Schneider National (NYSE: SNDR) insider gifts 25,173 Class B shares

Rhea-AI Filing Summary

Schneider National, Inc. director and more than 10% owner Mary P. DePrey reported a bona fide gift of 25,173 shares of Class B Common Stock on May 27, 2026. The gift carried no sale price, reflecting a transfer without consideration.

After the transaction, DePrey directly holds 589,373 shares of Class B Common Stock and has an additional 807,100 shares reported as indirectly owned through trusts. The filing shows a disposition by gift rather than an open‑market sale.

Insider Trade Summary

25,173 shares gifted

Mixed 2 txns

Insider DePrey Mary P.

Role null

Type	Security	Shares	Price	Value
Gift	Class B Common Stock	25,173	$0.00	--
holding	Class B Common Stock	--	--	--

Holdings After Transaction: Class B Common Stock — 589,373 shares (Direct, null); Class B Common Stock — 807,100 shares (Indirect, By Trusts)

Footnotes (1)

1. [object Object]

Key Figures

Gifted shares: 25,173 shares Gift price per share: $0.0000 per share Direct holdings after transaction: 589,373 shares +2 more

5 metrics

Gifted shares 25,173 shares Bona fide gift of Class B Common Stock on May 27, 2026

Gift price per share $0.0000 per share Price field for bona fide gift transaction

Direct holdings after transaction 589,373 shares Class B Common Stock directly owned after the gift

Indirect holdings via trusts 807,100 shares Class B Common Stock indirectly owned by trusts

Total gifted shares in summary 25,173 shares transactionSummary giftShares reported for this Form 4

Key Terms

bona fide gift, Class B Common Stock, indirect ownership, trusts

4 terms

bona fide gift financial

"Transaction code G is described as a bona fide gift of shares"

A bona fide gift is a genuine, voluntary transfer of money, property, or benefits from one party to another made without expectation of repayment, services, or hidden conditions. Investors care because such gifts can affect company disclosures, related‑party transaction rules, tax treatment, and perceived conflicts of interest; think of it like someone giving you a present with no strings attached — but on a corporate scale, auditors and regulators need to verify it really is unconditional.

Class B Common Stock financial

"The reported security title is Class B Common Stock of the issuer"

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.

indirect ownership financial

"807,100 shares are reported as indirect ownership by trusts"

trusts financial

"Indirectly owned shares are held by trusts associated with the insider"

A trust is a legal arrangement where one party (the trustee) holds and manages assets—like cash, stocks, property, or a pool of investments—on behalf of others (the beneficiaries). For investors it matters because trusts can package assets into a single, managed vehicle that may offer professional oversight, specific tax or estate benefits, and tradeable shares or units that change how you access, control, and receive income from those assets; think of it as a secure box managed for your financial benefit.

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^*

DePrey Mary P.

(Last) (First) (Middle)

3101 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	X	10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/27/2026

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	05/27/2026		G		25,173(1)	D	$0.00	589,373	D
Class B Common Stock								807,100	I	By Trusts

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. Transaction is a gift, therefore price is not applicable

Remarks:

	Thomas Jackson by POA for Mary P. DePrey	05/29/2026
	** 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 insider transaction did Mary P. DePrey report for Schneider National (SNDR)?

Mary P. DePrey reported a bona fide gift of 25,173 shares of Schneider National Class B Common Stock. The transfer occurred on May 27, 2026 and carried no sale price, indicating no cash was received for these shares.

How many Schneider National (SNDR) shares did Mary P. DePrey retain after the gift?

Following the gift of 25,173 Class B shares, Mary P. DePrey directly holds 589,373 Class B shares. The filing also reports 807,100 additional Class B shares as indirectly owned through trusts associated with her.

What does a bona fide gift mean in Mary P. DePrey’s Schneider National (SNDR) Form 4?

A bona fide gift is a transfer of shares without receiving payment in return. In this Form 4, 25,173 Schneider National Class B shares were given away at a stated price of 0.0000 per share, reflecting a non-cash disposition.

Is Mary P. DePrey considered a major shareholder of Schneider National (SNDR)?

Yes, the Form 4 identifies Mary P. DePrey as both a director and a more than 10% owner of Schneider National. Her direct and indirect holdings together reflect a significant ownership position in the company’s Class B Common Stock.

How are indirect holdings reported for Schneider National (SNDR) in this Form 4?

The Form 4 shows 807,100 Schneider National Class B shares as indirectly owned by Mary P. DePrey through trusts. Indirect ownership means the shares are held by related entities rather than directly in her name, but still attributed to her beneficially.