Item 2.02. Results of Operations and Financial Condition.

On March 26, 2020, Roadrunner Transportation Systems, Inc. (the "Company") issued a press release announcing its results for the three months and fiscal year ended December 31, 2019. A copy of the press release is being furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. Item 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or


            Standard;       Transfer of Listing.


On March 26, 2020, the Special Committee of the Board of Directors (the "Special
Committee") of the Company authorized the voluntary delisting and deregistration
of the Company's common stock upon determining that such actions are in the best
interest of the Company and its stockholders. On March 26, 2020, the Company
delivered written notice to the New York Stock Exchange (the "NYSE") that the
Company intends to voluntarily delist its common stock, par value $.01, from the
NYSE. On or about April 6, 2020, the Company intends to file a Form 25 with the
Securities and Exchange Commission (the "SEC") to voluntarily delist the
Company's common stock from the NYSE and withdraw the Company's common stock
from registration under Section 12(b) of the Securities Exchange Act of 1934, as
amended (the "Exchange Act"). After effectiveness of the Form 25 on or about
April 17, 2020, the Company intends to file a Form 15 with the SEC to terminate
the registration of its common stock under Section 12(g) of the Exchange Act. As
a result, the Company expects that the last trading day of its common stock on
the NYSE will be on or about April 16, 2020. Immediately upon the filing of the
Form 15 with the SEC, the Company will no longer be obligated to file certain
Exchange Act reports with the SEC.
Following delisting and deregistration, the Company expects that its common
stock will be traded on over-the-counter markets. However, the Company cannot
provide any assurance that trading of its common stock will continue in the
future on any over-the-counter trading market.
Item 9.01.     Financial Statements and Exhibits.

      (d)      Exhibits.
Exhibit
Number
99.1             Press release, dated March 26, 2020, issued by Roadrunner
               Transportation Systems, Inc. announcing results of the fourth quarter
               and year ended December 31, 2019.

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