Miller Adam W 4/A
4/A · Knight-Swift Transportation Holdings Inc. · Filed Mar 24, 2026
Research Summary
AI-generated summary of this filing
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.
Insider Transaction Report
Form 4/AAmended
Miller Adam W
DirectorCEO
Transactions
- Exercise/Conversion
Class A Common Stock
[F1][F5]2026-01-31+6,134→ 175,574 total(indirect: By Spouse) - Tax Payment
Class A Common Stock
[F5]2026-01-31$55.10/sh−2,764$152,296→ 172,810 total(indirect: By Spouse) - Exercise/Conversion
Class A Common Stock
[F1][F5]2026-01-31+5,709→ 178,519 total(indirect: By Spouse) - Tax Payment
Class A Common Stock
[F5]2026-01-31$55.10/sh−2,475$136,373→ 176,044 total(indirect: By Spouse) - Exercise/Conversion
Class A Common Stock
[F1][F5]2026-01-31+6,670→ 182,714 total(indirect: By Spouse) - Tax Payment
Class A Common Stock
[F5]2026-01-31$55.10/sh−2,892$159,349→ 179,822 total(indirect: By Spouse) - Exercise/Conversion
Restricted Stock Units
[F1][F2]2026-01-31−6,134→ 0 totalFrom: 2026-01-31→ Class A Common Stock (6,134 underlying) - Exercise/Conversion
Restricted Stock Units
[F1][F3]2026-01-31−5,709→ 5,883 totalFrom: 2026-01-31→ Class A Common Stock (5,709 underlying) - Exercise/Conversion
Restricted Stock Units
[F1][F4]2026-01-31−6,670→ 13,545 totalFrom: 2026-01-31→ Class A Common Stock (6,670 underlying)
Footnotes (5)
- [F1]Restricted stock units convert to 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.
- [F5]Amended to reflect joint account held by Adam Wayne Miller and Nichole A Miller JTWROS (joint with rights of survivorship).
Signature
James Brophy / Attorney in Fact|2026-03-24