Schneider National (SNDR) director adds deferred stock units via compensation plan

Rhea-AI Filing Summary

Schneider National, Inc. director James R. Giertz reported acquiring additional Class B common stock through the company’s Director Deferred Compensation Program. On April 8, 2026, he received 15.17 deferred stock units at a reference price of $28.47 per share, classified as a grant or award rather than an open-market purchase.

These units were credited through a dividend reinvestment feature and will be settled in Class B common stock under the program’s terms. Following this transaction, Giertz directly holds a total of 61,745.22 Class B shares/units, indicating a routine, compensation-related increase in his equity position.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider GIERTZ JAMES R

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Class B Common Stock	15.17	$28.47	$431.89

Holdings After Transaction: Class B Common Stock — 61,745.22 shares (Direct)

Footnotes (1)

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Key Figures

Deferred stock units granted: 15.17 units Grant reference price: $28.47 per share Total holdings after transaction: 61,745.22 shares/units

3 metrics

Deferred stock units granted 15.17 units Director grant on April 8, 2026

Grant reference price $28.47 per share Value used for deferred stock unit acquisition

Total holdings after transaction 61,745.22 shares/units Director’s direct Class B position after grant

Key Terms

deferred stock units, Director Deferred Compensation Program, dividend reinvestment feature, Class B common stock

4 terms

deferred stock units financial

"These deferred stock units were acquired pursuant to a previously available dividend reinvestment feature"

Deferred stock units are promises from a company to give an employee shares of stock at a future date, often after certain conditions are met or after leaving the company. They function like a form of delayed compensation, allowing employees to earn shares over time. For investors, they represent potential future ownership in the company, but do not provide immediate voting rights or dividends until the shares are actually received.

Director Deferred Compensation Program financial

"feature of the Schneider National, Inc. Director Deferred Compensation Program"

A director deferred compensation program is an arrangement that lets a company delay paying part of a board member’s fees or bonuses until a future date, often at retirement or after leaving the board. It matters to investors because it affects a company’s long‑term cash commitments and executive incentives—like a timed savings plan that can align directors’ decisions with the company’s future performance while creating future liabilities on the balance sheet.

dividend reinvestment feature financial

"acquired pursuant to a previously available dividend reinvestment feature"

Class B common stock financial

"shares of Class B common stock in accordance with the terms"

A class B common stock is one of multiple types of a company’s ordinary shares that carries specific rights—often different voting power or dividend priority—compared with other classes. For investors it matters because those differences affect how much influence you have over company decisions, the income you might receive, and how freely the shares trade; think of it like owning a car with different keys: some keys let you start the engine and open the trunk, others only unlock the door.

Form 4 Insider Transactions: What Each Field Means →

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

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

GIERTZ JAMES R

(Last) (First) (Middle)

3101 SOUTH PACKERLAND DRIVE

(Street)

GREEN BAY WISCONSIN 54313

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Schneider National, Inc. [ SNDR ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/08/2026

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

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

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

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
Class B Common Stock	04/08/2026		A		15.17(1)	A	$28.47	61,745.22	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 (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. These deferred stock units were acquired pursuant to a previously available dividend reinvestment feature of the Schneider National, Inc. Director Deferred Compensation Program. The units will be settled in shares of Class B common stock in accordance with the terms of the Program.

Remarks:

	Thomas Jackson by POA for James Giertz	04/10/2026
	** 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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What did Schneider National (SNDR) director James R. Giertz report on this Form 4?

James R. Giertz reported acquiring 15.17 deferred stock units of Schneider National Class B common stock. The acquisition was recorded at $28.47 per share and arose from the Director Deferred Compensation Program’s dividend reinvestment feature, not from an open-market stock purchase.

How many Schneider National (SNDR) shares does James R. Giertz hold after this transaction?

After the transaction, James R. Giertz directly holds 61,745.22 Class B common shares or units in Schneider National. This filing shows his updated position following a small grant of 15.17 deferred stock units credited under the company’s Director Deferred Compensation Program.

Was the Schneider National (SNDR) Form 4 transaction an open-market buy or a compensation grant?

The Form 4 shows a compensation-related grant, not an open-market buy. The 15.17 deferred stock units were acquired via a dividend reinvestment feature in the Schneider National Director Deferred Compensation Program and are coded as a grant or award acquisition.

How were the Schneider National (SNDR) deferred stock units in this filing valued?

The 15.17 deferred stock units were recorded at a reference price of $28.47 per share. This price is used for reporting the value of the grant on the Form 4 and reflects how the compensation-related units were measured for disclosure purposes.

When will the Schneider National (SNDR) deferred stock units reported by James R. Giertz be settled?

The deferred stock units will be settled in shares of Schneider National Class B common stock. Settlement timing and mechanics follow the terms of the Schneider National, Inc. Director Deferred Compensation Program, as referenced in the Form 4 footnote.