[8-K] HEARTLAND EXPRESS INC Reports Material Event

Rhea-AI Filing Summary

Heartland Express, Inc. (HTLD) disclosed an executive equity grant. On October 22, 2025, the Compensation Committee approved a restricted stock award under the Company’s 2021 Restricted Stock Award Plan.

David P. Millis, Director and President of Millis Transfer, received 11,947 shares, and the award vested immediately. This filing outlines a compensatory action for a named executive officer and does not describe additional transactions or changes.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):

October 22, 2025

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HEARTLAND EXPRESS, INC.

(Exact name of registrant as specified in its charter)

Nevada			000-15087			93-0926999
(State of other Jurisdiction			(Commission			(IRS Employer
of Incorporation)			File Number)			Identification No.)

901 HEARTLAND WAY,

NORTH LIBERTY,

IA

52317

(Address of Principal Executive Offices)

(Zip Code)

(319) 626-3600

Registrant's Telephone Number (including area code):

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class			Trading Symbol(s)			Name of each exchange on which registered
Common Stock, $0.01 par value			HTLD			NASDAQ

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

On October 22, 2025, the Compensation Committee approved the following equity grant under the Company's 2021 Restricted Stock Award Plan for one of the Company's named executive officers.

Named Executive Officer						# of Shares Granted
David P. Millis, Director and President of Millis Transfer						11,947 (1)

(1)     This award vested immediately.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on behalf by the undersigned thereunto duly authorized.

HEARTLAND EXPRESS, INC.

Date:

October 29, 2025

By:/s/Christopher A. Strain

Christopher A. Strain

Vice President-Finance,

Treasurer and Chief Financial Officer

FAQ

What did Heartland Express (HTLD) announce in this 8-K?

The company disclosed an equity grant to a named executive officer under the 2021 Restricted Stock Award Plan.

Who received the restricted stock award at HTLD?

David P. Millis, Director and President of Millis Transfer, received the award.

How many shares were granted in the HTLD award?

The award totaled 11,947 shares of restricted stock.

What was the vesting schedule for the HTLD award?

The award vested immediately upon grant.

When was the HTLD equity grant approved?

The Compensation Committee approved the grant on October 22, 2025.

Under which plan was the HTLD award granted?

The award was granted under the 2021 Restricted Stock Award Plan.