KNIGHT GARY J 4

What Happened
Gary J. Knight, Vice Chairman and director of Knight‑Swift Transportation (KNX), had restricted stock units (RSUs) vest on January 31, 2026. A total of 5,568 shares were issued upon conversion of the RSUs. To satisfy tax withholding obligations, 2,890 of those shares were withheld/disposed at $55.10 per share for a total withholding of $159,239, leaving a net 2,678 shares issued to Mr. Knight. The filing shows the RSU-to-stock conversions (derivative exercise/conversion) and the related tax‑withholding dispositions.

Key Details

• Transaction date: January 31, 2026; Form filed February 3, 2026. (No late filing flag shown; filing appears timely.)
• RSU conversions (recorded as derivative exercises): 1,963; 1,827; and 1,778 shares (total 5,568).
• Shares withheld for taxes (dispositions, code F): 1,073 @ $55.10 = $59,122; 939 @ $55.10 = $51,739; 878 @ $55.10 = $48,378. Total withheld = 2,890 shares / $159,239.
• Net shares received by the insider after withholding: 2,678 shares.
• Footnotes: RSUs convert 1-for-1 to Class A common stock; vesting schedule noted (33%/33%/34% across specified years) and the remaining units vested on January 31, 2026.
• Shares owned after transaction: not disclosed in the provided excerpt of the Form 4.

Context

• These entries reflect award vesting and routine tax withholding (stock withheld to pay taxes), not an open‑market purchase or sale that would signal buying/selling intent.
• Transaction codes: M = exercise/conversion of derivative (RSU conversion to common stock); F = shares withheld to satisfy tax withholding.
• For retail investors: this is typical executive compensation activity—RSUs vested and shares were issued, with a portion automatically retained for taxes.