Matthew Moroun Sells 2M PAMT Shares to Family Trust at $10.745

Rhea-AI Filing Summary

Matthew T. Moroun, a director and 10% owner of PAMT Corp (PAMT), reported a private transfer on 09/11/2025 in which he sold 2,000,000 shares of the issuer's common stock at $10.745 per share to the 2020 Lindsay Moroun Trust. The filing shows a simultaneous disposition by the reporting person and an acquisition by the trust, and it notes that the sold shares had been previously distributed to Mr. Moroun by the Moroun Grantor Trust. After the reported transactions, Mr. Moroun is shown as beneficially owning 12,427,848 shares indirectly through multiple trusts. The report is signed by an attorney-in-fact on 09/15/2025.

Positive

• Transaction was privately negotiated with family trusts, indicating structured estate or control planning rather than open-market dilution
• Substantial indirect ownership remains with 12,427,848 shares beneficially owned after the transaction

Negative

• 2,000,000 shares were disposed by the reporting person, representing a meaningful transfer of direct holdings
• Direct beneficial ownership reported as 0 following the disposition (per the transaction line) which reduces the reporting person's direct stake

Insights

Securities Analyst

TL;DR: Director sold 2 million shares to a family trust; significant insider reallocation but retains material indirect stake.

The Form 4 documents a privately negotiated internal-family transfer rather than an open-market sale, with the reporting person disposing of 2,000,000 shares at $10.745 and the 2020 Lindsay Moroun Trust acquiring those shares. The filing clarifies the shares were previously reported as indirectly owned by the Moroun Grantor Trust and that the reporting person serves as trustee for related trusts. Post-transaction indirect beneficial ownership of 12,427,848 shares remains substantial and could preserve consolidated control while changing direct ownership lines.

Corporate Governance Expert

TL;DR: Internal reallocation among related trusts alters direct ownership but not necessarily governance control.

The disclosure indicates intra-family trust restructuring: the reporting person sold shares to a trust he chairs, and multiple trusts are listed as indirect holders. This is a common estate and control planning move that keeps shares within affiliated entities. The report includes an explicit disclaimer about certain small holdings and is executed by attorney-in-fact, which is standard. From a governance perspective, this does not by itself indicate a change in board influence given the continued large indirect stake.

SEC Form 4

FORM 4

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
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

MOROUN MATTHEW T

(Last) (First) (Middle)

12225 STEPHENS ROAD

(Street)

WARREN MI 48089

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
PAMT CORP [ PAMT ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
09/11/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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	09/11/2025		S(1)		2,000,000	D	$10.745	0	D
Common Stock	09/11/2025		P(1)		2,000,000	A	$10.745	12,427,848	I	By Lindsay S. Moroun Trust
Common Stock								3,268,000(1)	I	By Moroun Grantor Trust
Common Stock								306,048	I	By 2020 Agnes Moroun Trust
Common Stock								4,558(2)	I	By Son

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 (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (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: 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

Explanation of Responses:

1. On September 11, 2025, the reporting person sold 2,000,000 shares of the Issuer's common stock, individually, to the 2020 Lindsay Moroun Trust in a privately negotiated transaction. These 2,000,000 shares were previously distributed to the reporting person by the Moroun Grantor Trust and were reported as indirectly beneficially owned by the Moroun Grantor Trust in the reporting person's prior reports. The reporting person serves as trustee of the 2020 Lindsay Moroun Trust and the Moroun Grantor Trust.

2. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such shares.

	/s/ Courtney C. Crouch, III as Attorney-in-fact for Matthew T. Moroun	09/15/2025
	** Signature of Reporting Person	Date
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).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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FAQ

What did Matthew T. Moroun report on the PAMT Form 4?

The filing reports a private sale on 09/11/2025 where Mr. Moroun disposed of 2,000,000 PAMT common shares at $10.745 per share to the 2020 Lindsay Moroun Trust.

How many PAMT shares does Matthew Moroun beneficially own after the transaction?

The Form 4 shows Mr. Moroun as indirectly beneficially owning 12,427,848 shares following the reported transaction(s).

Was the sale an open-market transaction or a private transfer?

The report states the sale was a privately negotiated transaction to the 2020 Lindsay Moroun Trust, not an open-market sale.

What trusts are listed as holding PAMT shares related to this filing?

The filing references the 2020 Lindsay Moroun Trust, the Moroun Grantor Trust, the 2020 Agnes Moroun Trust, and shows indirect holdings by these entities.

Who signed the Form 4 and when?

The Form 4 was signed by Courtney C. Crouch, III as attorney-in-fact for Matthew T. Moroun on 09/15/2025.