SEC FORM 4

SEC FORM 4SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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

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

1. Name and Address of Reporting Person^*

GERDIN MICHAEL J

(Last)

(First)

(Middle)

901 HEARTLAND WAY

(Street)

NORTH LIBERTY

IOWA

52317

(City)

(State)

(Zip)

UNITED STATES

(Country)

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

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

X	Director	X	10% Owner
X	Officer (give title below)	X	Other (specify below)
	Chief Executive Officer		Co-Trustee of 10% Owner

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/19/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	05/19/2026		G⁽¹⁾		4,474,456	D	$0	10,000,000	I	Trustee of GRATs⁽²⁾
Common Stock	05/19/2026		G⁽¹⁾		4,474,456	A	$0	8,939,532	I	Co-Trustee of Trust⁽³⁾
Common Stock								1,491,868	I	Trustee of Trust⁽⁴⁾
Common Stock								4,283,975	I	Co-Trustee of Trust⁽⁵⁾
Common Stock								38,424	I	Trustee of Trusts⁽⁶⁾
Common Stock								5,003,805	I	Co-Trustee of Trust⁽⁷⁾
Common Stock								1,936,276	I	Co-General Partner of Partnership⁽⁸⁾
Common Stock								438,282	I	Spouse is Trustee of Shares Held by Trust⁽⁹⁾

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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Annuity distributions made from grantor retained annuity trusts (GRATs) created for the benefit of Ann Gerdin.

2. Mr. Gerdin is the trustee of GRATs established by Ann S. Gerdin for her benefit.

3. Mr. Gerdin is a co-trustee of the Ann S. Gerdin Revocable Trust. As a co-trustee, Mr. Gerdin disclaims beneficial ownership with respect to this trust.

4. Mr. Gerdin is the trustee of the Michael J. Gerdin Revocable Trust.

5. Mr. Gerdin is a co-trustee of the 2009 Gerdin Heartland Trust. As a co-trustee, Mr. Gerdin disclaims beneficial ownership with respect to this trust.

6. Mr. Gerdin is the trustee of trusts created for the benefit of his children.

7. Mr. Gerdin is a co-trustee of the 2007 Gerdin Heartland Trust. As a co-trustee, Mr. Gerdin disclaims beneficial ownership with respect to this trust.

8. Mr. Gerdin is a co-general partner of Gerdin Family Investments LP. Beneficial ownership is disclaimed except to the extent of Mr. Gerdin's percentage ownership of general and limited partner shares in the partnership.

9. Mr. Gerdin's spouse is the trustee of the Michael J. Gerdin Family Trust.

Remarks:

	/S/Michael J. Gerdin	05/21/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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 Number.
* Form 4: SEC 1474 (03-26)

Chief Executive Officer Gerdin Michael J gifted 4,474,456 shares and received a gift of 4,474,456 shares (SEC Form 4)