SEC FORM 4

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^*

Moyes Michael

(Last)

(First)

(Middle)

SWIFT TRANSPORTATION COMPANY

PO BOX 1397

(Street)

TOLLESON

85353

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
SWIFT TRANSPORTATION Co [ SWFT ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director		10% Owner
Officer (give title below)	X	Other (specify below)
		Member of 10% owner group

3. Date of Earliest Transaction (Month/Day/Year)
12/31/2013

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class B Common Stock	12/27/2013		G	V	563,484⁽¹⁾	D	$0	126,807	I⁽²⁾	As Trustee
Class B Common Stock	12/27/2013		G	V	563,484⁽³⁾	D	$0	126,807	I⁽⁴⁾	As Trustee
Class B Common Stock	12/27/2013		G	V	563,484⁽⁵⁾	D	$0	126,807	I⁽⁶⁾	As Trustee
Class B Common Stock	12/27/2013		G	V	563,484⁽⁷⁾	D	$0	126,807	I⁽⁸⁾	As Trustee
Class B Common Stock	12/27/2013		G	V	563,484⁽⁹⁾	D	$0	126,807	I⁽¹⁰⁾	As Trustee
Class B Common Stock	12/27/2013		G	V	563,484⁽¹¹⁾	D	$0	126,807	I⁽¹²⁾	By Trust
Class B Common Stock	12/27/2013		G	V	19,465,787⁽¹³⁾	A	$0	21,832,472	I⁽¹⁴⁾	Member
Class A Common Stock	12/31/2013		J⁽¹⁵⁾⁽¹⁶⁾⁽¹⁷⁾⁽¹⁸⁾⁽¹⁹⁾⁽²⁶⁾		19,465,787	D	$0	0	I⁽¹⁴⁾	Member
Class B Common Stock	12/31/2013		G	V	126,807⁽¹⁾	D	$0	0	I⁽²⁾	As Trustee
Class B Common Stock	12/31/2013		G	V	126,807⁽³⁾	D	$0	0	I⁽⁴⁾	As Trustee
Class B Common Stock	12/31/2013		G	V	126,807⁽⁵⁾	D	$0	0	I⁽⁶⁾	As Trustee
Class B Common Stock	12/31/2013		G	V	126,807⁽⁷⁾	D	$0	0	I⁽⁸⁾	As Trustee
Class B Common Stock	12/31/2013		G	V	126,807⁽⁹⁾	D	$0	0	I⁽¹⁰⁾	As Trustee
Class B Common Stock	12/31/2013		G	V	126,807⁽¹¹⁾	D	$0	0	I⁽¹²⁾	By Trust
Class B Common Stock	12/31/2013		G	V	4,380,577⁽¹³⁾	A	$0	26,213,049	I⁽¹⁴⁾	Member
Class B Common Stock								17,958,799	I⁽²⁷⁾	Member

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Forward Sale Contract (obligation to sell)	⁽¹⁵⁾⁽¹⁶⁾⁽¹⁷⁾⁽¹⁸⁾⁽¹⁹⁾	12/31/2013		J⁽¹⁵⁾⁽¹⁶⁾⁽¹⁷⁾⁽¹⁸⁾⁽¹⁹⁾⁽²⁰⁾⁽²⁶⁾			1	12/31/2013	12/31/2013	Class A Common Stock	690,291	⁽¹⁵⁾⁽¹⁶⁾⁽¹⁷⁾⁽¹⁸⁾⁽¹⁹⁾	0	I⁽²⁾	Trustee
Forward Sale Contract (obligation to sell)	⁽¹⁵⁾⁽¹⁶⁾⁽¹⁷⁾⁽¹⁸⁾⁽¹⁹⁾	12/31/2013		J⁽¹⁵⁾⁽¹⁶⁾⁽¹⁷⁾⁽¹⁸⁾⁽¹⁹⁾⁽²¹⁾⁽²⁶⁾			1	12/31/2013	12/31/2013	Class A Common Stock	690,291	⁽¹⁵⁾⁽¹⁶⁾⁽¹⁷⁾⁽¹⁸⁾⁽¹⁹⁾	0	I⁽⁴⁾	Trustee
Forward Sale Contract (obligation to sell)	⁽¹⁵⁾⁽¹⁶⁾⁽¹⁷⁾⁽¹⁸⁾⁽¹⁹⁾	12/31/2013		J⁽¹⁵⁾⁽¹⁶⁾⁽¹⁷⁾⁽¹⁸⁾⁽¹⁹⁾⁽²²⁾⁽²⁶⁾			1	12/31/2013	12/31/2013	Class A Common Stock	690,291	⁽¹⁵⁾⁽¹⁶⁾⁽¹⁷⁾⁽¹⁸⁾⁽¹⁹⁾	0	I⁽⁶⁾	Trustee
Forward Sale Contract (obligation to sell)	⁽¹⁵⁾⁽¹⁶⁾⁽¹⁷⁾⁽¹⁸⁾⁽¹⁹⁾	12/31/2013		J⁽¹⁵⁾⁽¹⁶⁾⁽¹⁷⁾⁽¹⁸⁾⁽¹⁹⁾⁽²³⁾⁽²⁶⁾			1	12/31/2013	12/31/2013	Class A Common Stock	690,291	⁽¹⁵⁾⁽¹⁶⁾⁽¹⁷⁾⁽¹⁸⁾⁽¹⁹⁾	0	I⁽⁸⁾	Trustee
Forward Sale Contract (obligation to sell)	⁽¹⁵⁾⁽¹⁶⁾⁽¹⁷⁾⁽¹⁸⁾⁽¹⁹⁾	12/31/2013		J⁽¹⁵⁾⁽¹⁶⁾⁽¹⁷⁾⁽¹⁸⁾⁽¹⁹⁾⁽²⁴⁾⁽²⁶⁾			1	12/31/2013	12/31/2013	Class A Common Stock	690,291	⁽¹⁵⁾⁽¹⁶⁾⁽¹⁷⁾⁽¹⁸⁾⁽¹⁹⁾	0	I⁽¹⁰⁾	Trustee
Forward Sale Contract (obligation to sell)	⁽¹⁵⁾⁽¹⁶⁾⁽¹⁷⁾⁽¹⁸⁾⁽¹⁹⁾	12/31/2013		J⁽¹⁵⁾⁽¹⁶⁾⁽¹⁷⁾⁽¹⁸⁾⁽¹⁹⁾⁽²⁵⁾⁽²⁶⁾			1	12/31/2013	12/31/2013	Class A Common Stock	690,291	⁽¹⁵⁾⁽¹⁶⁾⁽¹⁷⁾⁽¹⁸⁾⁽¹⁹⁾	0	I⁽¹²⁾	By Trust

Explanation of Responses:

1. The reported securities were transferred from the Todd Moyes Trust to M Capital Group Investors II, LLC ("M Capital II").

2. Shares are held by the Todd Moyes Trust, for which the reporting person serves as trustee. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of such securities for Section 16 or for any other purpose.

3. The reported securities were transferred from the Hollie Moyes Trust to M Capital II.

4. Shares are held by the Hollie Moyes Trust, for which the reporting person serves as trustee. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of such securities for Section 16 or for any other purpose.

5. The reported securities were transferred from the Chris Moyes Trust to M Capital II.

6. Shares are held by the Chris Moyes Trust, for which the reporting person serves as trustee. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of such securities for Section 16 or for any other purpose.

7. The reported securities were transferred from the Lyndee Moyes Nester Trust to M Capital II.

8. Shares are held by the Lyndee Moyes Nester Trust, for which the reporting person serves as trustee. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of such securities for Section 16 or for any other purpose.

9. The reported securities were transferred from the Marti Lyn Moyes Trust to M Capital II.

10. Shares are held by the Marti Lyn Moyes Trust, for which the reporting person serves as trustee. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of such securities for Section 16 or for any other purpose.

11. The reported securities were transferred from the Michael J. Moyes Trust to M Capital II.

12. Shares are held by the Michael J. Moyes Trust, of which the reporting person is the beneficiary.

13. The reported securities were transferred to M Capital II by the Michael J. Moyes Trust, the Todd Moyes Trust, the Hollie Moyes Trust, the Chris Moyes Trust, the Lyndee Moyes Nester Trust, the Marti Lyn Moyes Trust (collectively, the "Children's Trusts"), Jerry Moyes, Jerry and Vickie Moyes, jointly, and the Jerry and Vickie Moyes Family Trust (the "JVMF Trust"). The disposition of securities by Jerry Moyes, Vickie Moyes, and the JVMF Trust is reported on the Form 4 filed by such persons.

14. Shares are held by M Capital II, of which the Children's Trusts are certain of the members. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of such securities for Section 16 or for any other purpose.

15. On December 21, 2010, in connection with an offering of $0.66 Trust Issued Mandatory Common Exchange Securities (the "Securities") issued by the 2010 Swift Mandatory Common Exchange Security Trust (the "Trust") to qualified institutional investors, each of the Children's Trusts (collectively, the "Sellers") entered into a forward purchase contract (each a "Contract" and collectively, the "Contracts") with the Trust, which together with the trustees thereof acting in their capacity as such, are referred to herein as "Purchaser." Purchaser is unrelated to Sellers.

16. Each of the Sellers was obligated under the Contracts to deliver to Purchaser for the holders of the Securities on December 31, 2013 (the "Exchange Date") up to 690,291 shares of Class A Common Stock, par value $0.01 per share, of Swift Transportation Company ("Common Stock"), with the exact number of shares to be delivered determined in accordance with the "Exchange Rate" set forth in the Contracts.

17. To secure their obligations under the Contracts, each of the Sellers committed 690,291 shares of Class B Common Stock, par value $0.01 per share, of Swift Transportation Company ("Contract Stock"). On December 27, 2013, the Sellers caused M Capital II to commit 19,465,787 shares of Common Stock in substitution for an equivalent number of shares of Contract Stock committed by the Sellers under the Contracts and by Jerry Moyes, Jerry and Vickie Moyes, jointly, and the JVMF Trust under similar contracts.

18. The number of shares of Common Stock that must be delivered on the Exchange Date is determined in accordance with the "Exchange Rate" set forth in the Contracts. The Exchange Rate is determined based on the "Average Market Price". The "Average Market Price" is the average "Closing Price" (as defined in the Contracts) per share of Common Stock for the 20 "Trading Days" (as defined in the Contracts) immediately prior to but not including the third Trading Day prior to the Exchange Date. The Sellers were entitled to, but did not, elect to settle the Contracts in cash.

19. Under the Contracts, if the Average Market Price was less than $11.00, the Sellers were obligated to deliver to the Trust all 4,141,746 shares of Common Stock underlying the Contracts. If the Average Market Price was less than $13.48 but equal to or greater than $11.00, Sellers were obligated to deliver to the Trust a number of shares of Common Stock having a value (as determined at the Average Market Price) equal to $45,559,206. If the Average Market Price was equal to or greater than $13.48, Sellers were obligated to deliver to the Trust 3,380,907 shares of Common Stock. As consideration for entering into the Contracts, the Sellers received an aggregate amount of $35,839,459.38. Because the Average Market Price was greater than $13.48, the Sellers were obligated to deliver 3,380,907 shares of Common Stock in settlement of the Contracts on December 31, 2013.

20. This transaction represents the settlement of the Contract entered into by Todd Moyes Trust.

21. This transaction represents the settlement of the Contract entered into by the Hollie Moyes Trust.

22. This transaction represents the settlement of the Contract entered into by the Chris Moyes Trust.

23. This transaction represents the settlement of the Contract entered into by the Lyndee Moyes Nester Trust.

24. This transaction represents the settlement of the Contract entered into by the Marti Lyn Moyes Trust.

25. This transaction represents the settlement of the Contract entered into by the Michael J. Moyes Trust.

26. 19,465,787 shares of Common Stock were delivered in settlement of the Contracts and similar Contracts entered into by Jerry Moyes, Jerry and Vickie Moyes, jointly, and the JVMF Trust. The delivery of Common Stock in settlement of the Contracts is reported as a disposition in Table 1 of this Form 4 on the Exchange Date pursuant to applicable SEC reporting guidance. For purposes of Section 16(b) of the Securities Exchange Act of 1934, however, the sale of such Common Stock is deemed to have occurred upon entry into the Contracts in December 2010.

27. Shares are held by M Capital Group Investors, LLC, of which the Children's Trusts are certain of the members. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of such securities for Section 16 or for any other purpose.

Remarks:

	/s/ Michael Moyes, by Earl Scudder, attorney-in-fact, pursuant to a POA previously filed	01/03/2014
	** Signature of Reporting Person	Date
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