John C. Rickel - 15 Jun 2023 Form 4 Insider Report for US XPRESS ENTERPRISES INC

Reporting relationship: Director
Issuer ticker: N/A
Reported as of: 15 Jun 2023
Net transaction value: -$815,699
SEC form: 4
Accepted by SEC: 05 Jul 2023, 18:49:21 UTC
Prior SEC filing: 17 May 2023
Next SEC filing: 06 Jun 2025
Source filing: View source filing
Reporting owner signature: /s/ John Rickel, by Heidi Hornung-Scherr, attorney-in-fact, pursuant to a POA previously filed with the SEC

Key filing fact

John C. Rickel filed Form 4 for US XPRESS ENTERPRISES INC on 05 Jul 2023.

Key facts

This page summarizes John C. Rickel's Form 4 filing for US XPRESS ENTERPRISES INC.
4 reported transactions and 2 derivative rows are listed below.
Accepted by SEC: 05 Jul 2023, 18:49.

Change

Previous filing in this sequence was filed on 17 May 2023.
Current net transaction value: -$815,699.

Research use

This tells you what this filing adds before you inspect full transaction and derivative tables.
You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

USX transaction

Class A Common Stock

Options Exercise

Transaction value: $0
Shares: +16,667
Change %: +14%
Price: $0.000000
Shares after: 132,634
Date: 15 Jun 2023
Ownership: Direct
Footnotes: F1

USX transaction

Class A Common Stock

Disposed to Issuer

Transaction value: $815,699
Shares: -132,634
Change %: -100%
Price: $6.15
Shares after: 0
Date: 01 Jul 2023
Ownership: Direct
Footnotes: F2

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

USX transaction Derivative

Restricted Stock Units

Options Exercise

Transaction value: $0
Shares: -16,667
Change %: -100%
Price: $0.000000^*
Shares after: 0
Date: 15 Jun 2023
Ownership: Direct
Underlying class: Class A Common Stock
Underlying amount: 16,667
Exercise price
Footnotes: F1, F3

USX transaction Derivative

Restricted Stock Units

Disposed to Issuer

Transaction value
Shares: -5,263
Change %: -100%
Price
Shares after: 0
Date: 01 Jul 2023
Ownership: Direct
Underlying class: Class A Common Stock
Underlying amount: 5,263
Exercise price
Footnotes: F1, F4

^* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Section 16 status

John C. Rickel is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may still apply in specific circumstances.

Explanation of responses 4 footnotes

Footnote F1

Each restricted stock unit ("RSU") represented a right to receive Class A common stock on a one-for-one basis.

Footnote F2

On July 1, 2023, pursuant to the Agreement and Plan of Merger, dated March 20, 2023 (the "Merger Agreement"), by and among the issuer, Knight-Swift Transportation Holdings, Inc. ("Parent"), and Liberty Merger Sub Inc.("Merger Subsidiary"), Merger Subsidiary merged with and into the issuer (the "Merger"), with the issuer surviving the Merger as an indirect wholly-owned subsidiary of Parent. Pursuant to the Merger Agreement, at the effective time of the Merger, the shares of Class A common stock were cancelled and converted into the right to receive $6.15 in cash (the "Merger Consideration").

Footnote F3

The RSUs were granted on May 25, 2022 and vested June 15, 2023.

Footnote F4

The RSUs were granted on December 15, 2022 and scheduled to vest December 15, 2023, subject to certain vesting and forfeiture provisions. Pursuant to the Merger Agreement, at the effective time of the Merger, the RSUs were cancelled and converted into the right to receive the Merger Consideration.