U.S. Xpress Enterprises, Inc.
|
(Name of Issuer)
|
Common Stock
|
(Title of Class of Securities)
|
90338N202 |
(CUSIP Number)
|
December 31, 2018
|
(Date of Event Which Requires Filing of this Statement)
|
CUSIP No. 337932107
|
13G
|
Page 2 of 8
|
1
|
NAME OF REPORTING PERSONS
Zimmer Partners, LP |
|||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
|
(a) ☐
(b) ☐ |
||
3
|
SEC USE ONLY
|
|||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
|||
NUMBER OF
SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5
|
SOLE VOTING POWER
0
|
||
6
|
SHARED VOTING POWER
2,774,593 **
|
|||
7
|
SOLE DISPOSITIVE POWER
0
|
|||
8
|
SHARED DISPOSITIVE POWER
2,774,593 **
|
|||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,774,593 **
|
|||
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* ☐
|
|
||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
8.5%**
|
|||
12
|
TYPE OF REPORTING PERSON*
IA, PN
|
CUSIP No. 90338N202
|
13G
|
Page 3 of 8
|
1
|
NAME OF REPORTING PERSONS
Sequentis Financial LLC |
|||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
|
(a) ☐
(b) ☐ |
||
3
|
SEC USE ONLY
|
|||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
|||
NUMBER OF
SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5
|
SOLE VOTING POWER
0
|
||
6
|
SHARED VOTING POWER
2,774,593 **
|
|||
7
|
SOLE DISPOSITIVE POWER
0
|
|||
8
|
SHARED DISPOSITIVE POWER
2,774,593 **
|
|||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,774,593 **
|
|||
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* ☐
|
|
||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
8.5%**
|
|||
12
|
TYPE OF REPORTING PERSON*
HC, CO
|
CUSIP No. 337932107
|
13G
|
Page 4 of 8
|
1
|
NAME OF REPORTING PERSONS
Zimmer Partners GP, LLC
|
|||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
|
(a) ☐
(b) ☐ |
||
3
|
SEC USE ONLY
|
|||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
|||
NUMBER OF
SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5
|
SOLE VOTING POWER
0
|
||
6
|
SHARED VOTING POWER
2,774,593 **
|
|||
7
|
SOLE DISPOSITIVE POWER
0
|
|||
8
|
SHARED DISPOSITIVE POWER
2,774,593 **
|
|||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,774,593 **
|
|||
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* ☐
|
|
||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
8.5%**
|
|||
12
|
TYPE OF REPORTING PERSON*
HC, OO
|
CUSIP No. 337932107
|
13G
|
Page 5 of 8
|
1
|
NAME OF REPORTING PERSONS
Stuart J. Zimmer
|
|||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
|
(a) ☐
(b) ☐ |
||
3
|
SEC USE ONLY
|
|||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
United States
|
|||
NUMBER OF
SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5
|
SOLE VOTING POWER
0
|
||
6
|
SHARED VOTING POWER
2,774,593 **
|
|||
7
|
SOLE DISPOSITIVE POWER
0
|
|||
8
|
SHARED DISPOSITIVE POWER
2,774,593 **
|
|||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,774,593 **
|
|||
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* ☐
|
|
||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
8.5%****
|
|||
12
|
TYPE OF REPORTING PERSON*
HC, IN
|
(a) |
The Reporting Persons may be deemed the beneficial owners of 2,774,593 Common Shares.
|
(b) |
The Reporting Persons may be deemed the beneficial owners of 8.5% of the outstanding Common Shares. This percentage was determined by dividing 2,774,593 by 32,811,070, which is the number of Common Shares outstanding as per Issuer’s Form 10-Q filed on November 8, 2018 with the Securities
and Exchange Commission.
|
(c) |
The Reporting Persons have the shared power to vote and dispose of the 2,774,593 Common Shares beneficially owned.
|
Item 7 |
Identification and Classification of the Subsidiary Which Acquired the Security Being Report on by the Parent Holding Company or Control
Person
|
Item 8 |
Identification and Classification of Members of the Group
|
Item 9 |
Notice of Dissolution of Group
|
Item 10 |
Certification.
|
Exhibits |
Exhibit 99-1
|
Zimmer Partners, LP | ||
By: | Zimmer Partners GP, LLC, its general partner | |
By: | /s/ Barbara Burger |
|
BARBARA BURGER, Authorized Signatory | ||
Sequentis Financial LLC | ||
By: | /s/ Stuart J. Zimmer |
|
STUART J. ZIMMER, Director | ||
Zimmer Partners GP, LLC | ||
By: | Sequentis LLC, Sole Member |
|
By: | /s/ Stuart J. Zimmer |
|
STUART J. ZIMMER, Director | ||
/s/ Stuart J. Zimmer |
||
Stuart J. Zimmer |
Zimmer Partners, LP | ||
By: | Zimmer Partners GP, LLC, its general partner | |
By: | /s/ Barbara Burger |
|
BARBARA BURGER, Authorized Signatory | ||
Sequentis Financial LLC | ||
By: | /s/ Stuart J. Zimmer |
|
STUART J. ZIMMER, Director | ||
Zimmer Partners GP, LLC | ||
By: | Sequentis LLC, Sole Member |
|
By: | /s/ Stuart J. Zimmer |
|
STUART J. ZIMMER, Director | ||
/s/ Stuart J. Zimmer |
||
Stuart J. Zimmer |