STOCK TITAN

Knight-Swift (KNX) CEO nets shares from RSU vesting as taxes withheld

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Form Type
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Rhea-AI Filing Summary

Knight-Swift Transportation Holdings Inc. CEO Adam W. Miller exercised restricted stock units that converted into 18,513 shares of Class A Common Stock on a one-for-one basis. As part of this vesting, 8,131 shares were withheld at $55.10 per share to cover tax obligations, rather than sold in the open market.

After these compensation-related transactions, he directly holds 179,822 shares of Knight-Swift Class A Common Stock. The activity reflects routine RSU vesting and associated tax withholding rather than discretionary buying or selling of shares.

Positive

  • None.

Negative

  • None.
Insider Miller Adam W
Role CEO
Type Security Shares Price Value
Exercise Restricted Stock Units 6,134 $0.00 $0.00
Exercise Restricted Stock Units 5,709 $0.00 $0.00
Exercise Restricted Stock Units 6,670 $0.00 $0.00
Exercise Class A Common Stock 6,134 $0.00 $0.00
Exercise Price or Tax Liability Class A Common Stock 2,764 $55.10 $152K
Exercise Class A Common Stock 5,709 $0.00 $0.00
Exercise Price or Tax Liability Class A Common Stock 2,475 $55.10 $136K
Exercise Class A Common Stock 6,670 $0.00 $0.00
Exercise Price or Tax Liability Class A Common Stock 2,892 $55.10 $159K
Holdings After Transaction: Restricted Stock Units — 19,428 shares (Direct); Class A Common Stock — 179,822 shares (Direct)
Footnotes (5)
  1. F1. Restricted stock units convert to Class A Common Stock on a one-for-one basis.
  2. F2. The remaining stock units vested on January 31, 2026. Stock is issued when and as vested.
  3. 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.
  4. 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.
  5. F5. Amended to reflect joint account held by Adam Wayne Miller and Nichole a Miller.
RSU shares exercised 18,513 shares Restricted stock units converted to Class A Common Stock on January 31, 2026
Shares withheld for taxes 8,131 shares Tax-withholding dispositions coded F at vesting
Tax withholding share price $55.10 per share Value applied to Class A Common Stock used for tax obligations
Shares owned after transactions 179,822 shares CEO’s direct holdings of Class A Common Stock following RSU vesting and tax withholding
Derivative exercises count 3 transactions Exercise or conversion of derivative securities (RSUs) coded M
Tax-withholding transactions count 3 transactions Dispositions to cover tax liabilities coded F
Restricted Stock Units financial
"Restricted stock units convert to Class A Common Stock on a one-for-one basis."
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
tax-withholding disposition financial
"Payment of exercise price or tax liability by delivering securities."
A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.
derivative security financial
"Exercise or conversion of derivative security."
A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.
vested financial
"The remaining stock units vested on January 31, 2026."
Class A Common Stock financial
"Restricted stock units convert to Class A Common Stock on a one-for-one basis."
Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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FAQ

What insider transactions did Knight-Swift (KNX) CEO Adam W. Miller report?

Adam W. Miller exercised restricted stock units into 18,513 shares of Knight-Swift Class A Common Stock. In connection with the vesting, 8,131 shares were withheld to satisfy tax obligations, leaving him with 179,822 shares held directly after the transactions.

Did the Knight-Swift (KNX) CEO buy or sell shares on the open market?

The CEO did not report open-market purchases or sales. Instead, he received 18,513 shares through RSU vesting, while 8,131 shares were withheld at $55.10 per share for taxes, a non-market mechanism commonly used to cover withholding obligations.

How many Knight-Swift (KNX) shares does the CEO own after these transactions?

Following the RSU exercises and tax withholding, Adam W. Miller directly owns 179,822 shares of Knight-Swift Class A Common Stock. This figure reflects his updated direct ownership after receiving vested shares and having a portion withheld to cover tax liabilities.

What restricted stock unit activity occurred for Knight-Swift (KNX) on January 31, 2026?

On January 31, 2026, multiple tranches of restricted stock units converted into a total of 18,513 Knight-Swift Class A Common shares for the CEO. The RSUs convert on a one-for-one basis, consistent with the disclosed vesting schedules for the awards.

At what price were Knight-Swift (KNX) shares used for the CEO’s tax withholding?

Shares withheld for the CEO’s tax obligations were valued at $55.10 per share. In total, 8,131 shares of Class A Common Stock were delivered for tax withholding, rather than being sold through open-market transactions or discretionary share sales.

How many Knight-Swift (KNX) shares were withheld for the CEO’s taxes?

A total of 8,131 Knight-Swift Class A Common shares were withheld to satisfy tax liabilities associated with the RSU vesting. These tax-withholding dispositions are coded as “F” transactions and are considered administrative, not traditional market sales.
SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Miller Adam W

(Last)(First)(Middle)
2002 W WAHALLA LN

(Street)
PHOENIX ARIZONA 85027

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Knight-Swift Transportation Holdings Inc. [ KNX ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
CEO
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
01/31/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)
02/03/2026
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Class A Common Stock01/31/2026M6,134A(1)175,574D(5)
Class A Common Stock01/31/2026F2,764D$55.1172,810D(5)
Class A Common Stock01/31/2026M5,709A(1)178,519D(5)
Class A Common Stock01/31/2026F2,475D$55.1176,044D(5)
Class A Common Stock01/31/2026M6,670A(1)182,714D(5)
Class A Common Stock01/31/2026F2,892D$55.1179,822D(5)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Units(1)01/31/2026M6,13401/31/2026 (2)Class A Common Stock6,134$00D
Restricted Stock Units(1)01/31/2026M5,70901/31/2026 (3)Class A Common Stock5,709$05,883D
Restricted Stock Units(1)01/31/2026M6,67001/31/2026 (4)Class A Common Stock6,670$013,545D
Explanation of Responses:
1. Restricted stock units convert to Class A Common Stock on a one-for-one basis.
2. The remaining stock units vested on January 31, 2026. Stock is issued when and as vested.
3. 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.
4. 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.
5. Amended to reflect joint account held by Adam Wayne Miller and Nichole a Miller.
James Brophy / Attorney in Fact04/16/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)