Form 4: KNX CEO Adam Miller Awarded Equity Compensation

Knight-Swift Transportation Holdings Inc. CEO Adam W. Miller received grants of restricted stock units and performance restricted stock units on November 28, 2025.

Summary

• Adam W. Miller, CEO and Director of Knight-Swift Transportation Holdings Inc. (KNX), acquired various equity awards on November 28, 2025.
• Received 27,947 Restricted Stock Units (RSUs), each representing a contingent right to receive one share of KNX Class A Common Stock.
• These RSUs will vest in three tranches: 33% on January 31, 2027, 33% on January 31, 2028, and 34% on January 31, 2029.
• Received 13,973 Performance Restricted Stock Units (PRSUs), each representing a contingent right to receive one share of KNX Class A Common Stock, subject to adjustment based on performance targets.
• Received an additional 27,947 Performance Restricted Stock Units (PRSUs), also subject to adjustment based on certain relative performance targets.
• The performance period for both PRSU grants ends on December 31, 2028, with shares earned under these awards vesting on January 31, 2029.
• All acquired securities are directly owned by Adam W. Miller.

Sentiment

Score: 7

Explanation: The grant of equity awards to the CEO aligns management's interests with long-term shareholder value creation, indicating confidence in future performance.

Positives

• The grant of equity compensation to the CEO aligns management's long-term interests with those of shareholders, promoting sustained performance.
• The inclusion of performance-based restricted stock units ties a significant portion of the CEO's compensation directly to the achievement of company and relative performance targets.

Future Outlook

The equity grants are designed to incentivize the CEO to drive long-term value creation for Knight-Swift Transportation Holdings Inc. by linking a significant portion of compensation to future stock performance and specific company targets.

Industry Context

NA

Related Party Transactions

• Grant of 27,947 Restricted Stock Units to CEO Adam W. Miller.
• Grant of 13,973 Performance Restricted Stock Units to CEO Adam W. Miller.
• Grant of 27,947 Performance Restricted Stock Units to CEO Adam W. Miller.

Stakeholder Impact

• Shareholders: Potential positive impact due to increased alignment of CEO incentives with long-term shareholder value creation.
• Management: CEO's compensation is now more directly tied to the company's future stock performance and achievement of specific operational and relative performance targets.

Next Steps

• Vesting of 33% of Restricted Stock Units on January 31, 2027.
• Vesting of 33% of Restricted Stock Units on January 31, 2028.
• Conclusion of the performance period for Performance Restricted Stock Units on December 31, 2028.
• Vesting of the remaining 34% of Restricted Stock Units and all earned Performance Restricted Stock Units on January 31, 2029.

Key Dates

Recommendation

The Form 4 reports a routine equity compensation grant to the CEO, which aligns management incentives with shareholder interests. While positive for corporate governance, it does not present new information that would significantly alter the investment thesis or warrant a strong buy or sell recommendation.

Keywords

Knight-Swift Transportation, KNX, Adam Miller, Restricted Stock Units, Performance Restricted Stock Units, Equity Compensation, Insider Transaction, Form 4