CUSIP No. 902925106
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13D
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Page 2 of 7 Pages
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1.
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NAMES OF REPORTING PERSONS
Knight Capital Growth LLC |
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2.
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(see instructions) (a) ☐ (b) ☐ |
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3.
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SEC USE ONLY
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4.
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SOURCE OF FUNDS (see instructions)
AF |
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5.
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
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6.
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CITIZENSHIP OR PLACE OF ORGANIZATION
Arizona |
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NUMBER OF
SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: |
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7.
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SOLE VOTING POWER
0 |
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8.
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SHARED VOTING POWER
606,410 |
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9.
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SOLE DISPOSITIVE POWER
0 |
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10.
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SHARED DISPOSITIVE POWER
606,410 |
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11.
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
606,410 |
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12.
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
(see instructions) ☐ |
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13.
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.72% |
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14.
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TYPE OF REPORTING PERSON (see instructions)
OO |
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CUSIP No. 902925106
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13D
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Page 3 of 7 Pages
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1.
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NAMES OF REPORTING PERSONS
Knight Transportation, Inc. |
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2.
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(see instructions) (a) ☐ (b) ☐ |
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3.
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SEC USE ONLY
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4.
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SOURCE OF FUNDS (see instructions)
WC |
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5.
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
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6.
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CITIZENSHIP OR PLACE OF ORGANIZATION
Arizona |
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NUMBER OF
SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: |
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7.
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SOLE VOTING POWER
0 |
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8.
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SHARED VOTING POWER
606,410 |
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9.
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SOLE DISPOSITIVE POWER
0 |
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10.
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SHARED DISPOSITIVE POWER
606,410 |
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11.
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
606,410 |
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12.
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
(see instructions) ☐ |
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13.
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.72% |
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14.
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TYPE OF REPORTING PERSON (see instructions)
CO, HC |
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CUSIP No. 902925106
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13D
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Page 4 of 7 Pages
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Reporting Person
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Amount
Beneficially Owned (1) |
Percent of
Class (2) |
Sole Power
to Vote or Direct the Vote |
Shared
Power to Vote or to Direct the Vote |
Sole Power to
Dispose or to Direct the Disposition of |
Shared Power to Dispose
or to Direct the Disposition of |
Knight Transportation
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606,410
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5.72%
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0
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606,410
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0
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606,410
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Knight Capital
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606,410
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5.72%
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0
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606,410
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0
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606,410
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(1)
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Knight Capital is the direct owner of 606,410 Shares and Knight Transportation is the sole member and owner of all of the outstanding equity interests of Knight Capital
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(2)
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Based on 10,607,630 Shares outstanding as of July 30, 2015, as reported on USA Truck's Form 10-Q filed on August 4, 2015
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CUSIP No. 902925106
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13D
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Page 5 of 7 Pages
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Name of Reporting Person
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Date of Transaction
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Type of Transaction
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Amount of Shares Sold
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Price Per Share (1)
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Knight Capital
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7/1/2015
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Open Market
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401
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$21.26
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Knight Capital
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7/9/2015
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Open Market
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4,599
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$21.13
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Knight Capital
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7/10/2015
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Open Market
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120
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$22.10
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Knight Capital
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7/13/2015
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Open Market
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9,880
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$21.79
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Knight Capital
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7/14/2015
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Open Market
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20,000
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$22.14
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Knight Capital
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7/15/2015
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Open Market
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9,600
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$21.53
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Knight Capital
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7/16/2015
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Open Market
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10,400
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$22.00
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Knight Capital
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7/17/2015
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Open Market
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5,000
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$21.68
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Knight Capital
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7/21/2015
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Open Market
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5,000
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$20.33
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Knight Capital
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8/4/2015
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Open Market
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5,000
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$21.95
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Knight Capital
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8/10/2015
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Open Market
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5,000
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$20.06
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Knight Capital
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8/14/2015
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Open Market
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8,272
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$20.73
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Knight Capital
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8/20/2015
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Open Market
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1,100
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$20.77
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Knight Capital
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9/11/2015
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Open Market
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3,900
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$20.52
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Knight Capital
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9/14/2015
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Open Market
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15,000
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$20.92
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Knight Capital
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9/15/2015
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Open Market
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10,000
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$21.51
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(1)
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The aggregate of 401 Shares sold on July 1, 2015 were effected through multiple transactions each at different prices per Share ranging from $21.25 to $21.26. The indicated $21.26 price per Share represents the approximate weighted average price per Share for the aggregate of 401 Shares sold.
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(2)
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The aggregate of 4,599 Shares sold on July 9, 2015 were effected through multiple transactions each at different prices per Share ranging from $21.07 to $21.25. The indicated $21.13 price per Share represents the approximate weighted average price per Share for the aggregate of 4,599 Shares sold.
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(3)
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The aggregate of 120 Shares sold on July 10, 2015 were effected through multiple transactions each at different prices per Share ranging from $22.00 to $22.12. The indicated $22.10 price per Share represents the approximate weighted average price per Share for the aggregate of 120 Shares sold.
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(4)
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The aggregate of 9,880 Shares sold on July 13, 2015 were effected through multiple transactions each at different prices per Share ranging from $21.75 to $21.86. The indicated $21.79 price per Share represents the approximate weighted average price per Share for the aggregate of 9,880 Shares sold.
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(5)
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The aggregate of 20,000 Shares sold on July 14, 2015 were effected through multiple transactions each at different prices per Share ranging from $21.70 to $22.47. The indicated $22.14 price per Share represents the approximate weighted average price per Share for the aggregate of 20,000 Shares sold.
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(6)
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The aggregate of 9,600 Shares sold on July 15, 2015 were effected through multiple transactions each at different prices per Share ranging from $21.25 to $22.08. The indicated $21.53 price per Share represents the approximate weighted average price per Share for the aggregate of 9,600 Shares sold.
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(7)
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The aggregate of 10,400 Shares sold on July 16, 2015 were effected through multiple transactions each at different prices per Share ranging from $21.54 to $22.28. The indicated $22.00 price per Share represents the approximate weighted average price per Share for the aggregate of 10,400 Shares sold.
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CUSIP No. 902925106
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13D
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Page 6 of 7 Pages
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(8)
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The aggregate of 5,000 Shares sold on July 17, 2015 were effected through multiple transactions each at different prices per Share ranging from $21.59 to $21.77. The indicated $21.68 price per Share represents the approximate weighted average price per Share for the aggregate of 5,000 Shares sold.
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(9)
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The aggregate of 5,000 Shares sold on July 21, 2015 were effected through multiple transactions each at different prices per Share ranging from $20.25 to $20.53. The indicated $20.33 price per Share represents the approximate weighted average price per Share for the aggregate of 5,000 Shares sold.
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(10)
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The aggregate of 5,000 Shares sold on August 4, 2015 were effected through multiple transactions each at different prices per Share ranging from $21.41 to $22.87. The indicated $21.95 price per Share represents the approximate weighted average price per Share for the aggregate of 5,000 Shares sold.
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(11)
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The aggregate of 5,000 Shares sold on August 10, 2015 were effected through multiple transactions each at different prices per Share ranging from $20.00 to $20.24. The indicated $20.06 price per Share represents the approximate weighted average price per Share for the aggregate of 5,000 Shares sold.
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(12)
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The aggregate of 8,272 Shares sold on August 14, 2015 were effected through multiple transactions each at different prices per Share ranging from $20.50 to $21.41. The indicated $20.73 price per Share represents the approximate weighted average price per Share for the aggregate of 8,272 Shares sold.
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(13)
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The aggregate of 1,100 Shares sold on August 20, 2015 were effected through multiple transactions each at different prices per Share ranging from $20.77 to $20.78. The indicated $20.77 price per Share represents the approximate weighted average price per Share for the aggregate of 1,100 Shares sold.
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(14)
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The aggregate of 3,900 Shares sold on September 11, 2015 were effected through multiple transactions each at different prices per Share ranging from $20.46 to $20.59. The indicated $20.52 price per Share represents the approximate weighted average price per Share for the aggregate of 3,900 Shares sold.
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(15)
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The aggregate of 15,000 Shares sold on September 14, 2015 were effected through multiple transactions each at different prices per Share ranging from $20.74 to $21.10. The indicated $20.92 price per Share represents the approximate weighted average price per Share for the aggregate of 15,000 Shares sold.
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(16)
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The aggregate of 10,000 Shares sold on September 15, 2015 were effected through multiple transactions each at different prices per Share ranging from $21.49 to $21.57. The indicated $21.51 price per Share represents the approximate weighted average price per Share for the aggregate of 10,000 Shares sold.
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CUSIP No. 902925106
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13D
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Page 7 of 7 Pages
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KNIGHT TRANSPORTATION, INC.
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/s/ Kevin P. Knight
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Name: Kevin P. Knight | |||
Title: Executive Chairman |
KNIGHT CAPITAL GROWTH LLC
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/s/ Kevin P. Knight | ||
Name: Kevin P. Knight | |||
Title: Executive Chairman |