Knight-Swift Transportation Holdings Inc.·4/A

Mar 24, 2:07 PM ET

Miller Adam W 4/A

Research Summary

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Updated

Knight‑Swift CEO Adam W. Miller Exercises RSUs; Shares Withheld

What Happened

  • Adam W. Miller, CEO and director of Knight‑Swift Transportation (KNX), had restricted stock units (RSUs) convert to Class A common stock on January 31, 2026. A total of 18,513 RSUs vested (6,134 + 5,709 + 6,670).
  • To cover tax withholding, 8,131 shares were withheld and disposed of at $55.10 per share, generating $448,018 in tax withholdings. The filings show the derivative units converted (transaction code M) and the share withholding to satisfy tax liability (transaction code F). Several derivative entries list $0.00 as the disposition price, reflecting the conversion/cancellation of the RSU awards.

Key Details

  • Transaction date: January 31, 2026; Form 4 filed (amended) March 24, 2026 — the filing was amended and appears late relative to the transaction date.
  • Shares vested/converted: 6,134; 5,709; and 6,670 = 18,513 total.
  • Shares withheld for taxes: 2,764; 2,475; and 2,892 = 8,131 shares at $55.10 each = $448,018 total.
  • Footnotes: RSUs convert 1-for-1 to Class A common stock (F1). Vesting schedules referenced (F2–F4) indicate staged vesting across Jan 31 of 2025–2028 for the grants. Filing amended (F5) to reflect a joint account held by Adam Wayne Miller and Nichole A. Miller (JTWROS).
  • Shares owned after the transaction are not specified in the provided excerpt.

Context

  • This was not an open‑market sale for cash gain but a tax‑withholding transaction upon RSU vesting (a common, administrative step when awards vest). The derivative/RSU entries (M) show conversion to stock; the F entries show shares withheld to satisfy tax obligations.
  • Because the Form 4 was amended and filed well after the Jan 31 vesting date, regulators or investors may note the late/amended filing, but the economic event reported is routine compensation vesting rather than an investment decision.