Hess Andrew 4
4 · Knight-Swift Transportation Holdings Inc. · Filed Feb 3, 2026
Research Summary
AI-generated summary of this filing
Knight‑Swift (KNX) CFO Andrew Hess Receives 5,203 Shares via RSU Vesting
What Happened
Andrew Hess, CFO of Knight‑Swift Transportation (KNX), had restricted stock units (RSUs) convert into 5,203 Class A common shares on January 31, 2026 (three vesting tranches: 1,621; 1,693; 1,889). To satisfy tax withholding, 1,508 of those shares were withheld (disposed) at $55.10 per share for total withholding proceeds of $83,091. Net shares issued to Hess after withholding: 3,695 shares. The Form 4 shows the conversions as derivative exercises (Code M) and the withholdings as tax payments (Code F).
Key Details
- Transaction date: January 31, 2026. Form filed: February 3, 2026.
- RSUs converted (issued): 5,203 shares (1,621; 1,693; 1,889).
- Shares withheld for taxes: 1,508 shares (514; 496; 498) at $55.10 each — total $83,091.
- Net shares delivered to insider: 3,695 shares (5,203 − 1,508).
- Footnotes: RSUs convert one‑for‑one to Class A common stock; vesting schedule described across footnotes (some tranches vested 1/31/2026; others vest over 2025–2027 and 2026–2028).
- Transaction codes: M = exercise/conversion of derivative (RSU conversion); F = payment of tax liability via withholding.
- Filing timeliness: Form filed Feb 3, 2026 reporting 1/31/2026 transactions; the filing does not indicate a late-reporting flag.
Context
This was an RSU vesting/settlement event, not an open‑market sale or buy. The withholding of shares to cover taxes is a routine, administrative action (cashless withholding) and generally does not by itself signal a change in insider sentiment.
Insider Transaction Report
- Exercise/Conversion
Class A Common Stock
[F1]2026-01-31+1,621→ 10,107 total - Tax Payment
Class A Common Stock
2026-01-31$55.10/sh−514$28,321→ 9,593 total - Exercise/Conversion
Class A Common Stock
[F1]2026-01-31+1,693→ 11,286 total - Tax Payment
Class A Common Stock
2026-01-31$55.10/sh−496$27,330→ 10,790 total - Exercise/Conversion
Class A Common Stock
[F1]2026-01-31+1,889→ 12,679 total - Tax Payment
Class A Common Stock
2026-01-31$55.10/sh−498$27,440→ 12,181 total - Exercise/Conversion
Restricted Stock Units
[F1][F2]2026-01-31−1,621→ 0 totalFrom: 2026-01-31→ Class A Common Stock (1,621 underlying) - Exercise/Conversion
Restricted Stock Units
[F1][F3]2026-01-31−1,693→ 1,746 totalFrom: 2026-01-31→ Class A Common Stock (1,693 underlying) - Exercise/Conversion
Restricted Stock Units
[F1][F4]2026-01-31−1,889→ 3,838 totalFrom: 2026-01-31→ Class A Common Stock (1,889 underlying)
Footnotes (4)
- [F1]Restricted stock units convert into Class A Common Stock on a one-for-one basis.
- [F2]The remaining stock units vested on January 31, 2026. Stock is issued when and as vested.
- [F3]The restricted stock units vest as follows: 33% on January 31, 2025; 33% on January 31, 2026; and 34% on January 31, 2027. Stock is issued when and as vested.
- [F4]The restricted stock units vest as follows: 33% on January 31, 2026; 33% on January 31, 2027; and 34% on January 31, 2028. Stock is issued when and as vested.