Form 4: Knight-Swift Executive Reports Routine Stock Transactions and RSU Vesting
Insider Transaction Report
Cary M. Flanagan, Executive Vice President and CAO of Knight-Swift Transportation Holdings Inc., filed a Form 4 detailing the vesting of restricted stock units and subsequent share dispositions for tax purposes, alongside the grant of new RSUs.
Summary
- Cary M. Flanagan, Executive Vice President and Chief Accounting Officer (CAO) of Knight-Swift Transportation Holdings Inc. (KNX), filed a Form 4 on June 3, 2025, reporting transactions that occurred on May 31, 2025.
- The filing details the vesting of multiple tranches of Restricted Stock Units (RSUs) into Class A Common Stock.
- A total of 3,127 Class A Common Stock shares were acquired through the conversion of RSUs from grants made in 2021, 2022, 2023, 2024, and 2025.
- Concurrently, 1,393 shares of Class A Common Stock were disposed of at a price of $44.32 per share to cover tax liabilities associated with the RSU vesting.
- Following these transactions, Mr. Flanagan's direct beneficial ownership of Class A Common Stock stands at 9,944 shares.
- Additionally, Mr. Flanagan was granted 5,708 new Restricted Stock Units, which will vest in five equal annual installments beginning May 31, 2026.
- The filing also indicates remaining unvested RSUs from previous grants, totaling 13,622 units across various vesting schedules.
Sentiment
Score: 7
Explanation: The document reports routine executive compensation activities, including RSU vesting and a new RSU grant, which are positive for the executive's long-term alignment with the company. The share dispositions are for tax purposes and are standard. Overall, it reflects normal course of business for executive equity compensation.
Positives
- Cary M. Flanagan acquired a total of 3,127 shares of Class A Common Stock through the vesting of Restricted Stock Units, increasing direct ownership.
- A new grant of 5,708 Restricted Stock Units was awarded, indicating continued long-term incentive alignment with the company's performance.
Negatives
- A total of 1,393 shares of Class A Common Stock were disposed of at $44.32 per share to satisfy tax withholding obligations related to the RSU vesting, which is a common practice but reduces direct shareholding.
Future Outlook
NA
Industry Context
NA
Stakeholder Impact
- Shareholders: The report indicates routine equity compensation for a key executive, aligning their interests with long-term shareholder value. The small number of shares sold for tax purposes is unlikely to have a material impact on the market.
- Employees: Reflects standard executive compensation practices, which may set a precedent or expectation for other equity-eligible employees.
Next Steps
- Future vesting of remaining Restricted Stock Units on their respective schedules (e.g., May 31, 2026, for the newly granted 5,708 RSUs).
Key Dates
| Date | Description |
|---|---|
| 05/31/2021 | Start of vesting for a restricted stock unit grant (first of five equal annual installments). |
| 05/31/2022 | Start of vesting for a restricted stock unit grant (first of five equal annual installments). |
| 05/31/2023 | Start of vesting for a restricted stock unit grant (first of five equal annual installments). |
| 05/31/2024 | Start of vesting for a restricted stock unit grant (first of five equal annual installments). |
| 05/31/2025 | Transaction date for RSU vesting and share dispositions; also the start of vesting for a restricted stock unit grant (first of five equal annual installments). |
| 05/31/2026 | Start of vesting for a new restricted stock unit grant of 5,708 units (first of five equal annual installments). |
| 06/03/2025 | Date the Form 4 was signed and filed. |
Keywords
Knight-Swift Transportation Holdings Inc., KNX, SEC Form 4, Insider Trading, Restricted Stock Units, RSU vesting, Stock transactions, Beneficial ownership, Cary M Flanagan, Executive compensation, Equity compensation
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