Sec Form 4 Filing - Henkels Virginia @ SWIFT TRANSPORTATION Co - 2017-05-24

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Henkels Virginia
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)
Chief Financial Officer
(Last) (First) (Middle)
C/O SWIFT TRANSPORTATION COMPANY, 2200 SOUTH 75TH AVENUE
3. Date of Earliest Transaction (MM/DD/YY)
05/24/2017
(Street)
PHOENIX, AZ85043
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 05/24/2017 F 1,258 ( 1 ) D $ 23.99 29,247 D
Class A Common Stock 05/25/2017 M 20,000 A $ 11 49,247 D
Class A Common Stock 05/25/2017 S 20,000 D $ 24.14 ( 2 ) 29,247 D
Class A Common Stock 05/25/2017 M 24,000 A $ 8.8 53,247 D
Class A Common Stock 05/25/2017 S 24,000 D $ 23.94 ( 3 ) 29,247 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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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 of Derivative Security: 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) ( 4 ) $ 11 ( 5 ) 05/25/2017 M 20,000 ( 5 ) ( 6 ) 08/27/2018 Class A Common Stock 20,000 $ 0 58,000 D
Employee Stock Option (Right-to-buy) ( 4 ) $ 8.8 ( 5 ) 05/25/2017 M 24,000 ( 5 ) ( 7 ) 02/28/2020 Class A Common Stock 24,000 $ 0 0 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Henkels Virginia
C/O SWIFT TRANSPORTATION COMPANY
2200 SOUTH 75TH AVENUE
PHOENIX, AZ85043
Chief Financial Officer
Signatures
/s/ Virginia Henkels 05/26/2017
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Represents the number of shares withheld to satisfy tax withholding obligations upon the vesting of Restricted Stock Units previously granted under the Company's 2014 Omnibus Incentive Plan.
( 2 )The price of $24.14 reported in Column 4 is the weighted average price. The shares were sold in multiple transactions at prices ranging from $24.06 to $24.14. 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.
( 3 )The price of $23.94 reported in Column 4 is the weighted average price. The shares were sold in multiple transactions at prices ranging from $23.67 to $24.17. 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.
( 4 )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.
( 5 )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.
( 6 )The options vested and became exercisable in three equal annual installments, beginning with the third anniversary from the August 27, 2008 grant date.
( 7 )The options vested and became exercisable in three equal annual installments, beginning with the third anniversary from the February 28, 2010 grant date.

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