SEC Form 4/A · accession 0001140361-16-059054
Knight-Swift Transportation Holdings Inc. · KNX
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
This is an amendment (Form 4/A). It replaces an earlier filing for the same period.
Reporting owners
Jerry Moyes
Officer — CEO · Director · 10% Owner · Other
MOYES JERRY & VICKIE FAMILY TRUST
10% Owner
Vickie Moyes
10% Owner
Period of report
Feb 26, 2016
Accepted (ET)
Mar 25, 2016 · 5:50 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001492691
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common Stock | Feb 26, 2016 | F | 17,194 | $17.96 | D | 35,675 | D | |
| Class B Common StockF2,F3 | holding | — | — | — | 14,658,799 | I | Manager | |
| Class B Common StockF2,F4 | holding | — | — | — | 3,300,000 | I | Manager and Member | |
| Class B Common StockF2,F5 | holding | — | — | — | 6,820,090 | I | Manager and Member | |
| Class A Common StockF2,F5 | holding | — | — | — | 2,590,077 | I | Manager and Member | |
| Class B Common StockF2,F6 | holding | — | — | — | 26,213,049 | I | Manager and Member |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Represents the number of shares deemed withheld to satisfy tax withholding obligations upon the vesting of performance shares granted to the reporting person pursuant to the Company's 2007 Omnibus Incentive Plan. The reporting person previously reported a sale of 17,300 shares to cover taxes associated with the vesting. That sale was canceled prior to settlement and the reporting person did not dispose of any shares or receive any proceeds in connection with the sale. This Form 4 is being amended to reflect the cancellation of the sale and the withholding of shares to satisfy tax withholding obligations in lieu of selling shares.
- F2This Form 4 is also being amended to reflect the inclusion of these shares and additional reporting persons.
- F3Shares are held by M Capital Group Investors, LLC ("M Capital I"), and indirectly by the Jerry and Vickie Moyes Family Trust (the "JVMF Trust"), as the sole manager of M Capital I. Mr. and Mrs. Moyes serve as co-trustees of the JVMF Trust. The reporting persons disclaim any beneficial ownership of these securities except to the extent of their pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of these securities for Section 16 or for any other purpose.
- F4Shares are held by Cactus Holding Company, LLC ("Cactus I"), an entity for which the JVMF Trust serves as sole manager. The JVMF Trust, Mr. Moyes, and Mrs. Moyes are all of the members of Cactus I.
- F5Shares are held by Cactus Holding Company II, LLC ("Cactus II"), an entity for which the JVMF Trust serves as sole manager. The JVMF Trust, Mr. Moyes, and Mrs. Moyes are all of the members of Cactus II.
- F6Shares are held by M Capital Group Investors II, LLC ("M Capital II"), and indirectly by the JVMF Trust, as the sole manager of M Capital II. Mr. Moyes, Mrs. Moyes, and the JVMF Trust constitute certain of the members of M Capital II. The reporting persons disclaim any beneficial ownership of these securities except to the extent of their pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of these securities for Section 16 or for any other purpose.