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Knight-Swift Transportation Holdings Inc. 8-K Filings

KNX NYSE

Every 8-K that Knight-Swift Transportation Holdings Inc. (KNX) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.

A 8-K covers material events a company has to report between its quarterly reports, so if you follow KNX and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full KNX filings page.

Rhea-AI Summary

Knight-Swift Transportation Holdings Inc. announced that its board of directors declared a quarterly cash dividend of $0.20 per share of common stock on August 5, 2026. The dividend is payable to stockholders of record as of September 4, 2026 and is expected to be paid on September 21, 2026.

The dividend is made under a cash dividend policy approved by the board, but future dividends are not assured. Any future declarations and amounts will depend on board approval and factors such as cash flow and needs, legal and financing restrictions, tax law changes, the company’s financial condition, and other risks described in its SEC reports.

Rhea-AI Summary

Knight-Swift Transportation Holdings Inc. reported solid second quarter 2026 results, with total revenue of $2.1 billion, up 12.6% year-over-year. Net income attributable to Knight-Swift was $43.2 million and diluted EPS was $0.26, compared with $0.21 a year earlier. Adjusted Net Income Attributable to Knight-Swift was $102.8 million and Adjusted EPS was $0.63, up sharply from $0.35.

Consolidated operating income rose to $104.9 million, with Adjusted Operating Income of $151.0 million and an improved Adjusted Operating Ratio of 91.4%. Truckload revenue excluding fuel surcharge increased and its Adjusted Operating Ratio improved to 91.0%, while LTL posted an Adjusted Operating Ratio of 92.1%. Logistics grew revenue but experienced margin pressure, and Intermodal returned to profitability with revenue up 34.9%. Year-to-date Free Cash Flow was $190.4 million, and liquidity totaled about $1.7 billion with Net Debt of $2.2 billion. The company issued $1.5 billion of 1.0% convertible senior notes due 2031 and declared a quarterly dividend of $0.20 per share. Management expects third quarter 2026 Adjusted EPS between $0.71 and $0.77.

Rhea-AI Summary

Knight-Swift Transportation Holdings Inc. announced that founder and Executive Chairman Kevin Knight retired from the board effective June 3, 2026. The board appointed Lead Independent Director David Vander Ploeg as Chair, continuing the company’s leadership transition to non-founder directors.

The company and Mr. Knight entered into a Retirement and Consulting Agreement under which he will provide consulting and other services for 24 months after his retirement. In exchange for these services, his covenants, and forfeiture of all unvested equity awards as of the effective date, Mr. Knight will receive a $20.25 million fee: $10.125 million payable on June 12, 2026 and $10.125 million payable in equal monthly installments over the following 24 months, plus certain medical benefit premiums and reimbursement of specified legal fees.

Rhea-AI Summary

Knight-Swift Transportation Holdings Inc. held its 2026 Annual Meeting of Stockholders, where stockholders elected eleven directors to serve until the 2027 meeting. They also approved, on an advisory, non-binding basis, the compensation of named executive officers and ratified Grant Thornton LLP as independent registered public accounting firm for fiscal year 2026.

Stockholders voted against a stockholder proposal seeking greater transparency in political spending. Separately, the board declared a quarterly cash dividend of $0.20 per share of common stock, payable to stockholders of record on June 8, 2026, with payment expected on June 22, 2026.

Rhea-AI Summary

Knight-Swift Transportation Holdings Inc. completed a private offering of $1.5 billion aggregate principal amount of 1.00% Convertible Senior Notes due 2031, including the full $200 million overallotment. The notes mature on November 15, 2031, pay 1.00% interest semiannually, and are senior unsecured obligations.

The initial conversion rate is 12.4835 shares per $1,000 (about $80.11 per share), a 30% premium to the $61.62 stock price on May 5, 2026, with customary adjustment and make-whole features. Based on this rate, the notes are initially convertible into 18,725,250 shares, and in limited cases up to 24,342,600 shares.

Net proceeds were approximately $1.46 billion. The company spent $107.1 million on capped call transactions with a cap price of about $104.75 to mitigate conversion dilution and/or excess cash payments. Remaining proceeds are earmarked to repay $300 million of term debt due 2027, $436 million of a 2030 term loan, and $620 million outstanding under its revolver.

Rhea-AI Summary

Knight-Swift Transportation reported weak first quarter 2026 results, posting a net loss attributable to Knight-Swift of $1.3 million, or $(0.01) per diluted share, versus earnings of $0.19 a year ago. Revenue rose modestly to $1.85 billion, up 1.4%.

Adjusted net income was $14.3 million with Adjusted EPS of $0.09, down from $0.28. Operating income fell to $28.6 million, and Adjusted Operating Income to $49.8 million, driven by an $18.0 million LTL claim expense, a $4.1 million adverse VAT ruling in Mexico, and an estimated $12.0–$14.0 million weather and fuel impact.

Truckload revenue ex-fuel was flat with a 96.3% Adjusted Operating Ratio, while LTL revenue ex-fuel grew 2.6% but Adjusted Operating Ratio deteriorated to 99.6%. Logistics revenue fell 9.9% and Intermodal revenue grew 2.7% with a 101.5% operating ratio.

Operating cash flow reached $142.5 million and Free Cash Flow was $56.9 million. The quarterly dividend increased to $0.20 per share. Liquidity totaled $1.1 billion with Net Debt of $2.1 billion. Management guides second quarter 2026 Adjusted EPS to $0.45–$0.49, assuming stable conditions and typical seasonal improvements.

Rhea-AI Summary

Knight-Swift Transportation Holdings Inc. updated its outlook, sharply reducing expected first-quarter 2026 Adjusted EPS to a range of $0.08 to $0.10, down from its earlier guidance of $0.28 to $0.32. Management attributes the downgrade mainly to one-time or unusual items, including a large unfavorable arbitration award in its less-than-truckload segment, deferred warehousing project business, an adverse VAT reimbursement decision in Mexico, and severe winter weather combined with sharply rising fuel prices.

At the same time, the company issued second-quarter 2026 Adjusted EPS guidance of $0.45 to $0.49, implying a much stronger sequential performance. Leadership notes that the specific first-quarter disruptions are not expected to recur and highlights improving freight demand, tightening truckload capacity, and a more favorable bid environment as drivers of the better outlook.

Rhea-AI Summary

Knight-Swift Transportation Holdings Inc. reported that board member Amy Boerger has informed the company she will not stand for reelection at the 2026 Annual Meeting of Stockholders. Her decision means she will conclude her board service at the end of her current term, coinciding with that meeting.

The company expressed appreciation for Ms. Boerger’s years of service, highlighting her contributions to performance, oversight, and collaboration. No additional board or governance changes are described in this report beyond her planned departure from the board after the 2026 meeting.

Rhea-AI Summary

Knight-Swift Transportation Holdings Inc. increased its quarterly cash dividend to $0.20 per share of common stock, up from $0.18. This represents an 11% raise in the quarterly payout.

The dividend will be paid on March 23, 2026 to stockholders of record as of March 6, 2026. The company notes it has raised its quarterly dividend annually for seven consecutive years, resulting in a 233% overall increase, but emphasizes that any future dividends will continue to depend on board approval, cash flow, financial condition, and other risk factors.

Rhea-AI Summary

Knight-Swift Transportation Holdings Inc. reported that it has released its financial results for the quarter ended December 31, 2025. The company shared these results through a press release and a detailed fourth quarter 2025 earnings presentation, both made available as exhibits.

The disclosure also notes that any forward-looking statements in the materials are subject to significant risks and uncertainties, and directs readers to the press release, earnings presentation, and other SEC reports for a fuller discussion of potential risk factors.

Rhea-AI Summary

Knight-Swift Transportation Holdings Inc. entered into a new Receivables Purchase Agreement ("2025 RPA") through its subsidiary Swift Receivables Company II, LLC, effective December 31, 2025. The 2025 RPA replaces a prior receivables facility that had been accounted for as secured financing and is treated instead as a sale of receivables, which is expected to reduce company expenses.

The new structure provides a $575.0 million facility limit for eligible receivables, with customary fees, covenants, and default provisions. Collections on the receivables are held for the benefit of the seller entity and purchasers and are not available to satisfy claims of Knight-Swift or its other subsidiaries. The company used proceeds from the 2025 RPA to pay off all remaining borrowings and terminate the prior agreement. Separately, Knight-Swift appointed Soumit Roy as General Counsel and Corporate Secretary, serving as an executive vice president reporting to CEO Adam Miller.

Rhea-AI Summary

Knight-Swift Transportation (KNX) filed an 8-K detailing executive compensation actions, leadership changes, and a dividend. The Board’s Compensation Committee approved equity awards to be granted on November 28, 2025, split 60% performance-based stock units (PRSUs) and 40% restricted stock units (RSUs). PRSUs have a performance period from January 1, 2026 through December 31, 2028, can pay 0%–200% of target, and are subject to a 75%–125% total stockholder return multiplier; any earned PRSUs are scheduled to vest on or near January 31, 2029.

Time-based RSUs vest 33% on January 31, 2027, 33% on January 31, 2028, and 34% on January 31, 2029. Award targets: Kevin Knight RSU $1,080,000 / PRSU $1,620,000; Adam Miller $1,280,000 / $1,920,000; Andrew Hess $400,000 / $600,000; Gary Knight $320,000 / $480,000. The Committee increased CFO Andrew Hess’s base salary to $550,000 effective November 8, 2025.

Knight-Swift announced the retirement of General Counsel and Secretary Todd Carlson effective January 1, 2026. The Board declared a quarterly cash dividend of $0.18 per share, payable December 22, 2025 to stockholders of record on December 5, 2025.

Rhea-AI Summary

Knight-Swift Transportation Holdings Inc. (KNX) furnished an 8-K announcing its financial results for the quarter ended September 30, 2025. The company provided a press release as Exhibit 99.1 and an accompanying third-quarter 2025 earnings presentation as Exhibit 99.2.

The information under Item 2.02 and related exhibits is furnished and not deemed filed under the Exchange Act. The materials include forward-looking statements subject to the safe harbor provisions of the Securities Act and Exchange Act.