Form 4: Knight-Swift CFO Andrew Hess Reports Routine Stock Transactions from RSU Vesting

Knight-Swift Transportation Holdings Inc. CFO Andrew Hess reported the acquisition of Class A Common Stock through the vesting of Restricted Stock Units and subsequent disposition of shares to cover tax obligations.

Summary

• Andrew Hess, Chief Financial Officer of Knight-Swift Transportation Holdings Inc. (KNX), reported multiple transactions on May 31, 2025, related to the vesting of Restricted Stock Units (RSUs).
• A total of 1,512 Class A Common Stock shares were acquired through the exercise/conversion of RSUs (306, 314, 456, and 436 shares from different RSU grants).
• Concurrently, 400 Class A Common Stock shares were disposed of at a price of $44.32 per share to satisfy tax withholding obligations related to the RSU vesting.
• Following these transactions, Andrew Hess's direct beneficial ownership of Class A Common Stock stands at 8,986 shares.
• The reported RSUs convert to Class A Common Stock on a one-for-one basis and vest in five equal annual installments, with vesting periods beginning on May 31, 2021, May 31, 2022, May 31, 2023, and May 31, 2024, respectively.

Sentiment

Score: 6

Explanation: The sentiment is moderately positive as the transactions represent routine executive compensation (RSU vesting), which aligns management's interests with shareholders. The disposition of shares for tax purposes is a standard, neutral event.

Positives

• The vesting of Restricted Stock Units represents a scheduled compensation event for the CFO, indicating continued alignment of management's interests with shareholders.
• The CFO's beneficial ownership of Class A Common Stock remains substantial at 8,986 shares, demonstrating a significant stake in the company.

Negatives

• A portion of the vested shares (400 shares) was sold to cover tax liabilities, which is a common practice but results in a reduction of direct share ownership.

Future Outlook

The document indicates ongoing vesting schedules for previously granted Restricted Stock Units, implying future routine stock issuances to the CFO as these grants continue to vest in annual installments.

Industry Context

This Form 4 filing details a routine insider transaction related to executive compensation, which is a standard practice across publicly traded companies in all industries, including the transportation sector. It does not provide specific insights into broader industry trends or competitive dynamics.

Stakeholder Impact

• Shareholders: The transactions are routine and reflect a standard component of executive compensation, which is generally expected. The CFO's continued beneficial ownership aligns interests.
• Employees: No direct impact on general employees is indicated by this filing.
• Management: The CFO receives vested equity as part of their compensation package.

Next Steps

• Future annual installments of the Restricted Stock Units are expected to vest on their respective schedules, leading to further stock issuances to the CFO.

Key Dates

Keywords

Knight-Swift Transportation, KNX, SEC Form 4, Insider Transaction, Restricted Stock Units, RSU Vesting, CFO, Beneficial Ownership, Stock Compensation, Tax Withholding