Knight-Swift Enters Material Agreement, Financial Obligation

TL;DR

KNX signed a big deal and took on debt, details to come.

AI Summary

Knight-Swift Transportation Holdings Inc. entered into a material definitive agreement on August 6, 2024. The company also created a direct financial obligation or an obligation under an off-balance sheet arrangement. Specific details regarding the agreement and financial obligations were not provided in this initial filing.

Why It Matters

This filing indicates a significant new agreement and potential financial commitment for Knight-Swift, which could impact its future operations and financial standing.

Risk Assessment

Risk Level: medium — The filing indicates a material definitive agreement and financial obligation, which could introduce new risks or opportunities that are not yet fully disclosed.

Key Players & Entities

• Knight-Swift Transportation Holdings Inc. (company) — Filer
• August 6, 2024 (date) — Date of earliest event reported

FAQ

Key Financial Figures

• $0.01 — hange on which registered Common Stock $0.01 Par Value KNX New York Stock Exchange
• $200 million — ases the size of the term loan A-2 from $200 million to $350 million, aligns the applicable
• $350 m — the term loan A-2 from $200 million to $350 million, aligns the applicable margin for
• $0.16 — s declared a quarterly cash dividend of $0.16 per share of common stock. The dividend

Filing Documents

• knx-20240806.htm (8-K) — 36KB
• knx-exhibit9908082024.htm (EX-99) — 6KB
• knx-20240806_g1.jpg (GRAPHIC) — 92KB
• 0001492691-24-000083.txt ( ) — 412KB
• knx-20240806.xsd (EX-101.SCH) — 2KB
• knx-20240806_lab.xml (EX-101.LAB) — 21KB
• knx-20240806_pre.xml (EX-101.PRE) — 12KB
• knx-20240806_htm.xml (XML) — 3KB

01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT

ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT On August 6, 2024 (the "Closing Date"), Knight-Swift Transportation Holdings Inc. (the "Company") entered into the First Amendment to its credit facility dated as of September 3, 2021 (the "2021 Debt Agreement") with the lenders thereto, Bank of America, N.A. as Administrative Agent and PNC Bank National Association and Wells Fargo Bank, National Association as Lenders and Co-Syndication Agents (the "2024 Amendment"). The 2024 Amendment extends the maturity of the Company's term loan A-2 from September 3, 2024 to September 3, 2026, increases the size of the term loan A-2 from $200 million to $350 million, aligns the applicable margin for the term loan A-2 with that of the rest of the credit facility, transitions the reference rate for the credit facility from the Bloomberg Short-Term Bank Yield Index ("BSBY") to the Secured Overnight Financing Rate ("SOFR"), and makes other conforming changes. There are no scheduled principal payments due under the term loan A-2 until maturity. The interest rate applicable to the credit facility is subject to a leverage-based grid and as of the Closing Date is equal to SOFR plus the 0.10% SOFR adjustment plus 1.50%. The 2021 Debt Agreement is unsecured and continues to contain certain financial covenants with respect to a maximum consolidated net leverage ratio and a minimum consolidated interest coverage ratio and usual and customary events of default, restrictions, and covenants for facilities of this nature. The foregoing description of the 2024 Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of the 2024 Amendment, which will be filed with the Company's Form 10-Q for the quarter ended September 30, 2024. ITEM 2.03 CREATION OF A DIRECT FINANCIAL OBLIGATION OR AN OBLIGATION UNDER AN OFF-BALANCE SHEET ARRANGEMENT OF A REGISTRANT The information set forth in Item 1.01 above is incorporated by reference into this Item

01 OTHER EVENTS

ITEM 8.01 OTHER EVENTS On August 8, 2024, the Company announced that on August 7, 2024 its board of directors declared a quarterly cash dividend of $0.16 per share of common stock. The dividend is payable to the Company's stockholders of record as of September 6, 2024, and is expected to be paid on September 23, 2024.

01 FINANCIAL STATEMENTS AND EXHIBITS

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS (d) Exhibits Exhibit Description Exhibit 99 Knight-Swift Transportation Holdings Inc. press release dated August 8, 2024, announcing quarterly cash dividend Exhibit 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) The information in this report and the exhibit hereto may be considered forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, and Section 21E of the Securities Exchange Act of 1934, and such statements are subject to the safe harbor created by those sections and the Private Securities Litigation Reform Act of 1995, as amended. All statements, other than statements of historical or current fact, are statements that could be deemed forward-looking statements, including, without limitation, statements relating to our declaration of quarterly dividends. Forward-looking statements are based on the current beliefs, assumptions, and expectations of management and current market conditions. Forward-looking statements are inherently subject to risks and uncertainties, some of which cannot be predicted or quantified, which could cause future events and actual results to differ materially from those set forth in, contemplated by, or underlying the forward-looking statements. There can be no assurance that future dividends will be declared. The declaration of future dividends is subject to approval of the board of directors and various risks and uncertainties, including, but not limited to: our cash flow and cash needs; compliance with applicable laws; restrictions on the payment of dividends under existing or future financing arrangements; changes in tax laws relating to corporate dividends; deterioration in our financial condition or results; and those risks, uncertainties, and other factors identified from time-to-time in our filings with the Securities and Exchange Commission. Please refer to the last paragraph of the accompanying press relea

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Knight-Swift Transportation Holdings Inc. (Registrant) Date: August 8, 2024 /s/ Andrew Hess Andrew Hess Chief Financial Officer