Therese Koller (NYSE: SNDR) reports 21,645,320-share Schneider holding

Rhea-AI Filing Summary

Schneider National investor Therese A. Koller filed Amendment No. 9 to her Schedule 13D updating ownership of the company’s Class B common stock. She is reported as beneficially owning 21,645,320 shares, representing 19.9% of the Class B shares outstanding as of October 23, 2025.

Related trusts for her benefit report additional significant positions. One trust holds 8,400,000 shares, or 8.3% of the class, and another holds 8,947,679 shares, or 9.0%. Between February 1, 2025 and January 31, 2026, Ms. Koller acquired 61,138 Class B shares by gift, bringing the reporting persons’ aggregate holdings to 16,605,900 Class A shares and 5,039,420 Class B shares.

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Accepted by SEC EDGAR 02/03/2026 - 04:46 PM Learn about SEC filing dates

FAQ

What ownership stake in SNDR does Therese A. Koller report in this Schedule 13D/A?

Therese A. Koller reports beneficial ownership of 21,645,320 shares of Schneider National Class B common stock. This represents 19.9% of the Class B shares outstanding, based on 92,270,093 Class B shares reported as outstanding as of October 23, 2025.

How many Schneider National shares do the trusts for Therese A. Koller hold?

The Donald J. Schneider Childrens Trust #2 f/b/o Therese A. Koller reports 8,400,000 shares, equal to 8.3% of the Class B class. The Donald J. Schneider 2000 Trust f/b/o Therese A. Koller reports 8,947,679 shares, representing 9.0% of the Class B common stock outstanding.

What changes in Schneider National (SNDR) ownership are disclosed for 2025–2026?

Between February 1, 2025 and January 31, 2026, Therese A. Koller acquired 61,138 shares of Schneider National Class B common stock by gift. As of January 31, 2026, the reporting persons together beneficially owned 16,605,900 Class A shares and 5,039,420 Class B shares.

How is the percentage ownership in Schneider National (SNDR) calculated in this filing?

Percentages are based on 92,270,093 Schneider National Class B common shares outstanding as of October 23, 2025. This share count comes from the company’s Form 10-Q for the quarter ended September 30, 2025, which was filed with the SEC on October 30, 2025.

What classes of Schneider National stock are covered in this Schedule 13D/A amendment?

The filing focuses on Schneider National’s Class B common stock but also describes holdings of Class A common stock. Each share of Class A automatically converts into one share of Class B upon certain transfers involving the related voting trust certificates described in the disclosure.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 9)

Schneider National, Inc.

(Name of Issuer)

Class B Common Stock, no par value per share

(Title of Class of Securities)

80689H102

(CUSIP Number)

Dennis F. Connolly
Godfrey & Kahn, S.C., 833 East Michigan Street, Suite 1800
Milwaukee, WI, 53202
414-273-3500

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

01/16/2026

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

SCHEDULE 13D

CUSIP No. 80689H102

1

Name of reporting person

Koller Therese A.

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 3,013,731.00
8	Shared Voting Power 18,631,589.00
9	Sole Dispositive Power 3,013,731.00
10	Shared Dispositive Power 18,631,589.00

11

Aggregate amount beneficially owned by each reporting person

21,645,320.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

19.9 %

14

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13D

CUSIP No. 80689H102

1

Name of reporting person

Donald J. Schneider Childrens Trust #2 f/b/o Therese A. Koller

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

WISCONSIN

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 8,400,000.00
9	Sole Dispositive Power 8,400,000.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

8,400,000.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

8.3 %

14

Type of Reporting Person (See Instructions)

OO

Comment for Type of Reporting Person:

Trust

SCHEDULE 13D

CUSIP No. 80689H102

1

Name of reporting person

Donald J. Schneider 2000 Trust f/b/o Therese A. Koller

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

WISCONSIN

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 1,941,779.00
8	Shared Voting Power 7,005,900.00
9	Sole Dispositive Power 8,947,679.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

8,947,679.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

9.0 %

14

Type of Reporting Person (See Instructions)

OO

Comment for Type of Reporting Person:

Trust

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Class B Common Stock, no par value per share
(b)	Name of Issuer: Schneider National, Inc.
(c)	Address of Issuer's Principal Executive Offices: 3101 SOUTH PACKERLAND DRIVE, GREEN BAY, WISCONSIN , 54313.
Item 1 Comment: Cover Page Notes: Therese A. Koller: The shares reported in Item 7 consist of shares of Class B Common Stock. Includes 1,191,870 shares of Class B Common Stock held in trust for the benefit of the Reporting Person's children for which the Reporting Person serves as sole trustee. The shares reported in Item 8 consist of 16,605,900 shares of Class A Common Stock and 2,025,689 shares of Class B Common Stock. The Reporting Person's interest in the Class A Common Stock is represented by trust certificates issued by the Schneider National, Inc. Voting Trust and held by trusts for the benefit of the Reporting Person and her descendants of which the Reporting Person is a co-trustee. Each share of Class A Common Stock will automatically convert into a share of Class B Common Stock on a one-for-one basis upon any transfer of such share of Class A Common Stock in exchange for a trust certificate representing such share. The shares reported in Item 9 consist of shares of Class B Common Stock. The shares reported in Item 10 consist of 16,605,900 shares of Class A Common Stock and 2,025,689 shares of Class B Common Stock. The calculation in Item 13 is based on 92,270,093 shares of Class B common stock, no par value per share ("Class B Common Stock"), of the Issuer outstanding as of October 23, 2025, as reported in the Issuer's Quarterly Report on Form 10-Q for the quarter ended September 30, 2025 and as filed with the SEC on October 30, 2025. Donald J. Schneider Childrens Trust #2 f/b/o Therese A. Koller: The shares reported in Items 8 and 9 consist of shares of Class A common stock, no par value per share ("Class A Common Stock"), of Schneider National, Inc., a Wisconsin corporation (the "Issuer"). The Reporting Person's interest in the Class A Common Stock is represented by trust certificates issued by the Schneider National, Inc. Voting Trust and held by the Reporting Person. Each share of Class A Common Stock will automatically convert into a share of Class B Common Stock on a one-for-one basis upon any transfer of such share of Class A Common Stock in exchange for a trust certificate representing such share. The calculation in Item 13 is based on 92,270,093 shares of Class B common stock, no par value per share ("Class B Common Stock"), of the Issuer outstanding as of October 23, 2025, as reported in the Issuer's Quarterly Report on Form 10-Q for the quarter ended September 30, 2025 and as filed with the SEC on October 30, 2025. Donald J. Schneider 2000 Trust f/b/o Therese A. Koller: The shares reported in Item 7 consist of shares of Class B Common Stock. The shares reported in Item 8 consist of shares of Class A Common Stock. The Reporting Person's interest in the Class A Common Stock is represented by trust certificates issued by the Schneider National, Inc. Voting Trust and held by the Reporting Person. Each share of Class A Common Stock will automatically convert into a share of Class B Common Stock on a one-for-one basis upon any transfer of such share of Class A Common Stock in exchange for a trust certificate representing such share. The shares reported in Item 9 consist of 7,005,900 shares of Class A Common Stock and 1,941,779 shares of Class B Common Stock. The calculation in Item 13 is based on 92,270,093 shares of Class B common stock, no par value per share ("Class B Common Stock"), of the Issuer outstanding as of October 23, 2025, as reported in the Issuer's Quarterly Report on Form 10-Q for the quarter ended September 30, 2025 and as filed with the SEC on October 30, 2025. Explanatory Note: This Amendment No. 9 to Schedule 13D amends and supplements the Schedule 13D originally filed on April 21, 2017 and as subsequently amended (the "Original Schedule 13D"), and is being filed jointly on behalf of the Donald J. Schneider Childrens Trust #2 f/b/o Therese A. Koller, a Wisconsin trust (the "Childrens Trust"), the Donald J. Schneider 2000 Trust f/b/o Therese A. Koller (the "2000 Trust," and together with the Childrens Trust, the "Trusts"), and Therese A. Koller, in her individual capacity and as a co-trustee of the Trusts (together the "Reporting Persons"), relating to the shares of Class A common stock, no par value per share ("Class A Common Stock"), and Class B common stock, no par value per share ("Class B Common Stock"), of Schneider National, Inc., a Wisconsin corporation (the "Issuer"). Unless otherwise defined or modified below, capitalized terms used in this Amendment No. 9 to Schedule 13D shall have the meaning ascribed to them in the Original Schedule 13D. All disclosure for items contained in the Original Schedule 13D where no new information is provided for such item in this Amendment No. 9 to Schedule 13D is incorporated herein by this reference.
Item 3.	Source and Amount of Funds or Other Consideration
	Item 3 of the Original Schedule 13D is supplemented with the following: Between February 1, 2025 and January 31, 2026, Ms. Koller acquired 61,138 shares of Class B Common Stock by gift. As of January 31, 2026, the Reporting Persons beneficially owned an aggregate of 16,605,900 shares of Class A Common Stock and 5,039,420 shares of Class B Common Stock.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Koller Therese A.

Signature:	/s/ Therese A. Koller
Name/Title:	Therese A. Koller
Date:	01/31/2026

Donald J. Schneider Childrens Trust #2 f/b/o Therese A. Koller

Signature:	/s/ Joan D. Klimpel
Name/Title:	Co-Trustee
Date:	01/31/2026

Signature:	/s/ Therese A. Koller
Name/Title:	Co-Trustee
Date:	01/31/2026

Donald J. Schneider 2000 Trust f/b/o Therese A. Koller

Signature:	/s/ Joan D. Klimpel
Name/Title:	Co-Trustee
Date:	01/31/2026

Signature:	/s/ Therese A. Koller
Name/Title:	Co-Trustee
Date:	01/31/2026