GERDIN MICHAEL J 4

What Happened
Michael J. Gerdin, CEO of Heartland Express, reported gift transactions on May 19, 2026 involving 4,474,456 common shares. The Form 4 shows the shares transferred at $0.00 (gifted), with no proceeds reported. Footnotes indicate these were annuity distributions from grantor retained annuity trusts (GRATs) created for the benefit of Ann Gerdin.

Key Details

• Transaction date: May 19, 2026; filing date: May 21, 2026 (filed two days after the transaction).
• Transaction type/code: Gift (G); reported price per share: $0.00; total shares: 4,474,456.
• Report shows both an acquisition and a disposition entry for the same number of shares at $0.00, consistent with internal trust/annuity distributions.
• Notable footnotes: Mr. Gerdin is trustee or co-trustee of multiple trusts (see F1–F9); some trusts disclaim beneficial ownership for him. The gifts are described as annuity distributions from GRATs for the benefit of Ann S. Gerdin.
• No cash proceeds; gifts do not necessarily indicate the insider’s view on the company’s stock price.

Context: Gifts are transfers for estate or tax planning and generally should not be read as a buy or sell signal. Because Mr. Gerdin serves in several trustee/co‑trustee roles and some entities disclaim beneficial ownership, the reported entries reflect trust-related movements rather than a straightforward personal sale.