 31, (Dollars in thousands) 2012 2011 2010 2009 2008 Earnings: Income (Loss) from continuing operations before income tax provision $ 170,954 $ 148,072 $ 16,557 $ (90,

Exhibit 12 Con-way Inc. Computation of Ratios of Earnings to Fixed Charges Year ended December 31, (Dollars in thousands) 2012 2011 2010 2009 2008 Earnings: Income (Loss) from continuing operations before income tax provision $ 170,954 $ 148,072 $ 16,557 $ (90,269 ) $ 134,917 Add: Interest expense, net of capitalized interest 54,777 55,589 59,015 64,440 62,936 Interest component of rental expense

February 12, 2013 SC 13G

CNW / Con-way Inc. / VANGUARD GROUP INC Passive Investment

conwayinc.htm - Generated by SEC Publisher for SEC Filing SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 0 )* Name of issuer: Con-way Inc Title of Class of Securities: Common Stock CUSIP Number: 205944101 Date of Event Which Requires Filing of this Statement: December 31, 2012 Check the appropriate box to designate t

February 6, 2013 8-K

Results of Operations and Financial Condition

8-K 1 a12128-kearningsrelease.htm 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 (Date of earliest event reported): February 6, 2013 Con-way Inc. (Exact name of registrant as specified in its charter) Delaware 1-05046 94-1444798 (State or other jurisdiction of

February 6, 2013 EX-99.1

CON-WAY INC. REPORTS 2012 FOURTH-QUARTER AND FULL-YEAR

Exhibit 99.1 NEWS RELEASE Contacts: Investor: Patrick Fossenier 1+ 734-757-1557 News Media: Gary Frantz 1+ 734-757-1558 CON-WAY INC. REPORTS 2012 FOURTH-QUARTER AND FULL-YEAR RESULTS ANN ARBOR, Mich. -February 6, 2013-Con-way Inc. (NYSE:CNW) today reported 2012 fourth-quarter net income of $11.8 million, or 21 cents per diluted share. The results compare to fourth-quarter 2011 net income of $23.0

January 28, 2013 8-K

- 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 (Date of earliest event reported): January 21, 2013 Con-way Inc. (Exact name of registrant as specified in its charter) Delaware 1-5046 94-1444798 (State or other jurisdiction of incorporation) (Commission File Number)

December 27, 2012 CORRESP

-

December 27, 2012 Via EDGAR and email Mr. David R. Humphrey Accounting Branch Chief Securities and Exchange Commission Washington, D.C. 20549-3561 RE: Con-way Inc. Letter dated December 13, 2012 concerning Form 10-K for the year ended December 31, 2011. File No. 1-5046 Dear Mr. Humphrey: This letter is in response to your comment letter dated December 13, 2012 concerning your review of the Con-way

November 2, 2012 EX-10.4

SEVERANCE AGREEMENT (CHANGE IN CONTROL)

Exhibit 10.4 SEVERANCE AGREEMENT (CHANGE IN CONTROL) THIS SEVERANCE AGREEMENT (CHANGE IN CONTROL), effective April 25, 2011, is by and between Con-way Inc. (the "Employer"), and Stephen Krull (the "Executive"). WHEREAS, the Employer (a) considers it essential to foster the continued employment of key management personnel, (b) recognizes that the possibility of a Change in Control exists and that s

November 2, 2012 EX-10.7

AMENDED AND RESTATED SEVERANCE AGREEMENT (NON-CHANGE IN CONTROL) AMENDMENT NO. 2

Exhibit 10.7 AMENDED AND RESTATED SEVERANCE AGREEMENT (NON-CHANGE IN CONTROL) AMENDMENT NO. 2 WHEREAS (the “Employer”) previously adopted the Amended and Restated Severance Agreement (Non-Change in Control) (the “Agreement”) dated that provides certain severance payments and benefits to specific executives, including (the “Executive”); WHEREAS, the Employer and Executive desire to amend the Agreem

November 2, 2012 EX-10.8

SEVERANCE AGREEMENT (NON-CHANGE IN CONTROL)

Exhibit 10.8 SEVERANCE AGREEMENT (NON-CHANGE IN CONTROL) THIS SEVERANCE AGREEMENT (NON-CHANGE IN CONTROL), effective September 25, 2012, is by and between Con-way Truckload Inc. (the "Employer"), and Saul Gonzalez (the "Executive"). WHEREAS, the Employer and the Executive desire to enter into a severance agreement to set forth the terms and conditions on which the Employer will make available to t

November 2, 2012 EX-10.5

SEVERANCE AGREEMENT (CHANGE IN CONTROL)

Exhibit 10.5 SEVERANCE AGREEMENT (CHANGE IN CONTROL) THIS SEVERANCE AGREEMENT (CHANGE IN CONTROL), effective September 20, 2011, is by and between Con-way Freight Inc. (the "Employer"), and Walter G. Lehmkuhl (the "Executive"). WHEREAS, the Employer (a) considers it essential to foster the continued employment of key management personnel, (b) recognizes that the possibility of a Change in Control

November 2, 2012 EX-10.10

SEVERANCE AGREEMENT (NON-CHANGE IN CONTROL)

Exhibit 10.10 SEVERANCE AGREEMENT (NON-CHANGE IN CONTROL) THIS SEVERANCE AGREEMENT (NON-CHANGE IN CONTROL), effective September 20, 2011, is by and between Con-way Freight Inc. (the "Employer"), and Walter G. Lehmkuhl (the "Executive"). WHEREAS, the Employer and the Executive desire to enter into a severance agreement to set forth the terms and conditions on which the Employer will make available

November 2, 2012 EX-10.12

NON-CHANGE IN CONTROL SEVERANCE POLICY ADOPTED AS OF DECEMBER 18, 2009 AMENDED AS OF SEPTEMBER 21, 2012

Exhibit 10.12 NON-CHANGE IN CONTROL SEVERANCE POLICY ADOPTED AS OF DECEMBER 18, 2009 AMENDED AS OF SEPTEMBER 21, 2012 This Non-Change in Control Severance Policy (?Policy?) is established and maintained by each of the Affiliates of Con-way Inc. (the ?Company?) listed on Schedule 1 hereto, as such schedule may be amended from time to time (the ?Affiliated Companies?). Capitalized terms used in this

November 2, 2012 EX-10.1

COMPLIANCE AMENDMENT 2012-1 TO THE CON-WAY INC. 2005 SUPPLEMENTAL EXCESS RETIREMENT PLAN (AMENDED AND RESTATED DECEMBER 2008)

Exhibit 10.1 COMPLIANCE AMENDMENT 2012-1 TO THE CON-WAY INC. 2005 SUPPLEMENTAL EXCESS RETIREMENT PLAN (AMENDED AND RESTATED DECEMBER 2008) The Con-way Inc. 2005 Supplemental Excess Retirement Plan (Amended and Restated December 2008) (the "Plan"), is hereby amended as follows, pursuant to Section 5.01 of the Plan, effective as stated herein. Capitalized terms used herein and not otherwise defined

November 2, 2012 EX-10.2

SEVERANCE AGREEMENT (CHANGE IN CONTROL) AMENDMENT NO. 2

Exhibit 10.2 SEVERANCE AGREEMENT (CHANGE IN CONTROL) AMENDMENT NO. 2 WHEREAS (the ?Employer?) previously adopted the Severance Agreement (Change in Control) dated (as amended, the ?Agreement?) that provides certain severance payments and benefits to specific executives, including (the ?Executive?); WHEREAS, the Employer and Executive desire to amend the Agreement to (i) clarify the provision of He

November 2, 2012 EX-10.6

SEVERANCE AGREEMENT (CHANGE IN CONTROL)

Exhibit 10.6 SEVERANCE AGREEMENT (CHANGE IN CONTROL) THIS SEVERANCE AGREEMENT (CHANGE IN CONTROL), dated as of and effective December 18, 2009, is by and between Con-way Inc. (the "Employer"), and Charles R. Mullett (the "Executive"). WHEREAS, the Employer (a) considers it essential to foster the continued employment of key management personnel, (b) recognizes that the possibility of a Change in C

November 2, 2012 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2012 ___ TRANSITION REPORT PURSUA

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2012 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: 1-05046 Con-way Inc. (Exact

November 2, 2012 EX-10.11

NON-CHANGE IN CONTROL SEVERANCE POLICY (CON-WAY INC. AND CON-WAY ENTERPRISE SERVICES INC.) ADOPTED AS OF DECEMBER 18, 2009 AMENDED AS OF SEPTEMBER 21, 2012

EX-10.11 12 a1209ex1011.htm EXHIBIT 10.11 Exhibit 10.11 NON-CHANGE IN CONTROL SEVERANCE POLICY (CON-WAY INC. AND CON-WAY ENTERPRISE SERVICES INC.) ADOPTED AS OF DECEMBER 18, 2009 AMENDED AS OF SEPTEMBER 21, 2012 This Non-Change in Control Severance Policy (“Policy”) is established and maintained by Con-way Inc. (the “Company”) and by Con-way Enterprise Services, Inc. (“CES”), an affiliate of the C

November 2, 2012 EX-10.3

SEVERANCE AGREEMENT (CHANGE IN CONTROL)

EX-10.3 4 a1209ex103.htm EXHIBIT 10.3 Exhibit 10.3 SEVERANCE AGREEMENT (CHANGE IN CONTROL) THIS SEVERANCE AGREEMENT (CHANGE IN CONTROL), effective September 25, 2012, is by and between Con-way Truckload Inc. (the "Employer"), and Saul Gonzalez (the "Executive"). WHEREAS, the Employer (a) considers it essential to foster the continued employment of key management personnel, (b) recognizes that the

November 2, 2012 EX-10.9

SEVERANCE AGREEMENT (NON-CHANGE IN CONTROL)

Exhibit 10.9 SEVERANCE AGREEMENT (NON-CHANGE IN CONTROL) THIS SEVERANCE AGREEMENT (NON-CHANGE IN CONTROL), effective April 25, 2011, is by and between Con-way Inc. (the "Employer"), and Stephen Krull (the "Executive"). WHEREAS, the Employer and the Executive desire to enter into a severance agreement to set forth the terms and conditions on which the Employer will make available to the Executive c

October 31, 2012 EX-99.1

CON-WAY INC. REPORTS 2012 THIRD QUARTER RESULTS

Exhibit 99.1 NEWS RELEASE Contacts: Investor: Patrick Fossenier 1+ 734-757-1557 News Media: Gary Frantz 1+ 734-757-1558 CON-WAY INC. REPORTS 2012 THIRD QUARTER RESULTS ANN ARBOR, Mich. -OCT. 31, 2012-Con-way Inc. (NYSE:CNW) today reported 2012 third-quarter net income of $25.3 million, or 45 cents per diluted share. The results compare to third-quarter 2011 net income of $29.1 million, or 52 cents

October 31, 2012 8-K

Results of Operations and Financial Condition

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 (Date of earliest event reported): October 31, 2012 Con-way Inc. (Exact name of registrant as specified in its charter) Delaware 1-5046 94-1444798 (State or other jurisdiction of incorporation) (Commission File Number)

August 3, 2012 EX-10.2

CON-WAY INC. RESTRICTED STOCK AWARD AGREEMENT (Service-Based Vesting)

Exhibit 10.2 CON-WAY INC. RESTRICTED STOCK AWARD AGREEMENT (Service-Based Vesting) THIS AGREEMENT, granted on the 9th day of May, 2012, by Con-way Inc., a Delaware corporation (hereinafter called the ?Company"), to Participant. WITNESSETH: WHEREAS, the Company has adopted the Con-way Inc. 2012 Equity and Incentive Plan, as amended from time to time (as so amended, the "Plan"), which Plan is incorp

August 3, 2012 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2012 ___ TRANSITION REPORT PURSUANT TO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2012 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: 1-05046 Con-way Inc. (Exact name

July 31, 2012 8-K

Results of Operations and Financial Condition - FORM 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 (Date of earliest event reported): July 31, 2012 Con-way Inc. (Exact name of registrant as specified in its charter) Delaware 1-5046 94-1444798 (State or other jurisdiction of incorporation) (Commission File Number) (I

July 31, 2012 EX-99.1

CON-WAY INC. REPORTS 2012 SECOND QUARTER RESULTS

Exhibit 99.1 Con-way NEWS RELEASE Contacts: Investor: Patrick Fossenier 1+734-757-1557 News Media: Gary Frantz 1+734-757-1558 CON-WAY INC. REPORTS 2012 SECOND QUARTER RESULTS ANN ARBOR, Mich. -JULY 31, 2012-Con-way Inc. (NYSE:CNW) today reported 2012 second-quarter net income of $41.8 million, or 74 cents per diluted share. The results compare to second-quarter 2011 net income of $29.4 million, or

June 29, 2012 8-K

Current Report

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 (Date of earliest event reported): June 26, 2012 Con-way Inc. (Exact name of registrant as specified in its charter) Delaware 1-5046 94-1444798 (State or other jurisdiction of incorporation) (Commission File Number) (I

June 29, 2012 EX-10.1

CONSULTING AGREEMENT

Exhibit 10.1 CONSULTING AGREEMENT This Consulting Agreement (“Agreement”) is made and entered into by and between Con-way Inc. (“Company”), Herbert J. Schmidt (“Schmidt”) and HJS Consulting, LLC, a consulting firm owned by Herbert J. Schmidt (“Schmidt's Consulting Firm”). This Agreement shall be effective as of the Retirement Date (as defined below). RECITALS A. WHEREAS, Schmidt will retire as Exe

June 26, 2012 11-K

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K x ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year end December 31, 2011 OR o TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from N/A to N/A Commission File Number 1-5046 A. Full title of the plan and the a

June 26, 2012 11-K

-

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K x ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year end December 31, 2011 OR o TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from N/A to N/A Commission File Number 1-5046 A. Full title of the plan and the a

June 26, 2012 11-K

-

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K x ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year end December 31, 2011 OR o TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from N/A to N/A Commission File Number 1-5046 A. Full title of the plan and the a

May 10, 2012 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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 (Date of earliest event reported): May 8, 2012 Con-way Inc. (Exact name of registrant as specified in its charter) Delaware 1-5046 94-1444798 (State or other jurisdiction of incorporation) (Commission File Number) (IRS

May 9, 2012 8-K

Submission of Matters to a Vote of Security Holders

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 (Date of earliest event reported): May 8, 2012 Con-way Inc. (Exact name of registrant as specified in its charter) Delaware 1-5046 94-1444798 (State or other jurisdiction of incorporation) (Commission File Number) (IRS

May 8, 2012 S-8

-

As filed with the Securities and Exchange Commission on May 8, 2012 Registration No.

May 4, 2012 EX-10

CON-WAY INC. GLOBAL PERFORMANCE SHARE PLAN UNIT GRANT AGREEMENT

Exhibit 10.2 CONFIDENTIAL MATERIAL APPEARING IN THIS DOCUMENT HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION IN ACCORDANCE WITH THE SECURITIES ACT OF 1933, AS AMENDED, AND RULE 24B-2 PROMULGATED THEREUNDER. OMITTED INFORMATION HAS BEEN REPLACED WITH ASTERISKS. CON-WAY INC. GLOBAL PERFORMANCE SHARE PLAN UNIT GRANT AGREEMENT THIS AGREEMENT, including Appendices A,

May 4, 2012 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2012 ___ TRANSITION REPORT PURSUANT T

10-Q 1 form10q.htm FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2012 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: 1-0

May 4, 2012 EX-10

CON-WAY INC. RESTRICTED STOCK UNIT GRANT AGREEMENT

Exhibit 10.1 CON-WAY INC. RESTRICTED STOCK UNIT GRANT AGREEMENT THIS AGREEMENT, including Appendix A, granted on the 7th day of February, 2012 (?Grant Date?), by Con-way Inc., a Delaware corporation (hereinafter called ?Company?) to Recipient. WITNESSETH: WHEREAS, the Company has adopted the Con-way Inc. 2006 Equity and Incentive Plan, as amended from time to time (as so amended, the ?Plan?), whic

May 2, 2012 8-K

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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 (Date of earliest event reported): May 1, 2012 Con-way Inc. (Exact name of registrant as specified in its charter) Delaware 1-5046 94-1444798 (State or other jurisdiction of incorporation) (Commission File Number) (IRS

May 1, 2012 8-K

Results of Operations and Financial Condition - FORM 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 (Date of earliest event reported): May 1, 2012 Con-way Inc. (Exact name of registrant as specified in its charter) Delaware 1-5046 94-1444798 (State or other jurisdiction of incorporation) (Commission File Number) (IRS

May 1, 2012 EX-99

CON-WAY INC. REPORTS 2012 FIRST QUARTER RESULTS

Exhibit 99.1 Con-way NEWS RELEASE Contacts: Investor: Patrick Fossenier 1+ 734-757-1557 News Media: Gary Frantz 1+ 734-757-1558 CON-WAY INC. REPORTS 2012 FIRST QUARTER RESULTS ANN ARBOR, Mich. —May 1, 2012—Con-way Inc. (NYSE:CNW) today reported 2012 first-quarter net income of $25.6 million, or 46 cents per diluted share. The results compare to first-quarter 2011 net income of $6.9 million, or 12

April 3, 2012 DEF 14A

- DEFINITIVE PROXY STATEMENT

Definitive Proxy Statement Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

February 28, 2012 EX-12

CON-WAY INC.

Computation of ratios of earnings to fixed charges Exhibit 12 CON-WAY INC. COMPUTATION OF RATIOS OF EARNINGS TO FIXED CHARGES Year Ended December 31, (Dollars in thousands) 2011 2010 2009 2008 2007 Earnings: Income (Loss) from continuing operations before income tax provision $ 148,072 $ 16,557 $ (90,269 ) $ 134,917 $ 242,646 Add: Loss from equity investment (1) — — — — 2,699 Interest expense, net

February 28, 2012 EX-21

CON-WAY INC. SIGNIFICANT SUBSIDIARIES December 31, 2011

Exhibit 21 CON-WAY INC. SIGNIFICANT SUBSIDIARIES December 31, 2011 Con-way and its significant subsidiaries were: Parent and Significant Subsidiaries Percent of Stock Owned by Con-way State or Province or Country of Incorporation Con-way Inc. Delaware Significant Subsidiaries of Con-way Inc.: Con-way Freight Inc. 100 Delaware Menlo Worldwide, LLC 100 Delaware Transportation Resources, Inc. 100 Mis

February 28, 2012 EX-10.34

CON-WAY INC. AMENDED AND RESTATED 2003 EQUITY INCENTIVE PLAN FOR NON-EMPLOYEE DIRECTORS AMENDED AND RESTATED DECEMBER 2011

Exhibit 10.34 CON-WAY INC. AMENDED AND RESTATED 2003 EQUITY INCENTIVE PLAN FOR NON-EMPLOYEE DIRECTORS AMENDED AND RESTATED DECEMBER 2011 1. Introduction Con-way Inc., a Delaware corporation (the ?Company?) established the Con-way Inc. 2003 Equity Incentive Plan for Non-Employee Directors (the ?Original Plan?) for those members of the Company?s Board of Directors who are not employees of the Compan

February 28, 2012 EX-10.55

AMENDMENT NO. 3 TO THE CON-WAY INC. SUPPLEMENTAL RETIREMENT SAVINGS PLAN AMENDED AND RESTATED DECEMBER 2008

Amendment No. 3 to Supplemental Retirement Savings Plan Exhibit 10.55 AMENDMENT NO. 3 TO THE CON-WAY INC. SUPPLEMENTAL RETIREMENT SAVINGS PLAN AMENDED AND RESTATED DECEMBER 2008 Con-way Inc. Supplemental Retirement Savings Plan, Amended and Restated December 2008 (“Plan”) is hereby amended as follows, pursuant to Section 9.1 of the Plan. This amendment shall be effective as of October 1, 2011. 1.

February 28, 2012 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2011 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 1-05046 Con-way In

February 14, 2012 SC 13G/A

CNW / Con-way Inc. / WELLINGTON MANAGEMENT GROUP LLP - DISCLOSURE DOCUMENT Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 4)* Con-way Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 205944101 (CUSIP Number) December 31, 2011 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule i

February 2, 2012 8-K

Results of Operations and Financial Condition

8-K 1 feb28k.htm FORM 8K 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 (Date of earliest event reported): February 2, 2012 Con-way Inc. (Exact name of registrant as specified in its charter) Delaware 1-5046 94-1444798 (State or other jurisdiction of incorporation)

February 2, 2012 EX-99.1

CON-WAY INC. REPORTS FOURTH-QUARTER AND FULL-YEAR RESULTS FOR 2011

Exhibit 99.1 Con-way NEWS RELEASE Contacts: Investor: Patrick Fossenier 1+ 734-757-1557 News Media: Gary Frantz 1+ 734-757-1558 CON-WAY INC. REPORTS FOURTH-QUARTER AND FULL-YEAR RESULTS FOR 2011 ANN ARBOR, Mich. —February 2, 2012—Con-way Inc. (NYSE:CNW) today reported 2011 fourth quarter net income of $23.0 million, or 41 cents per diluted share. The results compare to fourth quarter 2010 net inco

January 27, 2012 EX-3.1

CON-WAY INC. INCORPORATED IN DELAWARE AUGUST 13, 1958 UNDER THE CORPORATE NAME OF CONSOLIDATED FREIGHTWAYS COMPANY As Amended January 24, 2012 CON-WAY INC. As Amended January 24, 2012 ARTICLE I

Exhibit 3.1 CON-WAY INC. INCORPORATED IN DELAWARE AUGUST 13, 1958 UNDER THE CORPORATE NAME OF CONSOLIDATED FREIGHTWAYS COMPANY BYLAWS As Amended January 24, 2012 CON-WAY INC. BYLAWS As Amended January 24, 2012 ARTICLE I OFFICES SECTION 1. Registered Office. The registered office of the Corporation in the State of Delaware shall be in the City of Wilmington, County of New Castle. SECTION 2. Other O

January 27, 2012 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year - FORM 8K

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 (Date of earliest event reported): January 23, 2012 Con-way Inc. (Exact name of registrant as specified in its charter) Delaware 1-5046 94-1444798 (State or other jurisdiction of incorporation) (Commission File Number)

November 7, 2011 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2011 ___ TRANSITION REPORT PURSUA

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2011 OR TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from N/A to N/A COMMISSION FILE NUMBER 1-5046 Con-way Inc. I

November 3, 2011 8-K

Results of Operations and Financial Condition

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 (Date of earliest event reported): November 3, 2011 Con-way Inc. (Exact name of registrant as specified in its charter) Delaware 1-5046 94-1444798 (State or other jurisdiction of incorporation) (Commission File Number)

November 3, 2011 EX-99

CON-WAY INC. REPORTS 2011 THIRD QUARTER RESULTS

Exhibit 99.1 Con-way NEWS RELEASE Contacts: Investor: Patrick Fossenier 1+ 734-757-1557 News Media: Gary Frantz 1+ 734-757-1558 CON-WAY INC. REPORTS 2011 THIRD QUARTER RESULTS ANN ARBOR, Mich. ?November 3, 2011?Con-way Inc. (NYSE:CNW) today reported 2011 third quarter net income of $29.1 million, or 52 cents per diluted share. This compared to a 2010 third quarter net loss of $8.2 million (15 cent

September 12, 2011 SC 13G/A

SCHEDULE 13G

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3)* Con-way Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 205944101 (CUSIP Number) August 31, 2011 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is

August 16, 2011 8-K/A

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 10, 2011 Con-way Inc. (Exact name of registrant as specified in its charter) Delaware 1-5046 94-1444798 (State or other jurisdiction of incorporation) (Commiss

August 8, 2011 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2011 ___ TRANSITION REPORT PURSUANT TO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2011 OR TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from N/A to N/A COMMISSION FILE NUMBER 1-5046 Con-way Inc. Incorp

August 5, 2011 EX-99.1

CON-WAY INC. REPORTS 2011 SECOND QUARTER RESULTS

EX-99.1 2 ex99.htm PRESS RELEASE DATED AUGUST 4, 2011. Exhibit 99.1 Con-way NEWS RELEASE Contacts: Investor: Patrick Fossenier 1+ 734-757-1557 News Media: Gary Frantz 1+ 734-757-1558 CON-WAY INC. REPORTS 2011 SECOND QUARTER RESULTS ANN ARBOR, Mich. —August 4, 2011—Con-way Inc. (NYSE:CNW) today reported net income for the second quarter of 2011 of $29.4 million, or 52 cents per diluted share. The r

August 5, 2011 8-K

Current Report

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 August 4, 2011 - Date of Report (Date of earliest event reported) Con-way Inc. - (Exact name of registrant as specified in its charter) Delaware 1-5046 94-1444798 - - - (State or other jurisdiction of incorporation) (Commission File

August 2, 2011 EX-99.1

CON-WAY INC. AMENDS AND EXTENDS CREDIT FACILITY

Exhibit 99.1 Con-way NEWS RELEASE Contacts: Investor: Patrick Fossenier 1+ 734-757-1557 News Media: Gary Frantz 1+ 734-757-1558 CON-WAY INC. AMENDS AND EXTENDS CREDIT FACILITY ANN ARBOR, Mich. ? August 2, 2011 ? Con-way Inc. (NYSE:CNW) today announced that it has successfully amended its $325 million revolving credit facility to extend the maturity date by approximately 21 months, from November 20

August 2, 2011 EX-10.1

FIRST AMENDMENT TO CREDIT AGREEMENT AND SUBSIDIARY GUARANTY AGREEMENT

EX-10.1 2 ex101.htm FIRST AMENDMENT TO CREDIT AGREEMENT Exhibit 10.1 FIRST AMENDMENT TO CREDIT AGREEMENT AND SUBSIDIARY GUARANTY AGREEMENT THIS FIRST AMENDMENT TO CREDIT AGREEMENT AND SUBSIDIARY GUARANTY AGREEMENT (the "First Amendment") is dated as of August 2, 2011, and is made by and among CON-WAY INC., a Delaware corporation, the BANKS party hereto, PNC BANK, NATIONAL ASSOCIATION, as Administr

August 2, 2011 8-K

Current Report

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 August 2, 2011 - Date of Report (Date of earliest event reported) Con-way Inc. - (Exact name of registrant as specified in its charter) Delaware 1-5046 94-1444798 - - - (State or other jurisdiction of incorporation) (Commission File

July 5, 2011 8-K

Current Report

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 July 5, 2011 - Date of Report (Date of earliest event reported) Con-way Inc. - (Exact name of registrant as specified in its charter) Delaware 1-5046 94-1444798 - - - (State or other jurisdiction of incorporation) (Commission File Nu

June 24, 2011 11-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K x ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year end December 31, 2010 o TRANSITION REPORT PURSUANT TO SECTION 15(d)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K x ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year end December 31, 2010 OR o TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from N/A to N/A Commission File Number 1-5046 A. Full title of the plan and the a

June 24, 2011 11-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K x ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year end December 31, 2010 o TRANSITION REPORT PURSUANT TO SECTION 15(d)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K x ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year end December 31, 2010 OR o TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from N/A to N/A Commission File Number 1-5046 A. Full title of the plan and the a

June 24, 2011 11-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K x ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year end December 31, 2010 o TRANSITION REPORT PURSUANT TO SECTION 15(d)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K x ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year end December 31, 2010 OR o TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from N/A to N/A Commission File Number 1-5046 A. Full title of the plan and the a

May 6, 2011 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2011 ___ TRANSITION REPORT PURSUANT T

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2011 OR TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from N/A to N/A COMMISSION FILE NUMBER 1-5046 Con-way Inc. Incor

April 5, 2011 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant þ Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14

February 28, 2011 EX-10.76

AMENDED AND RESTATED SEVERANCE AGREEMENT (NON-CHANGE IN CONTROL)

Exhibit 10.76 AMENDED AND RESTATED SEVERANCE AGREEMENT (NON-CHANGE IN CONTROL) THIS AMENDED AND RESTATED SEVERANCE AGREEMENT (NON-CHANGE IN CONTROL), dated as of and effective June 21, 2010, is by and between Con-way Enterprise Services Inc. (the ?Employer?), and Kevin S. Coel (the ?Executive?). WHEREAS, the Employer and the Executive entered into a Severance Agreement (Change in Control) dated as

February 28, 2011 EX-10.73

AMENDED AND RESTATED SEVERANCE AGREEMENT (NON-CHANGE IN CONTROL)

Exhibit 10.73 AMENDED AND RESTATED SEVERANCE AGREEMENT (NON-CHANGE IN CONTROL) THIS AMENDED AND RESTATED SEVERANCE AGREEMENT (NON-CHANGE IN CONTROL), dated as of and effective June 21, 2010, is by and between Con-way Inc. (the ?Employer?), and Jennifer W. Pileggi (the ?Executive?). WHEREAS, the Employer and the Executive entered into a Severance Agreement (Change in Control) dated as of December 1

February 28, 2011 EX-12

2010 2009 2008 2007 2006 Earnings: Income (Loss) from continuing operations before income tax provision $ 16,557 $ (90,269 ) $ 134,917 $ 242,646 $ 392,309 Add (deduct): Loss (Income) from equity investment (1) — — — 2,699 (52,599 ) Interest expense,

Exhibit 12 CON-WAY INC. COMPUTATION OF RATIOS OF EARNINGS TO FIXED CHARGES Year Ended December 31, (Dollars in thousands) 2010 2009 2008 2007 2006 Earnings: Income (Loss) from continuing operations before income tax provision $ 16,557 $ (90,269 ) $ 134,917 $ 242,646 $ 392,309 Add (deduct): Loss (Income) from equity investment (1) ? ? ? 2,699 (52,599 ) Interest expense, net of capitalized interest

February 28, 2011 EX-21

CON-WAY INC. SIGNIFICANT SUBSIDIARIES December 31, 2010

Exhibit 21 CON-WAY INC. SIGNIFICANT SUBSIDIARIES December 31, 2010 Con-way and its significant subsidiaries were: State or Percent of Province or Stock Owned Country of Parent and Significant Subsidiaries by Con-way Incorporation Con-way Inc. Delaware Significant Subsidiaries of Con-way Inc.: Con-way Freight Inc. 100 Delaware Menlo Worldwide, LLC 100 Delaware Transportation Resources, Inc. 100 Mis

February 28, 2011 EX-10.66

NON-CHANGE IN CONTROL SEVERANCE POLICY ADOPTED AS OF DECEMBER 18, 2009 AMENDED AS OF JUNE 21, 2010

Exhibit 10.66 NON-CHANGE IN CONTROL SEVERANCE POLICY ADOPTED AS OF DECEMBER 18, 2009 AMENDED AS OF JUNE 21, 2010 This Non-Change in Control Severance Policy (?Policy?) is established and maintained by each of the Affiliates of Con-way Inc. (the ?Company?) listed on Schedule 1 hereto, as such schedule may be amended from time to time (the ?Affiliated Companies?). Capitalized terms used in this Poli

February 28, 2011 EX-10.65

NON-CHANGE IN CONTROL SEVERANCE POLICY (CON-WAY INC. AND CON-WAY ENTERPRISE SERVICES INC.) ADOPTED AS OF DECEMBER 18, 2009 AMENDED AS OF JUNE 21, 2010

Exhibit 10.65 NON-CHANGE IN CONTROL SEVERANCE POLICY (CON-WAY INC. AND CON-WAY ENTERPRISE SERVICES INC.) ADOPTED AS OF DECEMBER 18, 2009 AMENDED AS OF JUNE 21, 2010 This Non-Change in Control Severance Policy (?Policy?) is established and maintained by Con-way Inc. (the ?Company?) and by Con-way Enterprise Services, Inc. (?CES?), an affiliate of the Company (the Company and CES each being a ?Parti

February 28, 2011 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2010 or o TRANSITION REPORT PURSUANT TO SE

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2010 or o 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 1-5046 Con-way Inc

February 28, 2011 EX-10.74

AMENDED AND RESTATED SEVERANCE AGREEMENT (NON-CHANGE IN CONTROL)

EX-10.74 5 f58158exv10w74.htm EX-10.74 Exhibit 10.74 AMENDED AND RESTATED SEVERANCE AGREEMENT (NON-CHANGE IN CONTROL) THIS AMENDED AND RESTATED SEVERANCE AGREEMENT (NON-CHANGE IN CONTROL), dated as of and effective June 21, 2010, is by and between Con-way Inc. (the “Employer”), and Leslie P. Lundberg (the “Executive”). WHEREAS, the Employer and the Executive entered into a Severance Agreement (Cha

February 28, 2011 EX-10.75

AMENDED AND RESTATED SEVERANCE AGREEMENT (NON-CHANGE IN CONTROL)

Exhibit 10.75 AMENDED AND RESTATED SEVERANCE AGREEMENT (NON-CHANGE IN CONTROL) THIS AMENDED AND RESTATED SEVERANCE AGREEMENT (NON-CHANGE IN CONTROL), dated as of and effective June 21, 2010, is by and between Con-way Inc. (the ?Employer?), and Mark C. Thickpenny (the ?Executive?). WHEREAS, the Employer and the Executive entered into a Severance Agreement (Change in Control) dated as of December 18

February 14, 2011 SC 13G/A

SCHEDULE 13G

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Con-way Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 205944101 (CUSIP Number) December 31, 2010 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule i

February 10, 2011 SC 13G/A

SCHEDULE 13G

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Con-way Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 205944101 (CUSIP Number) January 31, 2011 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is

February 2, 2011 EX-99.2

Con-way Inc.

Exhibit 99.2 Con-way Inc. Freight Segment Statements of Operating Results (Dollars in thousands) Twelve Three Months Ended Months Ended March 31, June 30, September 30, December 31, December 31, 2010 2010 2010 2010 2010 Revenue before intersegment eliminations $ 725,003 $ 816,965 $ 797,078 $ 736,018 $ 3,075,064 Salaries, wages and employee benefits 356,834 389,091 380,441 366,146 1,492,512 Purchas

February 2, 2011 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 February 2, 2011 Date of Report (Date of earliest event reported) Con-way Inc. (Exa

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 February 2, 2011 Date of Report (Date of earliest event reported) Con-way Inc. (Exact name of registrant as specified in its charter) Delaware 1-5046 94-1444798 (State or other (Commission (IRS Employer jurisdiction of File Number) I

February 2, 2011 EX-99.1

CON-WAY INC. REPORTS FOURTH-QUARTER AND FULL-YEAR RESULTS FOR 2010

Exhibit 99.1 Con-way NEWS RELEASE Contacts: Investor: Patrick Fossenier 1+650-378-5353 News Media: Gary Frantz 1+ 650-378-5335 CON-WAY INC. REPORTS FOURTH-QUARTER AND FULL-YEAR RESULTS FOR 2010 ANN ARBOR, Mich.?Feb. 2, 2011?Con-way Inc. (NYSE:CNW) today reported net income for the fourth quarter of 2010 of $2.4 million, or 4 cents per diluted share. The results compare to a fourth-quarter 2009 net

November 5, 2010 EX-100.CAL

XBRL TAXONOMY EXTENSION CALCULATION LINKBASE

November 5, 2010 EX-100.SCH

XBRL TAXONOMY EXTENSION SCHEMA

00100 - Statement - CONSOLIDATED BALANCE SHEETS link:presentationLink link:calculationLink link:definitionLink 00200 - Statement - STATEMENTS OF CONSOLIDATED OPERATIONS link:presentationLink link:calculationLink link:definitionLink 00300 - Statement - STATEMENTS OF CONSOLIDATED CASH FLOWS link:presentationLink link:calculationLink link:definitionLink 00090 - Document - Document and Entity Informat

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