{"schema_version":"secwatch.filing_event.v1","accession":"0001104659-23-078157","form_type":"8-K","ticker":null,"cik":"0000923571","company_name":"US XPRESS ENTERPRISES INC","filed_at":"2023-07-05T23:59:59+00:00","discovered_at":"2026-05-14T18:03:37.046820+00:00","generated_at":"2026-06-13T13:00:01.631217+00:00","sec_items":["1.02","2.01","3.01","3.03","5.01","5.03","5.02","8.01","9.01"],"event_type":"m_and_a","sentiment":"neutral","materiality_score":1.0,"calibrated_materiality_score":1.0,"confidence":"high","headline":"U.S. Xpress acquired by Knight-Swift for $6.15/share; stock delisted from NYSE","bullets":["Merger closed June 30, 2023; each share of U.S. Xpress common stock converted to $6.15 cash.","All U.S. Xpress directors and officers (CEO, CFO, CAO, Executive Chairman) resigned upon closing.","U.S. Xpress stock delisted from NYSE; registration to be terminated via Form 15.","Knight-Swift warns Q2 consolidated operating margins may fall 1,100–1,200 bps YoY due to soft truckload market.","Knight-Swift plans to update full-year guidance at July 20, 2023 earnings release."],"urls":{"canonical":"https://secwatch.observer/filing/0001104659-23-078157","json":"https://secwatch.observer/filing/0001104659-23-078157.json","markdown":"https://secwatch.observer/filing/0001104659-23-078157.md","text":"https://secwatch.observer/filing/0001104659-23-078157.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/923571/000110465923078157/0001104659-23-078157-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/923571/000110465923078157/tm2320467d1_8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-13T13:00:01.631217+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"6d231adc65","claim":"Max L. Fuller departed as Executive Chairman at US XPRESS ENTERPRISES INC.","evidence_excerpt":"Max L. Fuller ceased to be the Executive Chairman of U.S. Xpress","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/923571/000110465923078157/0001104659-23-078157-index.htm","confidence":1.0,"family_label":"Executive change","details":[{"label":"Action","value":"ceased to be"},{"label":"Role","value":"Executive Chairman"}],"fact_type":"executive_change"},{"claim_id":"a5445f2103","claim":"Jason Grear departed as Chief Accounting Officer at US XPRESS ENTERPRISES INC.","evidence_excerpt":"Jason Grear ceased to be the Chief Accounting Officer of U.S. Xpress","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/923571/000110465923078157/0001104659-23-078157-index.htm","confidence":1.0,"family_label":"Executive change","details":[{"label":"Action","value":"ceased to be"},{"label":"Role","value":"Chief Accounting Officer"}],"fact_type":"executive_change"},{"claim_id":"c5a4b343fb","claim":"Eric Peterson departed as Chief Financial Officer and Treasurer at US XPRESS ENTERPRISES INC.","evidence_excerpt":"Eric Peterson ceased to be the Chief Financial Officer and Treasurer of U.S. Xpress","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/923571/000110465923078157/0001104659-23-078157-index.htm","confidence":1.0,"family_label":"Executive change","details":[{"label":"Action","value":"ceased to be"},{"label":"Role","value":"Chief Financial Officer and Treasurer"}],"fact_type":"executive_change"},{"claim_id":"ce0182f358","claim":"William E. Fuller departed as Chief Executive Officer at US XPRESS ENTERPRISES INC.","evidence_excerpt":"William E. Fuller ceased to be the Chief Executive Officer of U.S. Xpress","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/923571/000110465923078157/0001104659-23-078157-index.htm","confidence":1.0,"family_label":"Executive change","details":[{"label":"Action","value":"ceased to be"},{"label":"Role","value":"Chief Executive Officer"}],"fact_type":"executive_change"},{"claim_id":"acfff243dba1a085c3dd71fd3f601cf14278e9cd","claim":"US XPRESS ENTERPRISES INC: Both the articles of incorporation and bylaws were amended and restated in their entirety.","evidence_excerpt":"Pursuant to the Merger Agreement, at the Effective Time, U.S. Xpress’ then existing articles of incorporation and bylaws were each amended and restated in their entirety.","evidence_source":"SEC 8-K Item 5.03/5.05/5.06","evidence_url":"https://www.sec.gov/Archives/edgar/data/923571/000110465923078157/0001104659-23-078157-index.htm","confidence":0.9,"family_label":"Governance Changes","details":[{"label":"Change","value":"bylaw amendment"}],"fact_type":"governance_change"},{"claim_id":"c5951e2c4c09cbe38deb9ee9d1df64cb36b1f733","claim":"US XPRESS ENTERPRISES INC: U.S. Xpress' articles of incorporation were amended on July 1, 2023 (effective 2023-07-01).","evidence_excerpt":"Pursuant to the Merger Agreement, at 12:01 a.m. Eastern Daylight Time on July 1, 2023, U.S. Xpress’ then existing articles of incorporation were amended.","evidence_source":"SEC 8-K Item 5.03/5.05/5.06","evidence_url":"https://www.sec.gov/Archives/edgar/data/923571/000110465923078157/0001104659-23-078157-index.htm","confidence":0.9,"family_label":"Governance Changes","details":[{"label":"Change","value":"charter amendment"},{"label":"Effective","value":"2023-07-01"}],"fact_type":"governance_change"},{"claim_id":"a4f3fa3da395641e01322f96ea4336bb96760be4","claim":"US XPRESS ENTERPRISES INC underwent a change of control involving Knight-Swift Transportation Holdings Inc. (closed 2023-06-30).","evidence_excerpt":"This Current Report on Form 8-K is being filed in connection with the completion on June 30, 2023 (the \"Closing Date\") of the transactions contemplated by that certain Agreement and Plan of Merger, dated as of March 20, 2023 (the \"Merger Agreement\"), by and among U.S. Xpress Enterprises, Inc., a Nevada corporation (\"U.S. Xpress\" and following the consummation of the Merger, the \"Surviving Corporation\"), Knight-Swift Transportation Holdings Inc., a Delaware corporation (\"Knight-Swift\"), and Liberty Merger Sub Inc., a Nevada corporation and an indirect wholly owned subsidiary of Knight-Swift (\"Merger Subsidiary\").","evidence_source":"SEC 8-K Item 2.01/5.01","evidence_url":"https://www.sec.gov/Archives/edgar/data/923571/000110465923078157/0001104659-23-078157-index.htm","confidence":0.9,"family_label":"M&A Transactions","details":[{"label":"Action","value":"change of control"},{"label":"Counterparty","value":"Knight-Swift Transportation Holdings Inc."},{"label":"Closing","value":"2023-06-30"}],"fact_type":"ma_transaction"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}