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Ownership Document |
Schema Version: X0508 |
Document Type: 4 |
Period of Report: 2/22/24 |
Not Subject to Section 16: 0 |
Issuer: |
| Issuer CIK: 799233 |
| Issuer Name: HEARTLAND EXPRESS INC |
| Issuer Trading Symbol: HTLD |
Reporting Owner: |
| Reporting Owner ID: |
| | Owner CIK: 1664211 |
| | Owner Name: Ann S. Gerdin Revocable Trust |
| Reporting Owner Address: |
| | Owner Street 1: 901 HEARTLAND WAY |
| | Owner Street 2: |
| | Owner City: NORTH LIBERTY |
| | Owner State: IA |
| | Owner ZIP Code: 52317 |
| | Owner State Description: |
| Reporting Owner Relationship: |
| | Is Director? No |
| | Is Officer? No |
| | Is Ten Percent Owner? Yes |
| | Is Other? Yes |
| | Officer Title: |
| | Other Text: Co-Trustee of 10% Owner |
Reporting Owner: |
| Reporting Owner ID: |
| | Owner CIK: 1664284 |
| | Owner Name: Janssen Angela K |
| Reporting Owner Address: |
| | Owner Street 1: 901 HEARTLAND WAY |
| | Owner Street 2: |
| | Owner City: NORTH LIBERTY |
| | Owner State: IA |
| | Owner ZIP Code: 52317 |
| | Owner State Description: |
| Reporting Owner Relationship: |
| | Is Director? No |
| | Is Officer? No |
| | Is Ten Percent Owner? No |
| | Is Other? Yes |
| | Officer Title: |
| | Other Text: Co-Trustee of 10% Owner |
Reporting Owner: |
| Reporting Owner ID: |
| | Owner CIK: 1483283 |
| | Owner Name: Gerdin Ann S |
| Reporting Owner Address: |
| | Owner Street 1: 901 HEARTLAND WAY |
| | Owner Street 2: |
| | Owner City: NORTH LIBERTY |
| | Owner State: IA |
| | Owner ZIP Code: 52317 |
| | Owner State Description: |
| Reporting Owner Relationship: |
| | Is Director? No |
| | Is Officer? No |
| | Is Ten Percent Owner? Yes |
| | Is Other? No |
| | Officer Title: |
| | Other Text: |
Reporting Owner: |
| Reporting Owner ID: |
| | Owner CIK: 1664207 |
| | Owner Name: Durr Julie J |
| Reporting Owner Address: |
| | Owner Street 1: 901 HEARTLAND WAY |
| | Owner Street 2: |
| | Owner City: NORTH LIBERTY |
| | Owner State: IA |
| | Owner ZIP Code: 52317 |
| | Owner State Description: |
| Reporting Owner Relationship: |
| | Is Director? No |
| | Is Officer? No |
| | Is Ten Percent Owner? No |
| | Is Other? Yes |
| | Officer Title: |
| | Other Text: Co-Trustee of 10% Owner |
Aff 10b5 One: 0 |
Non-Derivative Table: |
| Non-Derivative Transaction: |
| | Security Title: |
| | | Value: Common Stock |
| | Transaction Date: |
| | | Value: 2/22/24 |
| | Transaction Coding: |
| | | Transaction Form Type: 4 |
| | | Transaction Code: P |
| | | Equity Swap Involved? No |
| | Transaction Amounts: |
| | | Transaction Shares: |
| Value: 14,933 |
| | | Transaction Price Per Share: |
| Value: 12.3903 |
| Footnote ID: F1 |
| | | Transaction Acquired-Disposed Code: |
| Value: A |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 159,865 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: I |
| | | Nature of Ownership: |
| Value: Trustee of Trust |
| Footnote ID: F2 |
| Non-Derivative Holding: |
| | Security Title: |
| | | Value: Common Stock |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 495,612 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: I |
| | | Nature of Ownership: |
| Value: Trustee of Trust |
| Footnote ID: F3 |
| Non-Derivative Holding: |
| | Security Title: |
| | | Value: Common Stock |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 17,092,427 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
| Footnote ID: F4 |
| Non-Derivative Holding: |
| | Security Title: |
| | | Value: Common Stock |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 4,283,975 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: I |
| | | Nature of Ownership: |
| Value: Co-Trustee of Trust |
| Footnote ID: F5 |
| Non-Derivative Holding: |
| | Security Title: |
| | | Value: Common Stock |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 38,424 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: I |
| | | Nature of Ownership: |
| Value: Trustee of Trusts |
| Footnote ID: F6 |
| Non-Derivative Holding: |
| | Security Title: |
| | | Value: Common Stock |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 38,424 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: I |
| | | Nature of Ownership: |
| Value: Trustee of Trusts |
| Footnote ID: F7 |
| Non-Derivative Holding: |
| | Security Title: |
| | | Value: Common Stock |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 5,003,805 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: I |
| | | Nature of Ownership: |
| Value: Co-Trustee of Trust |
| Footnote ID: F8 |
| Non-Derivative Holding: |
| | Security Title: |
| | | Value: Common Stock |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 7,813 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: I |
| | | Nature of Ownership: |
| Value: By Spouse |
| Footnote ID: F9 |
| Non-Derivative Holding: |
| | Security Title: |
| | | Value: Common Stock |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 1,936,276 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: I |
| | | Nature of Ownership: |
| Value: Co-General Partner of Partnership |
| Footnote ID: F10 |
| Non-Derivative Holding: |
| | Security Title: |
| | | Value: Common Stock |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 681,124 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
| Footnote ID: F11 |
| Non-Derivative Holding: |
| | Security Title: |
| | | Value: Common Stock |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 681,124 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
| Footnote ID: F12 |
Derivative Table: |
Footnotes: |
| Footnote - F1: The price reflects a weighted average purchase price for multiple transactions ranging from 12.3400 to 12.4000 per share, inclusive. The reporting person undertakes to provide upon request by the SEC staff, the issuer, or a stockholder of the issuer, full information regarding the number of shares purchased at each separate price. |
| Footnote - F2: Julie Durr is the trustee of the Julie J. Durr Revocable Trust with voting and dispositive power. |
| Footnote - F3: Angela Janssen is the trustee of the Angela K. Janssen Revocable Trust with voting and dispositive power. |
| Footnote - F4: Michael Gerdin, Mrs. Durr, Mrs. Janssen, and Mrs. Gerdin serve as co-trustees over shares held by the Ann S. Gerdin Revocable Trust. As co-trustees, they have shared voting and dispositive powers with respect to this trust. Beneficial ownership is disclaimed for Mr. Gerdin, Mrs. Durr, and Mrs. Janssen. |
| Footnote - F5: Mr. Gerdin, Mrs. Durr, and Mrs. Janssen are the beneficiaries of the 2009 Gerdin Heartland Trust. Mr. Gerdin, Mrs. Durr, and Mrs. Janssen serve as co-trustees over shares held by the trust. Beneficial ownership is disclaimed with respect to this trust because none of the trustees have the power to vote or dispose shares without consent of the other two trustees. |
| Footnote - F6: Mrs. Janssen is the trustee of trusts created for the benefit of her children. As trustee, Mrs. Janssen has voting and dispositive powers with respect to this trust. Beneficial ownership is disclaimed. |
| Footnote - F7: Mrs. Durr is the trustee of trusts created for the benefit of her children. As trustee, Mrs. Durr has voting and dispositive powers with respect to this trust. Beneficial ownership is disclaimed. |
| Footnote - F8: Mr. Gerdin, Mrs. Durr, and Mrs. Janssen are the beneficiaries of the 2007 Gerdin Heartland Trust. Mr. Gerdin, Mrs. Durr, and Mrs. Janssen serve as co-trustees over shares held by the trust. Beneficial ownership is disclaimed with respect to this trust because none of the trustees have the power to vote or dispose shares without the consent of the other two trustees. |
| Footnote - F9: Mrs. Janssen's husband owns these shares. Beneficial ownership of these shares is disclaimed. |
| Footnote - F10: The Ann S. Gerdin Revocable Trust, Mr. Gerdin, Mrs. Durr, and Mrs. Janssen are co-general partners of Gerdin Family Investments LP. None of the Ann S. Gerdin Revocable Trust, Mr. Gerdin, Mrs. Durr, or Mrs. Janssen has voting and dispositive powers with respect to this partnership without consent of the majority of the other co-general partners. Beneficial ownership is disclaimed except to the extent of each such reporting person's percentage ownership of general and limited partner shares in the partnership. |
| Footnote - F11: Mrs. Janssen's directly owned shares. |
| Footnote - F12: Mrs. Durr's directly owned shares. |
Remarks: |
Owner Signature: |
| Signature Name: /s/Michael Gerdin, Co-Trustee of the Ann S. Gerdin Revocable Trust, by Chris Strain, pursuant to power of attorney previously filed |
| Signature Date: 2/26/24 |
Owner Signature: |
| Signature Name: /s/Angela K. Janssen, by Chris Strain, pursuant to power of attorney previously filed |
| Signature Date: 2/26/24 |
Owner Signature: |
| Signature Name: /s/Julie J. Durr, by Chris Strain, pursuant to power of attorney previously filed |
| Signature Date: 2/26/24 |
Owner Signature: |
| Signature Name: /s/ Ann S. Gerdin, by Chris Strain, pursuant to power of attorney previously filed |
| Signature Date: 2/26/24 |