Michael L. Ducker - Jun 15, 2023 Form 4 Insider Report for US XPRESS ENTERPRISES INC (USX)

Role
Director
Signature
/s/ Michael L. Ducker, by Heidi Hornung-Scherr, attorney-in-fact, pursuant to a POA previously filed with the SEC
Stock symbol
USX
Transactions as of
Jun 15, 2023
Transactions value $
-$279,585
Form type
4
Date filed
7/5/2023, 06:45 PM
Previous filing
May 16, 2023
Next filing
May 20, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction USX Class A Common Stock Options Exercise $0 +16.7K +57.88% $0.00 45.5K Jun 15, 2023 Direct F1
transaction USX Class A Common Stock Disposed to Issuer -$280K -45.5K -100% $6.15 0 Jul 1, 2023 Direct 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 USX Restricted Stock Units Options Exercise $0 -16.7K -100% $0.00* 0 Jun 15, 2023 Class A Common Stock 16.7K Direct F1, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Michael L. Ducker is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 Each restricted stock unit ("RSU") represented a right to receive Class A common stock on a one-for-one basis.
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.
F3 The RSUs were granted on May 25, 2022 and vested June 15, 2023.