SEC Info - Durr Julie J, et al. - ‘4’ for 5/4/23 re: Heartland Express Inc.

FORM 4

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

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

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3235-0287

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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

Ann S. Gerdin Revocable Trust

2. Issuer Name and Ticker or Trading Symbol
HEARTLAND EXPRESS INC [HTLD]

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

_____ Director

__X__ 10% Owner

_____ Officer (give title below)

__X__ Other (specify below)

Co-Trustee of 10% Owner

(Last)

(First)

(Middle)

901 HEARTLAND WAY

3. Date of Earliest Transaction (Month/Day/Year)
5/4/23

(Street)

NORTH LIBERTY, IA 52317

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

6. Individual or Joint/Group Filing (Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person

(City)

(State)

(Zip)

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

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

Amount

(A) or (D)

Price

Common Stock

5/4/23

36,302

$14.8986 ⁽¹⁾

112,596

Trustee of Trust ⁽²⁾

Common Stock

5/5/23

15,482

$14.9889 ⁽³⁾

128,078

Trustee of Trust ⁽²⁾

Common Stock

32,254

Trustee of Trust ⁽⁴⁾

Common Stock

4,283,975

Co-Trustee of Trust ⁽⁵⁾

Common Stock

38,424

Trustee of Trusts ⁽⁶⁾

Common Stock

38,424

Trustee of Trusts ⁽⁷⁾

Common Stock

5,003,805

Co-Trustee of Trust ⁽⁸⁾

Common Stock

7,813

By Spouse ⁽⁹⁾

Common Stock

1,936,276

Co-General Partner of Partnership ⁽¹⁰⁾

Common Stock

12,921,435

D ⁽¹¹⁾

Common Stock

681,124

D ⁽¹²⁾

Common Stock

681,124

D ⁽¹³⁾

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

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 control number.

SEC 1474 (9-02)

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 Underlying Securities
(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 of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)

11. Nature of Indirect Beneficial Ownership
(Instr. 4)

Code

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address

Relationships

Director

10% Owner

Officer

Other

Ann S. Gerdin Revocable Trust
901 HEARTLAND WAY
NORTH LIBERTY, IA 52317

Co-Trustee of 10% Owner

Janssen Angela K
901 HEARTLAND WAY
NORTH LIBERTY, IA 52317

Co-Trustee of 10% Owner

Gerdin Ann S
901 HEARTLAND WAY
NORTH LIBERTY, IA 52317

Durr Julie J
901 HEARTLAND WAY
NORTH LIBERTY, IA 52317

Co-Trustee of 10% Owner

Signatures

/s/Michael Gerdin, Co-Trustee of the Ann S. Gerdin Revocable Trust, by Chris Strain, pursuant to power of attorney previously filed

5/8/23

^**Signature of Reporting Person

Date

/s/Angela K. Janssen, by Chris Strain, pursuant to power of attorney previously filed

5/8/23

^**Signature of Reporting Person

Date

/s/Julie J. Durr, by Chris Strain, pursuant to power of attorney previously filed

5/8/23

^**Signature of Reporting Person

Date

/s/ Ann S. Gerdin, by Chris Strain, pursuant to power of attorney previously filed

5/8/23

^**Signature of Reporting Person

Date

Explanation of Responses:

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).

(1)

The price reflects a weighted average purchase price for multiple transactions ranging from 14.7950 to 14.9700 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.

(2)

Angela Janssen is the trustee of the Angela K. Janssen Revocable Trust with voting and dispositive power.

(3)

The price reflects a weighted average purchase price for multiple transactions ranging from 14.9750 to 14.9900 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.

(4)

Julie Durr is the trustee of the Julie J. Durr Revocable Trust with voting and dispositive power.

(5)

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.

(6)

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.

(7)

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.

(8)

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.

(9)

Mrs. Janssen's husband owns these shares. Beneficial ownership of these shares is disclaimed.

(10)

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.

(11)

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.

(12)

Mrs. Janssen's directly owned shares.

(13)

Mrs. Durr's directly owned shares.

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.

Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.

____________ Transaction Code:
P	Open market or private purchase of non-derivative or derivative security.

Durr Julie J, et al. – ‘4’ for 5/4/23 re: Heartland Express Inc.

On: Monday, 5/8/23, at 5:17pm ET · For: 5/4/23 · Accession #: 1664211-23-9 · File #: 0-15087

Previous ‘4’: ‘4’ on 3/15/23 for 3/13/23 · Next: ‘4’ on 5/18/23 for 5/16/23 · Latest: ‘4’ on 2/26/24 for 2/22/24

Statement of Changes in Beneficial Ownership of Securities by an Insider — Form 4 — SEA’34

Filing Table of Contents

This ‘4’ Document is an XML Data File that may be rendered in various formats:

Reporting Owners

Signatures

Explanation of Responses:

Durr Julie J, et al. – ‘4’ for 5/4/23 re: Heartland Express Inc.

On: Monday, 5/8/23, at 5:17pm ET · For: 5/4/23 · Accession #: 1664211-23-9 · File #: 0-15087

Previous ‘4’: ‘4’ on 3/15/23 for 3/13/23 · Next: ‘4’ on 5/18/23 for 5/16/23 · Latest: ‘4’ on 2/26/24 for 2/22/24

Statement of Changes in Beneficial Ownership of Securities by an Insider — Form 4 — SEA’34Filing Table of Contents

This ‘4’ Document is an XML Data File that may be rendered in various formats:

Reporting Owners

Signatures

Explanation of Responses:

Statement of Changes in Beneficial Ownership of Securities by an Insider — Form 4 — SEA’34

Filing Table of Contents