Sec Form 5 Filing - GERDIN MICHAEL J @ HEARTLAND EXPRESS INC - 2022-12-31

FORM 5 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 GERDIN MICHAEL J 2. Issuer Name and Ticker or Trading Symbol HEARTLAND EXPRESS INC [ HTLD] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director X __ 10% Owner X __ Officer (give title below) X __ Other (specify below) Chief Executive Officer/Co-Trustee of 10% Owner (Last) (First) (Middle) 901 HEARTLAND WAY 3. Date of Earliest Transaction (MM/DD/YY) 12/31/2022 (Street) NORTH LIBERTY, IA52317 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 Common Stock 07/12/2022 G( 1 ) V 2,550,306 A $ 0 11,256,095 I Co-Trustee of Trust ( 2 ) Common Stock 07/12/2022 G( 1 ) V 2,550,306 D $ 0 7,722,137 I Trustee of GRATs ( 3 ) Common Stock 12/01/2022 G( 1 ) V 1,665,340 A $ 0 12,921,435 I Co-Trustee of Trust ( 2 ) Common Stock 12/01/2022 G( 1 ) V 38,700 A $ 0 4,283,975 I Co-Trustee of Trust ( 4 ) Common Stock 12/01/2022 G( 1 ) V 1,704,040 D $ 0 6,018,097 I Trustee of GRATs ( 3 ) Common Stock 38,424 I Trustee of Trusts ( 5 ) Common Stock 5,003,805 I Co-Trustee of Trust ( 6 ) Common Stock 1,936,276 I Co-General Partner of Partnership ( 7 ) Common Stock 10,356 I Trustee of Trust ( 8 ) Common Stock 628,124 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

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other GERDIN MICHAEL J 901 HEARTLAND WAY NORTH LIBERTY, IA52317 X X Chief Executive Officer Co-Trustee of 10% Owner Signatures /S/Michael J. Gerdin 02/14/2023 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Annuity distributions made from GRATs created for the benefit of Ann Gerdin. ( 2 )Mr. Gerdin, Julie Durr, Angela Janssen, and Mrs. Gerdin serve as co-trustees over shares held by the Ann S. Gerdin Revocable Trust. As co-trustees, they have shared voting and dispositive powers with respect to this trust. Beneficial ownership is disclaimed for Mr. Gerdin, Mrs. Durr, and Mrs. Janssen. ( 3 )Mr. Gerdin is the trustee of GRATs established by Ann S. Gerdin for her benefit. As trustee, Mr. Gerdin has sole voting and dispositive power over the shares owned by these GRATs. Beneficial ownership is disclaimed. ( 4 )Mr. Gerdin is one of the beneficiaries of the 2009 Gerdin Heartland Trust. Mr. Gerdin, Mrs. Durr, and Mrs. Janssen serve as co-trustees over shares held by the trust. Beneficial ownership is disclaimed with respect to this trust because none of the trustees have the power to vote or dispose shares without consent of the other two trustees. ( 5 )Mr. Gerdin is the trustee of trusts created for the benefit of his children. As trustee, Mr. Gerdin has voting and dispositive powers with respect to the trusts. Beneficial ownership is disclaimed. ( 6 )Mr. Gerdin is one of the beneficiaries of the 2007 Gerdin Heartland Trust. Mr. Gerdin, Mrs. Durr, and Mrs. Janssen serve as co-trustees over shares held by the trust. Beneficial ownership is disclaimed with respect to this trust because none of the trustees have the power to vote or dispose shares without the consent of the other two trustees. ( 7 )The Ann S. Gerdin Revocable Trust, Mr. Gerdin, Mrs. Durr, and Mrs. Janssen are co-general partners of Gerdin Family Investments LP. None of the Ann S. Gerdin Revocable Trust, Mr. Gerdin, Mrs. Durr, or Mrs. Janssen has voting and dispositive powers with respect to this partnership without consent of the majority of the other co-general partners. Beneficial ownership is disclaimed except to the extent of each such reporting person's percentage ownership of general and limited partner shares in the partnership. ( 8 )Mr. Gerdin is the trustee of the Michael J. Gerdin Revocable Trust with voting and dispositive power.

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).

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