Miller Adam W 4

What Happened

• Adam W. Miller, CEO and a director of Knight‑Swift Transportation (KNX), had restricted stock units (RSUs) convert to 18,513 shares of Class A common stock on January 31, 2026.
• To satisfy tax withholding obligations, 8,131 of those shares were withheld (disposed) at $55.10 per share, totaling $448,018. The net new shares delivered to Miller were 10,382.
• These entries are conversion/vesting events (derivative code M) with related tax‑withholding dispositions (code F); this is a compensation vesting event rather than an open‑market sale or purchase.

Key Details

• Transaction date: January 31, 2026; Form 4 filed February 3, 2026 (filed within the required reporting window).
• Shares converted (acquired): 6,134 + 5,709 + 6,670 = 18,513 RSU shares.
• Shares withheld for taxes (disposed): 2,764 + 2,475 + 2,892 = 8,131 shares at $55.10 each, total ≈ $448,018.
• Net shares received: 18,513 − 8,131 = 10,382 shares.
• Footnotes from the filing:
  • F1: RSUs convert to Class A common stock on a one‑for‑one basis.
  • F2: Remaining stock units vested on January 31, 2026; stock is issued when and as vested.
  • F3/F4: Describe prior grant vesting schedules (multi‑year vesting: 33%/33%/34% over stated years).
• Shares owned after the transaction: not reported in the supplied data.

Context

• These transactions reflect scheduled RSU vesting and a common cashless tax‑withholding procedure (holding/disposal of shares to cover taxes), not an open‑market sale of shares by the insider.
• For retail investors: vesting and withholding are routine executive compensation events and do not necessarily signal the insider’s buy/sell preference. Purchases or open‑market sales tend to be more informative of insider sentiment.