FULLER MAX L 4
4 · US XPRESS ENTERPRISES INC · Filed Mar 16, 2023
Insider Transaction Report
Form 4
FULLER MAX L
DirectorExecutive Chairman10% OwnerOther
Transactions
- Exercise/Conversion
Class B Common Stock
2023-03-14+66,663→ 399,978 total - Exercise/Conversion
Restricted Stock Units
2023-03-14−66,663→ 66,688 total→ Class B Common Stock (66,663 underlying)
Holdings
- 8,261,776(indirect: Member)
Class B Common Stock
- 1,993,269(indirect: By Trust)
Class B Common Stock
- 1,658,482(indirect: Member)
Class A Common Stock
- 221,088
Class A Common Stock
Footnotes (6)
- [F1]Restricted Stock Units ("RSUs") convert into Class B Common Stock on a one-for-one basis.
- [F2]Shares held by Mr. Max Fuller.
- [F3]Represents (i) 2,753,926 shares of Class B common stock held by FSBSPE 1, LLC (ii) 2,753,925 shares of Class B common stock held by FSBSPE 2, LLC, and (iii) 2,753,925 shares of Class B common stock held by FSBSPE 3, LLC. FSBSPE 1, LLC FSBSPE 2, LLC, and FSBSPE 3, LLC are wholly owned subsidiaries of Fuller Family Enterprises, LLC, in which Mr. Max Fuller and Ms. Janice Fuller are each members. Mr. Max Fuller and Ms. Janice Fuller each disclaim beneficial ownership of these securities except to the extent of his or her respective pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all the reported securities for purposes of Section 16 or for any other purpose.
- [F4]Shares held by the Max L. Fuller 2008 Irrevocable Trust FBO William E. Fuller, over which Ms. Janice Fuller and her son, Mr. Eric Fuller, are the co-trustees and have shared dispositive power and Mr. Eric Fuller has sole voting power. Mr. Max Fuller and Ms. Janice Fuller each disclaim beneficial ownership of these securities except to the extent of his or her respective pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all the reported securities for purposes of Section 16 or for any other purposes.
- [F5]Shares held by Fuller Family Enterprises, LLC, in which Mr. Max Fuller and Ms. Janice Fuller are each members. Mr. Max Fuller and Ms. Janice Fuller each disclaim beneficial ownership of these securities except to the extent of his or her respective pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all the reported securities for purposes of Section 16 or for any other purpose.
- [F6]The remaining RSUs will vest on March 14, 2024, subject to continuous employment through the vesting date and certain other termination and forfeiture conditions.