---
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"
generated_at: "2026-06-13T13:00:01.631217+00:00"
event_type: "m_and_a"
sentiment: "neutral"
materiality_score: 1.0
calibrated_materiality_score: 1.0
confidence: "high"
source: SEC EDGAR
---

# U.S. Xpress acquired by Knight-Swift for $6.15/share; stock delisted from NYSE

## Summary
- 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.

## SEC filing metadata
- accession: 0001104659-23-078157
- form_type: 8-K
- cik: 0000923571
- company_name: US XPRESS ENTERPRISES INC
- filed_at: 2023-07-05T23:59:59+00:00
- event_type: m_and_a
- sentiment: neutral
- materiality_score: 1.0
- calibrated_materiality_score: 1.0
- confidence: high
- sec_items: 1.02, 2.01, 3.01, 3.03, 5.01, 5.03, 5.02, 8.01, 9.01
- 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

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001104659-23-078157
- JSON: https://secwatch.observer/filing/0001104659-23-078157.json
- Plain text: https://secwatch.observer/filing/0001104659-23-078157.txt

## Key facts
- Executive change
  Max L. Fuller departed as Executive Chairman at US XPRESS ENTERPRISES INC.
  - Action: ceased to be
  - Role: Executive Chairman
  source text: Max L. Fuller ceased to be the Executive Chairman of U.S. Xpress
  evidence_url: https://www.sec.gov/Archives/edgar/data/923571/000110465923078157/0001104659-23-078157-index.htm
- Executive change
  Jason Grear departed as Chief Accounting Officer at US XPRESS ENTERPRISES INC.
  - Action: ceased to be
  - Role: Chief Accounting Officer
  source text: Jason Grear ceased to be the Chief Accounting Officer of U.S. Xpress
  evidence_url: https://www.sec.gov/Archives/edgar/data/923571/000110465923078157/0001104659-23-078157-index.htm
- Executive change
  Eric Peterson departed as Chief Financial Officer and Treasurer at US XPRESS ENTERPRISES INC.
  - Action: ceased to be
  - Role: Chief Financial Officer and Treasurer
  source text: Eric Peterson ceased to be the Chief Financial Officer and Treasurer of U.S. Xpress
  evidence_url: https://www.sec.gov/Archives/edgar/data/923571/000110465923078157/0001104659-23-078157-index.htm
- Executive change
  William E. Fuller departed as Chief Executive Officer at US XPRESS ENTERPRISES INC.
  - Action: ceased to be
  - Role: Chief Executive Officer
  source text: William E. Fuller ceased to be the Chief Executive Officer of U.S. Xpress
  evidence_url: https://www.sec.gov/Archives/edgar/data/923571/000110465923078157/0001104659-23-078157-index.htm
- Governance Changes
  US XPRESS ENTERPRISES INC: Both the articles of incorporation and bylaws were amended and restated in their entirety.
  - Change: bylaw amendment
  source text: 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_url: https://www.sec.gov/Archives/edgar/data/923571/000110465923078157/0001104659-23-078157-index.htm
- Governance Changes
  US XPRESS ENTERPRISES INC: U.S. Xpress' articles of incorporation were amended on July 1, 2023 (effective 2023-07-01).
  - Change: charter amendment
  - Effective: 2023-07-01
  source text: 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_url: https://www.sec.gov/Archives/edgar/data/923571/000110465923078157/0001104659-23-078157-index.htm
- M&A Transactions
  US XPRESS ENTERPRISES INC underwent a change of control involving Knight-Swift Transportation Holdings Inc. (closed 2023-06-30).
  - Action: change of control
  - Counterparty: Knight-Swift Transportation Holdings Inc.
  - Closing: 2023-06-30
  source text: 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_url: https://www.sec.gov/Archives/edgar/data/923571/000110465923078157/0001104659-23-078157-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.