0001008886-23-000170.txt : 20230705
0001008886-23-000170.hdr.sgml : 20230705
20230705183422
ACCESSION NUMBER: 0001008886-23-000170
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20230630
FILED AS OF DATE: 20230705
DATE AS OF CHANGE: 20230705
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Fuller William Eric
CENTRAL INDEX KEY: 0001378975
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38528
FILM NUMBER: 231071396
MAIL ADDRESS:
STREET 1: 4080 JENKINS ROAD
CITY: CHATTANOOGA
STATE: TN
ZIP: 37421
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Max L. Fuller 2008 Irrevocable Trust FBO William E. Fuller
CENTRAL INDEX KEY: 0001743586
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38528
FILM NUMBER: 231071395
BUSINESS ADDRESS:
STREET 1: 4080 JENKINS ROAD
CITY: CHATTANOOGA
STATE: TN
ZIP: 37421
BUSINESS PHONE: 4235103000
MAIL ADDRESS:
STREET 1: 4080 JENKINS ROAD
CITY: CHATTANOOGA
STATE: TN
ZIP: 37421
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: US XPRESS ENTERPRISES INC
CENTRAL INDEX KEY: 0000923571
STANDARD INDUSTRIAL CLASSIFICATION: TRUCKING (NO LOCAL) [4213]
IRS NUMBER: 621378182
STATE OF INCORPORATION: NV
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 4080 JENKINS ROAD
CITY: CHATTANOOGA
STATE: TN
ZIP: 37421
BUSINESS PHONE: 4235103000
MAIL ADDRESS:
STREET 1: 4080 JENKINS ROAD
CITY: CHATTANOOGA
STATE: TN
ZIP: 37421
4
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form4.xml
X0407
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2023-06-30
true
0000923571
US XPRESS ENTERPRISES INC
USX
0001378975
Fuller William Eric
4080 JENKINS RD.
CHATTANOOGA
TN
37421
true
true
true
true
President & CEO
Co-Trustee & Managing GP
0001743586
Max L. Fuller 2008 Irrevocable Trust FBO William E. Fuller
4080 JENKINS ROAD
CHATTANOOGA
TN
37421
true
false
Class B Common Stock
2023-06-30
4
J
0
53331
D
795197
D
Class B Common Stock
2023-07-01
4
D
0
795197
6.15
D
0
D
Class A Common Stock
2023-06-30
4
J
0
113836
D
622464
D
Class A Common Stock
2023-07-01
4
D
0
460010
0
D
162454
D
Class A Common Stock
2023-07-01
4
D
0
162454
6.15
D
0
D
Class B Common Stock
2023-06-30
4
J
0
916993
D
1076276
I
Co-Trustee
Class B Common Stock
2023-07-01
4
D
0
1076276
6.15
D
0
I
Co-Trustee
Class B Common Stock
2023-06-30
4
J
0
559677
D
1049936
I
Managing General Partner
Class B Common Stock
2023-07-01
4
D
0
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I
Managing General Partner
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. In connection with the Merger, on June 30, 2023, Mr. Eric Fuller contributed 53,331 shares of Class B common stock to Liberty Holdings Topco LLC, a subsidiary of Parent ("Holdings"), in exchange for an equal number of units in Holdings.
Shares held by Mr. Eric Fuller.
Pursuant to the Merger Agreement, at the effective time of the Merger, the shares of Class B common stock were cancelled and converted into the right to receive $6.15 in cash (the "Merger Consideration").
In connection with the Merger, on June 30, 2023, Mr. Eric Fuller contributed 113,826 shares of Class A common stock to Holdings, in exchange for an equal number of units in Holdings.
In connection with the closing of the Merger, Mr. Eric Fuller resigned from all positions with the issuer and the 460,010 shares of Class A restricted stock then-held by Mr. Eric Fuller were forfeited for no consideration or payment.
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 Merger Consideration.
In connection with the Merger, on June 30, 2023, the Max L. Fuller 2008 Irrevocable Trust FBO William E. Fuller (the "Trust") contributed 916,993 shares of Class B common stock to Holdings, in exchange for an equal number of units in Holdings.
Shares held by the Trust of which Mr. Eric Fuller is a co-trustee, along with his mother, Ms. Janice Fuller. Mr. Eric Fuller and Ms. Janice Fuller have shared dispositive power with respect to shares held in the Trust, and Mr. Eric Fuller has sole voting power.
In connection with the Merger, on June 30, 2023, the Max Fuller Limited Partnership contributed 559,677 shares of Class B common stock to Holdings, in exchange for an equal number of units in Holdings.
Shares held by the Max Fuller Limited Partnership, in which Mr. Eric Fuller is the managing general partner. Mr. Eric Fuller disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all the reported shares for purposes of Section 16 or for any other purposes.
/s/ William Eric Fuller, by Heidi Hornung-Scherr, attorney-in-fact, pursuant to a POA previously filed with the SEC
2023-07-05
/s/ William Eric Fuller, trustee Max L. Fuller 2008 Irrevocable Trust FBO William E. Fuller, by Heidi Hornung-Scherr, attorney-in-fact, pursuant to a POA previously filed with the SEC
2023-07-05