* | The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page. |
1. | Names of Reporting Persons. I.R.S Identification Nos. of above persons (entities only). | ||
Ann S. Gerdin | |||
2. | Check the appropriate box if a member of a group: | ||
(a) [ ] | |||
(b) [ X ] | |||
3. | SEC USE ONLY | ||
4. | Citizenship or place of organization: United States of America | ||
Number of shares beneficially owned by each reporting person with: | |||
5. | Sole voting power | ||
6. | Shared voting power | ||
6,253,050 (1) | |||
7. | Sole dispositive power | ||
8. | Shared dispositive power | ||
8,189,326 (2) | |||
9. | Aggregate amount beneficially owned by each reporting person | ||
8,189,326 (2) | |||
10. | Check if the aggregate amount in Row (9) excludes certain shares | ||
[ ] | |||
11. | Percent of class represented by amount in Row (9) | ||
9.7% (2) (3) | |||
12. | Type of reporting person | ||
IN |
(1 | ) | Includes 6,253,050 of shares of Common Stock held by the Ann S. Gerdin Revocable Trust. Ann S. Gerdin, Michael J. Gerdin, Julie J. Durr, and Angela K. Janssen serve as co-trustees of the Ann S. Gerdin Revocable Trust and have shared voting and dispositive power over shares held by such trust. Beneficial ownership in the foregoing shares is disclaimed except to the extent of the reporting person’s pecuniary interest. |
(2 | ) | Comprised of (i) 6,253,050 of shares of Common Stock held by the Ann S. Gerdin Revocable Trust and (ii) 1,936,276 shares of Common Stock represented by voting trust certificates that are owned by Gerdin Family Investments, LP ("GFI"). Ann S. Gerdin, Michael J. Gerdin, Julie J. Durr, and Angela K. Janssen serve as co-trustees of the Ann S. Gerdin Revocable Trust and have shared voting and dispositive power over shares held by such trust. Beneficial ownership in the foregoing shares is disclaimed except to the extent of the reporting person’s pecuniary interest. As co-general partner of GFI, the Ann S. Gerdin Revocable Trust has shared dispositive power over the shares owned by GFI, but a voting trustee holds all voting powers. Beneficial ownership is disclaimed, because as one of the co-general partners, the Ann S. Gerdin Revocable Trust does not have the power to dispose of those shares without the consent of at least one other co-general partner. |
(3 | ) | Based on 84,115,119 shares of Common Stock outstanding as of December 31, 2015. |
1. | Names of Reporting Persons. I.R.S Identification Nos. of above persons (entities only). | ||
Ann S. Gerdin Revocable Trust | |||
2. | Check the appropriate box if a member of a group: | ||
(a) [ ] | |||
(b) [ X ] | |||
3. | SEC USE ONLY | ||
4. | Citizenship or place of organization: United States of America | ||
Number of shares beneficially owned by each reporting person with: | |||
5. | Sole voting power | ||
6. | Shared voting power | ||
6,253,050 (1) | |||
7. | Sole dispositive power | ||
8. | Shared dispositive power | ||
8,189,326 (2) | |||
9. | Aggregate amount beneficially owned by each reporting person | ||
8,189,326 (2) | |||
10. | Check if the aggregate amount in Row (9) excludes certain shares | ||
[ ] | |||
11. | Percent of class represented by amount in Row (9) | ||
9.7% (2) (3) | |||
12. | Type of reporting person | ||
OO |
(1 | ) | Includes 6,253,050 of shares of Common Stock held by the Ann S. Gerdin Revocable Trust. Ann S. Gerdin, Michael J. Gerdin, Julie J. Durr, and Angela K. Janssen serve as co-trustees of the Ann S. Gerdin Revocable Trust and have shared voting and dispositive power over shares held by such trust. Beneficial ownership in the foregoing shares is disclaimed except to the extent of the reporting person’s pecuniary interest. |
(2 | ) | Comprised of (i) 6,253,050 of shares of Common Stock held by the Ann S. Gerdin Revocable Trust and (ii) 1,936,276 shares of Common Stock represented by voting trust certificates that are owned by GFI. Ann S. Gerdin, Michael J. Gerdin, Julie J. Durr, and Angela K. Janssen serve as co-trustees of the Ann S. Gerdin Revocable Trust and have shared voting and dispositive power over shares held by such trust. Beneficial ownership in the foregoing shares is disclaimed except to the extent of the reporting person’s pecuniary interest. As co-general partner of GFI, the Ann S. Gerdin Revocable Trust has shared dispositive power over the shares owned by GFI, but a voting trustee holds all voting powers. Beneficial ownership is disclaimed, because as one of the co-general partners, the Ann S. Gerdin Revocable Trust does not have the power to dispose of those shares without the consent of at least one other co-general partner. |
(3 | ) | Based on 84,115,119 shares of Common Stock outstanding as of December 31, 2015. |
1. | Names of Reporting Persons. I.R.S Identification Nos. of above persons (entities only). | ||
Julie J. Durr | |||
2. | Check the appropriate box if a member of a group: | ||
(a) [ ] | |||
(b) [ X ] | |||
3. | SEC USE ONLY | ||
4. | Citizenship or place of organization: United States of America | ||
Number of shares beneficially owned by each reporting person with: | |||
5. | Sole voting power | ||
6. | Shared voting power | ||
6,285,634 (1) | |||
7. | Sole dispositive power | ||
8. | Shared dispositive power | ||
8,221,910 (2) | |||
9. | Aggregate amount beneficially owned by each reporting person | ||
8,221,910 (2) | |||
10. | Check if the aggregate amount in Row (9) excludes certain shares | ||
[ ] | |||
11. | Percent of class represented by amount in Row (9) | ||
9.8% (2) (3) | |||
12. | Type of reporting person | ||
IN |
(1 | ) | Comprised of (i) 6,253,050 of shares of Common Stock held by the Ann S. Gerdin Revocable Trust and (ii) 32,584 shares of Common Stock owned by trusts established for the benefit of Mrs. Durr’s children, over which Mrs. Durr serves as co-trustee and has shared voting and dispositive power. Ann S. Gerdin, Michael J. Gerdin, Julie J. Durr, and Angela K. Janssen serve as co-trustees of the Ann S. Gerdin Revocable Trust and have shared voting and dispositive power over shares held by such trust. Beneficial ownership in the foregoing shares is disclaimed except to the extent of the reporting person’s pecuniary interest. |
(2 | ) | Comprised of (i) 6,253,050 shares of Common Stock owned by the Ann S. Gerdin Revocable Trust, (ii) 1,936,276 shares of Common Stock represented by voting trust certificates that are owned by GFI, and (iii) 32,584 shares of Common Stock owned by trusts established for the benefit of Mrs. Durr’s children, over which Mrs. Durr serves as co-trustee and has shared voting and dispositive power. Ann S. Gerdin, Michael J. Gerdin, Mrs. Durr, and Angela K. Janssen serve as co-trustees of the Ann S. Gerdin Revocable Trust and have shared voting and dispositive power over shares held by such trust. Beneficial ownership in the foregoing shares is disclaimed except to the extent of the reporting person’s pecuniary interest. As co-general partner of GFI, Mrs. Durr has shared dispositive power over the shares owned by GFI, but a voting trustee holds all voting powers. Beneficial ownership is disclaimed, because as one of the co-general partners, Mrs. Durr does not have the power to dispose of those shares without the consent of at least one other co-general partner. |
(3 | ) | Based on 84,115,119 shares of Common Stock outstanding as of December 31, 2015. |
1. | Names of Reporting Persons. I.R.S Identification Nos. of above persons (entities only). | ||
Angela K. Janssen | |||
2. | Check the appropriate box if a member of a group: | ||
(a) [ ] | |||
(b) [ X ] | |||
3. | SEC USE ONLY | ||
4. | Citizenship or place of organization: United States of America | ||
Number of shares beneficially owned by each reporting person with: | |||
5. | Sole voting power | ||
6. | Shared voting power | ||
6,291,947 (1) | |||
7. | Sole dispositive power | ||
8. | Shared dispositive power | ||
8,228,223 (2) | |||
9. | Aggregate amount beneficially owned by each reporting person | ||
8,228,223 (2) | |||
10. | Check if the aggregate amount in Row (9) excludes certain shares | ||
[ ] | |||
11. | Percent of class represented by amount in Row (9) | ||
9.8% (2) (3) | |||
12. | Type of reporting person | ||
IN |
(1 | ) | Comprised of (i) 6,253,050 shares of Common Stock owned by the Ann S. Gerdin Revocable Trust, (ii) 32,584 shares of Common Stock owned by trusts established for the benefit of Mrs. Janssen’s children, over which Mrs. Janssen serves as co-trustee and has shared voting and dispositive power, and (iii) 6,313 shares owned by Mrs. Janssen’s husband. Ann S. Gerdin, Michael J. Gerdin, Julie J. Durr, and Mrs. Janssen serve as co-trustees of the Ann S. Gerdin Revocable Trust and have shared voting and dispositive power over shares held by such trust. Beneficial ownership in the foregoing shares is disclaimed except to the extent of the reporting person’s pecuniary interest. As co-general partner of GFI, Mrs. Janssen has shared dispositive power over the shares owned by GFI, but a voting trustee holds all voting powers. Beneficial ownership is disclaimed, because as one of the co-general partners, Mrs. Janssen does not have the power to dispose of those shares without the consent of at least one other co-general partner. |
(2 | ) | Comprised of (i) 6,253,050 shares of Common Stock owned by the Ann S. Gerdin Revocable Trust, (ii) 1,936,276 shares of Common Stock represented by voting trust certificates that are owned by GFI, (iii) 32,584 shares of Common Stock owned by trusts established for the benefit of Mrs. Janssen’s children, over which Mrs. Janssen serves as co-trustee and has shared voting and dispositive power, and (iv) 6,313 shares owned by Mrs. Janssen’s husband. Ann S. Gerdin, Michael J. Gerdin, Julie J. Durr, and Mrs. Janssen serve as co-trustees of the Ann S. Gerdin Revocable Trust and have shared voting and dispositive power over shares held by such trust. Beneficial ownership in the foregoing shares is disclaimed except to the extent of the reporting person’s pecuniary interest. As co-general partner of GFI, Mrs. Janssen has shared dispositive power over the shares owned by GFI. Beneficial ownership is disclaimed, because as one of the co-general partners, Mrs. Janssen does not have the power to dispose of those shares without the consent of at least one other co-general partner. |
(3 | ) | Based on 84,115,119 shares of Common Stock outstanding as of December 31, 2015. |
Item 1. |
(a) | Name of issuer | |
Heartland Express, Inc. | ||
(b) | Address of issuer's principal executive offices | |
901 North Kansas Avenue North Liberty, IA 52317 |
Item 2. |
(a) | Name of person filing | |
This Schedule 13G/A is being filed on behalf of (i) Ann S. Gerdin, (ii) the Ann S. Gerdin Revocable Trust, (iii) Julie J. Durr, and (iv) Angela K. Janssen (collectively, the “Reporting Persons”). The Reporting Persons have entered into a Joint Filing Agreement, a copy of which is filed with this Schedule 13G/A as Exhibit 1, pursuant to which the Reporting Persons have agreed to file this Schedule 13G/A jointly in accordance with the provisions of Rule 13d-1(k) of the Securities Exchange Act of 1934, as amended. | ||
(b) | Address of principal business office or, if none, residence | |
The principal business office of the Reporting Persons is 901 North Kansas Avenue, North Liberty, IA 52317. | ||
(c) | Citizenship | |
United States of America | ||
(d) | Title of Class of Securities | |
Common Stock, par value $0.01 per share | ||
(e) | CUSIP Number | |
422347 10 4 |
Item 3. | If this statement is filed pursuant to Rule 13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: Not applicable |
(a) | [ ] | Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o). | |
(b) | [ ] | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c). | |
(c) | [ ] | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c). | |
(d) | [ ] | Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8). | |
(e) | [ ] | An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E); | |
(f) | [ ] | An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F); | |
(g) | [ ] | A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G); | |
(h) | [ ] | A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); | |
(i) | [ ] | A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3); | |
(j) | [ ] | A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J); | |
(k) | [ ] | Group, in accordance with § 240.13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution: |
Item 4. | Ownership |
(a)-(c) |
As of December 31, 2015, there were 84,115,119 shares of Common Stock outstanding. | |
Ann S. Gerdin may be deemed to be the beneficial owner of 6,253,050 shares of Common Stock owned by the Ann S. Gerdin Revocable Trust and 1,936,276 shares of Common Stock owned by GFI. Ann S. Gerdin, Michael J. Gerdin, Julie J. Durr, and Angela K. Janssen serve as co-trustees of the Ann S. Gerdin Revocable Trust and have shared voting and dispositive power over shares held by such trust. As co-general partner of GFI, the Ann S. Gerdin Revocable Trust has shared dispositive power over the shares owned by GFI, but a voting trustee holds all voting powers. As one of the co-general partners, the Ann S. Gerdin Revocable Trust does not have the power to dispose of those shares without the consent of at least one other co-general partner. The foregoing represents approximately 9.7% of the Issuer's Common Stock. | |
The Ann S. Gerdin Revocable Trust may be deemed to be the beneficial owner of 6,253,050 shares of Common Stock and 1,936,276 shares of Common Stock owned by GFI. Ann S. Gerdin, Michael J. Gerdin, Julie J. Durr, and Angela K. Janssen serve as co-trustees of the Ann S. Gerdin Revocable Trust and have shared voting and dispositive power over shares held by such trust. As co-general partner of GFI, the Ann S. Gerdin Revocable Trust has shared dispositive power over the shares owned by GFI, but a voting trustee holds all voting powers. As one of the co-general partners, the Ann S. Gerdin Revocable Trust does not have the power to dispose of those shares without the consent of at least one other co-general partner. The foregoing represents approximately 9.7% of the Issuer's Common Stock. | |
Julie J. Durr may be deemed to be the beneficial owner of 8,221,910 shares of Common Stock, comprised of (i) 6,253,050 shares of Common Stock owned by the Ann S. Gerdin Revocable Trust, (ii) 1,936,276 shares of Common Stock represented by voting trust certificates that are owned by GFI, and (iii) 32,584 shares of Common Stock owned by trusts established for the benefit of Mrs. Durr’s children, over which Mrs. Durr serves as co-trustee and has shared voting and dispositive power. Ann S. Gerdin, Michael J. Gerdin, Mrs. Durr, and Angela K. Janssen serve as co-trustees of the Ann S. Gerdin Revocable Trust and have shared voting and dispositive power over shares held by such trust. As co-general partner of GFI, Mrs. Durr has shared dispositive power over the shares owned by GFI, but a voting trustee holds all voting powers. As one of the co-general partners, the Ann S. Gerdin Revocable Trust does not have the power to dispose of those shares without the consent of at least one other co-general partner. The foregoing represents approximately 9.8% of the Issuer’s Common Stock. | |
Angela K. Janssen may be deemed to be the beneficial owner of 8,228,223 shares of Common Stock, comprised of (i) 6,253,050 shares of Common Stock owned by the Ann S. Gerdin Revocable Trust, (ii) 1,936,276 shares of Common Stock represented by voting trust certificates that are owned by GFI, (iii) 32,584 shares of Common Stock owned by trusts established for the benefit of Mrs. Janssen’s children, over which Mrs. Janssen serves as co-trustee and has shared voting and dispositive power, and (iv) 6,313 shares owned by Mrs. Janssen’s husband. Ann S. Gerdin, Michael J. Gerdin, Julie J. Durr, and Mrs. Janssen serve as co-trustees of the Ann S. Gerdin Revocable Trust and have shared voting and dispositive power over shares held by such trust. As co-general partner of GFI, Mrs. Janssen has shared dispositive power over the shares owned by GFI, but a voting trustee holds all voting powers. As one of the co-general partners, the Ann S. Gerdin Revocable Trust does not have the power to dispose of those shares without the consent of at least one other co-general partner. The foregoing represents approximately 9.8% of the Issuer’s Common Stock. | |
Beneficial ownership in the foregoing shares is disclaimed except to the extent of each such reporting person’s pecuniary interest. |
Item 5. | Ownership of Five Percent or Less of a Class |
Item 6. | Ownership of More than Five Percent on Behalf of Another Person |
Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person |
Item 8. | Identification and Classification of Members of the Group |
Item 9. | Notice of Dissolution of Group |
Item 10. | Certification |
Ann S. Gerdin | ||
/s/ Ann S. Gerdin, by Thomas E. Hill, pursuant to power of attorney previously filed |
Ann S. Gerdin, co-trustee of the Ann S. Gerdin Revocable Trust | ||
/s/ Ann S. Gerdin, by Thomas E. Hill, pursuant to power of attorney previously filed |
Julie J. Durr | ||
/s/ Julie J. Durr, by Thomas E. Hill, pursuant to power of attorney previously filed |
Angela K. Janssen | ||
/s/ Angela K. Janssen, by Thomas E. Hill, pursuant to power of attorney previously filed |