Schneider National, Inc.·4

Feb 18, 5:34 PM ET

Filter James Scott 4

4 · Schneider National, Inc. · Filed Feb 18, 2026

Research Summary

AI-generated summary of this filing

Updated

Schneider (SNDR) EVP James Scott Receives Award; Shares Withheld

What Happened

  • James Scott, EVP and President, Transportation & Logistics at Schneider (SNDR), was granted 20,014 restricted stock units (RSUs) on Feb 13, 2026. Those RSUs were reported as an award (code A) and will settle into Class B common stock.
  • On Feb 15, 2026, a total of 11,953 shares were withheld (coded F) to satisfy tax liabilities tied to vested RSU awards. Withholdings occurred at $28.73 per share, totaling approximately $343,410 across four withholding actions. These withholdings are routine tax-cover transactions, not open-market sales.

Key Details

  • Transaction dates and prices:
    • 2026-02-13: Award of 20,014 RSUs (A), $0.00 acquisition price (grant).
    • 2026-02-15: Shares withheld to cover taxes (F): 2,990 @ $28.73 ($85,903); 681 @ $28.73 ($19,565); 6,327 @ $28.73 ($181,775); 1,955 @ $28.73 ($56,167).
  • Total withheld: 11,953 shares for roughly $343,410 in tax liability.
  • Shares owned after transaction: Not specified in the filing.
  • Notable footnotes:
    • F1: The 20,014 RSUs vest in equal annual installments on each of the first three anniversaries of Feb 15, 2026 and will be settled in Class B common stock.
    • F2–F5: Indicate the withheld shares relate to satisfying tax liabilities from prior RSU awards (vesting dates include 2022–2025 awards as noted in the filing).
  • Filing timeliness: Report filed Feb 18, 2026 for transactions on Feb 13 and Feb 15; the filing does not indicate a late report.

Context

  • RSUs are compensation awards that convert to shares upon vesting. The Feb 13 grant vests over three years per the filing.
  • The Feb 15 transactions were tax-withholding dispositions (code F), a common administrative step when RSUs vest — not an open-market sale signaling a change in insider sentiment.
  • These transactions are routine insider compensation events; they provide limited insight into the insider’s view of the company beyond participation in standard equity compensation.

Insider Transaction Report

Form 4
Period: 2026-02-13
Filter James Scott
EVP, Pres. Transp. and Log.
Transactions
  • Award

    Class B Common Stock

    [F1]
    2026-02-13+20,014203,112 total
  • Tax Payment

    Class B Common Stock

    [F2]
    2026-02-15$28.73/sh2,990$85,903200,122 total
  • Tax Payment

    Class B Common Stock

    [F3]
    2026-02-15$28.73/sh681$19,565199,441 total
  • Tax Payment

    Class B Common Stock

    [F4]
    2026-02-15$28.73/sh6,327$181,775193,114 total
  • Tax Payment

    Class B Common Stock

    [F5]
    2026-02-15$28.73/sh1,955$56,167191,159 total
Holdings
  • Class B Common Stock

    (indirect: By Trust)
    18,513
Footnotes (5)
  • [F1]Consists of restricted stock units that vest in equal annual installments on each of the first three anniversaries of February 15, 2026, subject to the employee's continued employment through the applicable vesting date. The units will be settled in shares of Class B common stock.
  • [F2]Shares withheld to satisfy tax liabilities upon vesting of February 15, 2025 award of restricted stock units.
  • [F3]Shares withheld to satisfy tax liabilities upon vesting of February 15, 2022 award of restricted stock units.
  • [F4]Shares withheld to satisfy tax liabilities upon vesting of February 15, 2024 award of restricted stock units.
  • [F5]Shares withheld to satisfy tax liabilities upon vesting of February 15, 2023 award of restricted stock units.
Signature
Thomas Jackson by POA for James Filter|2026-02-18

Documents

1 file
  • 4
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