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Filing Details

Accession Number:: 0001506839-17-000012
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2017-05-31 20:03:02
Reporting Period:: 2017-05-26

Filing Date:: 2017-05-31
Accepted Time:: 2017-05-31 20:03:02
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1492691	Swift Transportation Co	SWFT	Trucking (No Local) (4213)	205589597

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1506839	Virginia Henkels	C/O Swift Transportation Company 2200 South 75Th Avenue Phoenix AZ 85043	Chief Financial Officer	No	Yes	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership
Class A Common Stock	Acquisiton	2017-05-26	16,501	$11.00	45,748	No	4	M	Direct
Class A Common Stock	Disposition	2017-05-26	16,501	$24.13	29,247	No	4	S	Direct
Class A Common Stock, Restricted Stock Unit	Acquisiton	2017-05-26	4,200	$23.81	33,447	No	4	A	Direct
Class A Common Stock	Acquisiton	2017-05-30	41,499	$11.00	74,946	No	4	M	Direct
Class A Common Stock	Disposition	2017-05-30	41,499	$24.17	33,447	No	4	S	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership
No	4	M	Direct
No	4	S	Direct
No	4	A	Direct
No	4	M	Direct
No	4	S	Direct

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Class A Common Stock	Employee Stock Option (Right-to-buy)	Disposition	2017-05-26	16,501	$0.00	16,501	$11.00
Class A Common Stock	Employee Stock Option (Right-to-buy)	Disposition	2017-05-30	41,499	$0.00	41,499	$11.00

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
41,499		2018-08-27	No	4	M	Direct
0		2018-08-27	No	4	M	Direct

Footnotes

The price of $21.43 reported in Column 4 is the weighted average price. The shares were sold in multiple transactions at prices ranging from $24.00 to $24.40. The reporting person undertakes to provide Swift Transportation Company, any securities holders of Swift Transportation Company, or the staff of the Securities and Exchange Commission, upon request, all information regarding the number of shares sold at each separate price within this range.
Represents an award of Restricted Stock Units ("RSUs") granted under the Issuer's 2014 Omnibus Incentive Plan and is a contingent right to receive one share of the Issuer's Class A common stock, subject to certain acceleration, forfeiture and termination provisions, vested in three equal installments over a three-year period beginning with the first anniversary from the grant date. Further, if a Grantee's employment is terminated in connection with the transaction contemplated by the Agreement and Plan of Merger by and Among the Company, Bishop Merger Sub., Inc. and Knight Transportation, Inc. dated as of April 9, 2017, then a portion of the shares of RSUs granted above to each will become vested as of the date of the Grantee's termination of employment, determined by multiplying the number of RSUs granted above by a fraction, the numerator of which is the number of completed days of service following the grant date prior to termination, and the denominator of which is 1,095.
The price of $24.17 reported in Column 4 is the weighted average price. The shares were sold in multiple transactions at prices ranging from $24.00 to $24.27. The reporting person undertakes to provide Swift Transportation Company, any securities holders of Swift Transportation Company, or the staff of the Securities and Exchange Commission, upon request, all information regarding the number of shares sold at each separate price within this range.
Options were granted under the Issuer's 2007 Omnibus Incentive Plan. Upon exercise, the options convert to the Issuer's Class A common stock on a one-to-one basis.
In connection with the Issuer's initial public offering, a four-to-five reverse stock split was effected on November 29, 2010. Additionally, the exercise price of any options with exercise prices greater than $11.00 (the initial public offering price) were adjusted to $11.00 on December 15, 2010.
The options vested and became exercisable in three equal annual installments, beginning with the third anniversary from the August 27, 2008 grant date.