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*
Runnels Kenneth C

(Last) (First) (Middle)
C/O SWIFT TRANSPORTATION COMPANY
2200 SOUTH 75TH AVENUE

(Street)
PHOENIX AZ 85043

(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
X Officer (give title below) Other (specify below)
Executive VP Fleet Operations
3. Date of Earliest Transaction (Month/Day/Year)
11/09/2016
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 11/09/2016 M 120,000 A $11 131,892 D
Class A Common Stock 11/09/2016 S 120,000 D $24.38(1) 11,892 D
Class A Common Stock 11/09/2016 M 24,000 A $8.8 35,892 D
Class A Common Stock 11/09/2016 S 24,000 D $24.38(1) 11,892 D
Class A Common Stock 11/09/2016 M 11,726 A $13.36 23,618 D
Class A Common Stock 11/09/2016 S 11,726 D $24.38(1) 11,892 D
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
Employee Stock Option (Right-to-buy)(2) $11(3) 11/09/2016 M 120,000(3) (4) 08/27/2018 Class A Common Stock 120,000 $0 0 D
Employee Stock Option (Right-to-buy)(2) $8.8(3) 11/09/2016 M 24,000(3) (5) 02/28/2020 Class A Common Stock 24,000 $0 0 D
Employee Stock Option (Right-to-buy)(6) $13.36 11/09/2016 M 11,726 (7) 02/22/2016 Class A Common Stock 11,726 $0 0 D
Explanation of Responses:
1. The price of $24.38 reported in Column 4 is the weighted average price. The shares were sold in multiple transactions at prices ranging from $23.84 to $25.03. 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.
2. 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.
3. 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.
4. The options vested and became exercisable in three equal annual installments, beginning with the third anniversary from the August 27, 2008 grant date.
5. The options vested and became exercisable in three equal annual installments, beginning with the third anniversary from the February 28, 2010 grant date.
6. Options were granted under the Issuer's 2007 Omnibus Incentive Plan (amended and restated as of December 15, 2010). Upon exercise, the options convert to the Issuer's Class A common stock on a one-to-one basis.
7. The options vested and became exercisable in three equal annual installments, beginning with the first anniversary from the February 22, 2013 grant date.
Remarks:
/s/ Kenneth Runnels 11/10/2016
** 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).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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