Robert M. Reich JR - Feb 6, 2023 Form 4 Insider Report for Schneider National, Inc. (SNDR)

Role
EVP, Chief Admin Officer
Signature
/s/ Thomas G. Jackson, by power of attorney
Stock symbol
SNDR
Transactions as of
Feb 6, 2023
Transactions value $
-$63,900
Form type
4
Date filed
2/7/2023, 08:33 PM
Previous filing
Mar 17, 2022
Next filing
Feb 17, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction SNDR Class B Common Stock Options Exercise $114K +6K +6.41% $18.99 99.6K Feb 6, 2023 Direct
transaction SNDR Class B Common Stock Sale -$178K -6K -6.02% $29.64 93.6K Feb 6, 2023 Direct F1, F2

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction SNDR Employee Stock Option-Right To Buy Options Exercise $0 -6K -61.82% $0.00 3.71K Feb 6, 2023 Class B Common Stock 6K $18.99 Direct F3, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Reflects a weighted average sale price of $29.64 per share, at prices ranging from $29.49 to $29.75 per share. The Reporting Person will provide, upon request by the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate price.
F2 Of the 93,645 shares reported as directly held by the reporting person, 12,794 are unvested restricted stock units.
F3 In accordance with the provisions of the applicable plan and option agreements, the Compensation Committee approved an equitable adjustment to reduce the exercise price of the options from $20.99 at the time of the grant to $18.99 in order to reflect the $2.00 per share special dividend paid on outstanding shares of the Issuer's Class A and Class B common stock on November 9, 2020.
F4 These options vest in equal annual installments on each of the first four anniversaries of March 15, 2019, subject to the employee's continued employment through the applicable vesting date.