Quast Kevin Form 4 Knight-Swift Transportation / Kevin Quast ownership change

SEC Form 4

FORM 4

UNITED 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

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Quast Kevin

(Last) (First) (Middle)

20002 NORTH 19TH AVENUE

(Street)

PHOENIX AZ 85027

(City) (State) (Zip)

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)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Chief Administrative Officer

3. Date of Earliest Transaction (Month/Day/Year)
01/31/2021

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	01/31/2021		M		4,658	A	(1)	19,745	D
Class A Common Stock	01/31/2021		F		2,299	D	$40	17,446	D
Class A Common Stock	01/31/2021		M		3,200	A	(1)	20,646	D
Class A Common Stock	01/31/2021		F		1,726	D	$40	18,920	D
Class A Common Stock	01/31/2021		M		684	A	(1)	19,604	D
Class A Common Stock	01/31/2021		F		338	D	$40	19,266	D
Class A Common Stock	01/31/2021		M		1,807	A	(1)	21,073	D
Class A Common Stock	01/31/2021		F		883	D	$40	20,190	D
Class A Common Stock	01/31/2021		M		1,835	A	(1)	22,025	D
Class A Common Stock	01/31/2021		F		906	D	$40	21,119	D
Class A Common Stock								62,955	I	Trust

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Performance Restricted Stock Units	(1)	01/31/2021		M			4,658	(2)	(2)	Class A Common Stock	4,658	$0	0	D
Restricted Stock Units	(1)	01/31/2021		M			3,200	01/31/2021	(3)	Class A Common Stock	3,200	$0	6,400	D
Restricted Stock Units	(1)	01/31/2021		M			684	01/31/2021	01/31/2021	Class A Common Stock	684	$0	0	D
Restricted Stock Units	(1)	01/31/2021		M			1,807	01/31/2021	(4)	Class A Common Stock	1,807	$0	1,807	D
Restricted Stock Units	(1)	01/31/2021		M			1,835	01/31/2021	(5)	Class A Common Stock	10,835	$0	3,560	D

Explanation of Responses:

1. Restricted stock units convert into Class A Common Stock on a one-for-one basis.

2. The three-year performance period applicable to this grant ended on December 31, 2020 and the number of securities reflects the level of achievement of the performance targets over that period. The shares earned under this award vested on January 31, 2021.

3. The remaining restricted stock units for this grant will vest at approximately 8% of the total grant on each of January 31, 2022 and 2023.

4. The remaining restricted stock units for this grant vest on January 31, 2022. Stock is issued when and as vested.

5. This restricted stock unit grant vests in three approximately equal annual installments beginning on January 31, 2021, and ending January 31, 2023. Stock is issued when and as vested.

	/s/ Jessica A. Powell, Attorney in Fact	02/02/2021
	** Signature of Reporting Person	Date
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).
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