KNIGHT-SWIFT TRANSPORTATION HOLDINGS INC., 10-K filed on 2/20/2025
Annual Report
v3.25.0.1
Document and Entity Information - USD ($)
 12 Months Ended
Dec. 31, 2024
Feb. 17, 2025
Jun. 30, 2024
Cover [Abstract]      
Document Type 10-K    
Document Annual Report true    
Document Period End Date Dec. 31, 2024    
Document Transition Report false    
Entity File Number 001-35007    
Entity Registrant Name Knight-Swift Transportation Holdings Inc.    
Entity Incorporation, State or Country Code DE    
Entity Tax Identification Number 20-5589597    
Entity Address, Address Line One 2002 West Wahalla Lane    
Entity Address, City or Town Phoenix    
Entity Address, State or Province AZ    
Entity Address, Postal Zip Code 85027    
City Area Code 602    
Local Phone Number 269-2000    
Title of 12(b) Security Common Stock $0.01 Par Value    
Trading Symbol KNX    
Security Exchange Name NYSE    
Entity Well-known Seasoned Issuer Yes    
Entity Voluntary Filers No    
Entity Current Reporting Status Yes    
Entity Interactive Data Current Yes    
Entity Filer Category Large Accelerated Filer    
Entity Small Business false    
Entity Emerging Growth Company false    
ICFR Auditor Attestation Flag true    
Document Financial Statement Error Correction [Flag] false    
Entity Shell Company false    
Entity Public Float     $ 7,964,037,120
Entity Common Stock, Shares Outstanding   161,975,633  
Documents Incorporated by Reference
DOCUMENTS INCORPORATED BY REFERENCE
Portions of the registrant's definitive proxy statement for its 2025 Annual Meeting of Stockholders to be filed with the Securities and Exchange Commission (the "SEC") are incorporated by reference into Part III of this report.
    
Amendment Flag false    
Document Fiscal Year Focus 2024    
Document Fiscal Period Focus FY    
Entity Central Index Key 0001492691    
Current Fiscal Year End Date --12-31    
Auditor Firm ID 248    
Auditor Name GRANT THORNTON LLP    
Auditor Location Phoenix, Arizona    
v3.25.0.1
Consolidated Balance Sheets - USD ($)
shares in Thousands, $ in Thousands
Dec. 31, 2024
Dec. 31, 2023
Current assets:    
Cash and cash equivalents $ 218,261 $ 168,545
Cash and cash equivalents – restricted [1] 147,684 297,275
Restricted investments, held-to-maturity, amortized cost 0 530
Trade receivables, net of allowance for doubtful accounts of $37,797 and $39,458, respectively 803,696 888,603
Contract balance – revenue in transit 7,238 12,246
Prepaid expenses 123,089 148,696
Assets held for sale 82,993 83,366
Income tax receivable 37,260 65,815
Other current assets 28,520 43,939
Total current assets 1,448,741 1,709,015
Property and equipment:    
Revenue equipment 5,356,602 5,154,593
Land and land improvements 460,629 426,635
Buildings and building improvements 976,354 861,194
Furniture and fixtures 172,470 156,911
Shop and service equipment 99,266 84,049
Leasehold improvements 39,193 37,228
Gross property and equipment 7,104,514 6,720,610
Less: accumulated depreciation and amortization (2,401,129) (2,104,211)
Property and equipment, net 4,703,385 4,616,399
Operating lease right-of-use-assets 372,841 484,821
Goodwill [2] 3,962,142 3,848,798
Intangible assets, net 2,057,044 2,058,882
Other long-term assets 154,379 152,850
Total assets 12,698,532 12,870,765
Current liabilities:    
Accounts payable 329,697 355,173
Accrued payroll and purchased transportation 194,875 164,884
Accrued liabilities 64,100 220,350
Claims accruals – current portion 249,953 480,200
Finance lease liabilities and long-term debt – current portion 288,428 459,759
Operating lease liabilities – current portion 120,715 144,921
Accounts receivable securitization – current portion 458,983 0
Total current liabilities 1,706,751 1,825,287
Revolving line of credit 232,000 67,000
Long-term debt – less current portion 1,445,313 1,223,021
Finance lease liabilities – less current portion 457,303 407,150
Operating lease liabilities – less current portion 274,549 371,407
Accounts receivable securitization 0 526,508
Claims accruals – less current portion 335,880 315,476
Deferred tax liabilities 919,814 951,749
Other long-term liabilities 210,117 79,086
Total liabilities 5,581,727 5,766,684
Commitments and contingencies (Notes 4, 5, 15, 16, and 17)
Stockholders’ equity:    
Preferred stock, par value $0.01 per share; 10,000 shares authorized; none issued $ 0 $ 0
Preferred stock, par value $ 0.01 $ 0.01
Preferred stock, shares authorized 10,000 10,000
Common stock, par value $0.01 per share; 500,000 shares authorized; 161,896 and 161,385 shares issued and outstanding as of December 31, 2024 and 2023, respectively. $ 1,619 $ 1,613
Common stock, par value $ 0.01 $ 0.01
Common stock, shares authorized 500,000 500,000
Beginning balance, shares 161,896 161,385
Common stock, shares issued 161,896 161,385
Additional paid-in capital $ 4,446,726 $ 4,426,852
Accumulated other comprehensive loss (442) (830)
Retained earnings 2,661,064 2,659,755
Total Knight-Swift stockholders' equity 7,108,967 7,087,390
Noncontrolling interest 7,838 16,691
Total stockholders’ equity 7,116,805 7,104,081
Total liabilities and stockholders’ equity $ 12,698,532 $ 12,870,765
Common Stock [Member]    
Stockholders’ equity:    
Beginning balance, shares 161,896 161,385
[1] Reflects cash and cash equivalents that are primarily restricted for claims payments.
[2] The net carrying amount and gross carrying amount are equal since there are no accumulated impairment losses.
v3.25.0.1
Consolidated Statements of Comprehensive Income - USD ($)
shares in Thousands, $ in Thousands
 12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Total revenue $ 7,410,078 $ 7,141,766 $ 7,428,582
Operating expenses:      
Salaries, wages, and benefits [1] 2,821,987 2,479,759 2,173,933
Fuel [1] 871,146 878,407 895,603
Operations and maintenance [1] 546,883 473,491 422,872
Insurance and claims [1] 415,652 609,536 455,918
Operating taxes and licenses 127,505 117,024 111,197
Communications 31,152 29,661 23,656
Depreciation and amortization of property and equipment [1] 717,522 664,962 594,981
Amortization of intangibles 75,280 70,138 64,843
Rental expense 171,665 130,269 56,856
Purchased transportation [1] 1,170,806 1,190,836 1,444,937
Impairments 19,012 2,236 810
Miscellaneous operating expenses 198,080 157,294 91,148
Total operating expenses 7,166,690 6,803,613 6,336,754
Operating income 243,388 338,153 1,091,828
Other Nonoperating Income (Expense) [Abstract]      
Interest income 16,556 21,577 5,439
Interest expense (171,158) (127,100) (50,803)
Other income (expense), net 60,260 37,659 (25,958)
Total other expenses, net (94,342) (67,864) (71,322)
Income before income taxes 149,046 270,289 1,020,506
Income tax expense 32,960 54,768 249,388
Net income 116,086 215,521 771,118
Net loss attributable to noncontrolling interest 1,540 1,628 207
Net income attributable to Knight-Swift 117,626 217,149 771,325
Other comprehensive income (loss) 388 1,606 (1,873)
Comprehensive income $ 118,014 $ 218,755 $ 769,452
Earnings Per Share [Abstract]      
Basic earnings per share $ 0.73 $ 1.35 $ 4.75
Diluted earnings per share 0.73 1.34 4.73
Dividends declared per share: (in dollars per share) $ 0.64 $ 0.56 $ 0.48
Shares used in per share calculations      
Basic (in shares) 161,738 161,188 162,260
Diluted (in shares) 162,173 161,826 163,211
Revenue, excluding truckload and LTL fuel surcharge      
Total revenue $ 6,611,957 $ 6,308,169 $ 6,508,165
Truckload and LTL fuel surcharge      
Total revenue $ 798,121 $ 833,597 $ 920,417
[1] The significant expense categories and amounts align with the segment-level information that is regularly provided to the CODM.
v3.25.0.1
Consolidated Statements of Stockholders' Equity - USD ($)
shares in Thousands, $ in Thousands
Total
Additional Paid-in Capital [Member]
Retained Earnings [Member]
AOCI Attributable to Parent
Parent [Member]
Noncontrolling Interest [Member]
Common Stock [Member]
Common Stock [Member]
Common Stock [Member]
Beginning balance (Shares) at Dec. 31, 2021             165,980  
Beginning balance, value at Dec. 31, 2021 $ 6,543,450 $ 4,350,913 $ 2,181,142 $ (563) $ 6,533,152 $ 10,298   $ 1,660
Increase (Decrease) in Stockholders' Equity [Roll Forward]                
Common stock issued to employees (Shares)             625  
Common stock issued to employees 2,511 2,505     2,511     6
Common stock issued to the Board (Shares)             18  
Common stock issued to the Board 873 873     873     0
Common stock issued under ESPP (Shares)             84  
Common stock issued under ESPP 4,048 4,047     4,048     1
Company shares repurchased (Shares)             (6,001)  
Company shares repurchased (299,941)   (299,881)   (299,941)     (60)
Shares withheld – RSU settlement (20,623)   (20,623)   (20,623)      
Employee stock-based compensation expense $ 33,928 33,928     33,928      
Dividends declared per share: (in dollars per share) $ 0.48              
Cash dividends paid and dividends accrued $ (78,396)   (78,396)   (78,396)      
Net income 771,325   771,325   771,325      
Net income attributable to noncontrolling interest (207)         (207)    
Net Income 771,118              
Other comprehensive income (1,873)     (1,873) (1,873)      
Investment in noncontrolling interest 186         186    
Ending balance (Shares) at Dec. 31, 2022             160,706  
Ending balance, value at Dec. 31, 2022 6,955,281 4,392,266 2,553,567 (2,436) 6,945,004 10,277   1,607
Increase (Decrease) in Stockholders' Equity [Roll Forward]                
Common stock issued to employees (Shares)             582  
Common stock issued to employees 163 158     163     5
Common stock issued to the Board (Shares)             18  
Common stock issued to the Board 977 977     977     0
Value of common stock issued for acquisition 1,462 1,462     1,462      
Common stock issued under ESPP (Shares)             79  
Common stock issued under ESPP 4,068 4,067     4,068     1
Shares withheld – RSU settlement (19,932)   (19,932)   (19,932)      
Employee stock-based compensation expense $ 27,922 27,922     27,922      
Dividends declared per share: (in dollars per share) $ 0.56              
Cash dividends paid and dividends accrued $ (91,029)   (91,029)   (91,029)      
Net income 217,149   217,149   217,149      
Net income attributable to noncontrolling interest (1,628)         (1,628)    
Net Income 215,521              
Other comprehensive income 1,606     1,606 1,606      
Investment in noncontrolling interest 8,281         8,281    
Distribution to noncontrolling interest $ (239)         (239)    
Ending balance (Shares) at Dec. 31, 2023 161,385           161,385  
Ending balance, value at Dec. 31, 2023 $ 7,104,081 4,426,852 2,659,755 (830) 7,087,390 16,691   1,613
Increase (Decrease) in Stockholders' Equity [Roll Forward]                
Common stock issued to employees (Shares)             407  
Common stock issued to employees 4 0     4     4
Common stock issued to the Board (Shares)             24  
Common stock issued to the Board 1,206 1,206     1,206     0
Common stock issued under ESPP (Shares)             80  
Common stock issued under ESPP 4,118 4,116     4,118     2
Shares withheld – RSU settlement (12,030)   (12,030)   (12,030)      
Employee stock-based compensation expense $ 23,557 23,557     23,557      
Dividends declared per share: (in dollars per share) $ 0.64              
Cash dividends paid and dividends accrued $ (104,287)   (104,287)   (104,287)      
Net income 117,626   117,626   117,626      
Net income attributable to noncontrolling interest (1,540)         (1,540)    
Net Income 116,086              
Other comprehensive income 388     388 388      
Investment in noncontrolling interest 2,900         2,900    
Distribution to noncontrolling interest $ (19,218) (9,005)     (9,005) (10,213)    
Ending balance (Shares) at Dec. 31, 2024 161,896           161,896  
Ending balance, value at Dec. 31, 2024 $ 7,116,805 $ 4,446,726 $ 2,661,064 $ (442) $ 7,108,967 $ 7,838   $ 1,619
v3.25.0.1
Consolidated Statements Of Cash Flows - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Statement of Cash Flows [Abstract]      
Net Income $ 116,086 $ 215,521 $ 771,118
Adjustments to reconcile net income to net cash provided by operating activities:      
Depreciation and amortization of property, equipment, and intangibles 792,802 735,100 659,824
Gain on sale of property and equipment (34,447) (64,651) (92,891)
Impairments 19,012 2,236 810
Deferred income taxes (22,263) 10,784 30,852
Non-cash lease expense 171,849 121,831 41,943
Loss (gain) on equity securities 11,554 (2,096) 52,274
Other adjustments to reconcile net income to net cash provided by operating activities (21,842) 62,005 46,632
Increase (decrease) in cash resulting from changes in:      
Trade receivables 78,005 155,100 58,708
Income tax receivable 28,555 (6,841) (58,065)
Accounts payable 14,818 12,628 (24,769)
Accrued liabilities and claims accrual (221,569) 53,304 11,151
Operating lease liabilities (175,898) (120,550) (42,893)
Other assets and liabilities 42,401 (12,695) (18,841)
Net cash provided by operating activities 799,063 1,161,676 1,435,853
Cash flows from investing activities:      
Proceeds from maturities of held-to-maturity investments 530 3,620 9,706
Purchases of held-to-maturity investments 0 (30) (11,145)
Proceeds from sale of property and equipment, including assets held for sale 253,923 292,627 183,421
Purchases of property and equipment (819,150) (1,071,611) (800,563)
Expenditures on assets held for sale (438) (833) (545)
Net cash, restricted cash, and equivalents invested in acquisitions (185,491) (458,288) (31,291)
Other cash flows (used in) provided by investing activities (8,496) 6,490 4,233
Net cash used in investing activities (759,122) (1,228,025) (646,184)
Cash flows from financing activities:      
Repayments of finance leases and long-term debt (275,079) (120,219) (274,833)
Proceeds from long-term debt 150,000 250,000 0
Borrowings on revolving lines of credit 552,000 466,000 332,500
Repayments on revolving lines of credit (387,000) (442,000) (549,500)
Borrowings under accounts receivable securitization 28,800 197,000 140,000
Repayments of accounts receivable securitization (96,600) (89,000) 0
Proceeds from common stock issued 5,328 5,208 7,432
Repurchases of the Company's common stock 0 0 (299,941)
Dividends paid (104,153) (91,149) (78,304)
Other cash flows used in financing activities (12,693) (25,150) (31,701)
Net cash (used in) provided by financing activities (139,397) 150,690 (754,347)
Net (decrease) increase in cash, restricted cash, and equivalents (99,456) 84,341 35,322
Cash, restricted cash, and equivalents at beginning of period 469,686 385,345 350,023
Cash, restricted cash, and equivalents at end of period 370,230 469,686 385,345
Cash paid during the period for:      
Interest 174,485 118,150 48,905
Income taxes 9,929 40,378 289,159
Other Significant Noncash Transactions [Line Items]      
Equipment acquired included in accounts payable 4,091 45,574 34,909
Purchase price adjustment on acquisition 0 0 2,164
Contingent consideration associated with acquisitions and investments 0 174,107 1,717
Value of common stock issued for acquisition   1,462  
Conversion of note receivable to equity investment 0 12,107 0
Right-of-use assets obtained in exchange for operating lease liabilities 44,654 73,162 86,910
Property and equipment obtained in exchange for finance lease liabilities 200,498 181,693 152,509
Transfers from property and equipment to assets held for sale [Member]      
Other Significant Noncash Transactions [Line Items]      
Other non-cash investing and financing activities 116,653 175,297 90,951
Noncontrolling Interest Associated With Acquisition      
Other Significant Noncash Transactions [Line Items]      
Other non-cash investing and financing activities 0 5,178 0
Property and equipment obtained in exchange for finance lease liabilities from operating lease liabilities      
Other Significant Noncash Transactions [Line Items]      
Property and equipment obtained in exchange for finance lease liabilities 22,790 0 6,462
U. S. Xpress      
Statement of Cash Flows [Abstract]      
Net Income 46,600 11,700  
Other Significant Noncash Transactions [Line Items]      
Value of common stock issued for acquisition 0 1,462 0
Acquisitions      
Other Significant Noncash Transactions [Line Items]      
Right-of-use assets obtained in exchange for operating lease liabilities through acquisitions $ 12,400 $ 0 $ 0
v3.25.0.1
Consolidated Statements Of Cash Flows Reconciliation of Cash, Restricted Cash, and Cash Equivalents - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2024
Dec. 31, 2022
Supplemental Cash Flow Elements [Abstract]      
Cash and cash equivalents $ 168,545 $ 218,261 $ 196,770
Cash and cash equivalents – restricted [1] 297,275 147,684 185,792
Other long-term assets [1] 3,866 4,285 2,783
Cash, restricted cash, and equivalents at end of period 469,686 $ 370,230 $ 385,345
Value of common stock issued for acquisition $ 1,462    
[1] Reflects cash and cash equivalents that are primarily restricted for claims payments.
v3.25.0.1
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($)
$ in Thousands
Dec. 31, 2024
Dec. 31, 2023
Receivables [Abstract]    
Parenthetical - allowance for doubtful accounts $ 37,797 $ 39,458
v3.25.0.1
Introduction and Basis of Presentation
 12 Months Ended
Dec. 31, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Introduction and Basis of Presentation [Text Block] Introduction and Basis of Presentation
Certain acronyms and terms used throughout this Annual Report are specific to Knight-Swift, commonly used in the trucking industry, or are otherwise frequently used throughout this document. Definitions for these acronyms and terms are provided in the "Glossary of Terms," available in the front of this document.
Description of Business
Knight-Swift is a transportation solutions provider, headquartered in Phoenix, Arizona. During 2024, the Truckload segment operated an average of 22,791 tractors (comprised of 20,644 company tractors and 2,147 independent contractor tractors). The Company operated 92,831 trailers during the year, including trailers within the Truckload segment and leasing activities within the All Other Segments. The LTL segment operated an average 3,569 tractors and 9,564 trailers. Additionally, the Intermodal segment operated an average of 615 tractors and 12,572 intermodal containers. The Company's four reportable segments are Truckload, LTL, Logistics, and Intermodal.
Recent Acquisitions
The Company recently completed the following acquisitions:
•The operating assets, and assumption of certain liabilities, of DHE on July 30, 2024. The results are included within the LTL segment.
•100.0% of U.S. Xpress on July 1, 2023. The results are included within the Truckload and Logistics segments.
•100.0% of MME on December 6, 2021. The results are included within the LTL segment.
•100.0% of ACT on July 5, 2021. The results are included within the LTL segment.
•100.0% of UTXL on June 1, 2021. The results are included within the Logistics segment.
•100.0% of Eleos, 79.44% on February 1, 2021 and the remaining percentage in 2024. The results are included within the All Other Segments. The noncontrolling interest is presented as a separate component of the consolidated financial statements.
Note regarding comparability: In accordance with the accounting treatment applicable to the transactions, the Company's consolidated results, as reported, do not include the operating results of its ownership interest in the acquired entities prior to the respective acquisition dates. Accordingly, comparisons between the Company's current and prior period results may not be meaningful.
Additional information regarding the Company's recent acquisitions is included in Note 4.
Basis of Presentation
The consolidated financial statements include the accounts of Knight-Swift Transportation Holdings Inc. and its subsidiaries. In management's opinion, these consolidated financial statements were prepared in accordance with GAAP and include all adjustments necessary (consisting of normal recurring adjustments) for the fair presentation of the periods presented.
With respect to transactional/durational data, references to "years", including "2024", "2023", and "2022" pertain to calendar years. Similarly, references to "quarters", including "first", "second", "third", and "fourth" pertain to calendar quarters.
Changes in Presentation
Consolidated Statements of Cash Flows — Beginning in the fourth quarter of 2024, the Company presents gross borrowings on its revolving lines of credit and gross repayments on its revolving lines of credit as separate items. Prior period amounts have been reclassified to align with the current period presentation.
Seasonality
In the full truckload transportation industry, results of operations generally follow a seasonal pattern. Freight volumes in the first quarter are typically lower due to less consumer demand, customers reducing shipments following the holiday season, and inclement winter weather. At the same time, operating expenses generally increase, and tractor productivity of the Company's Truckload fleet, independent contractors, and third-party carriers decreases during the winter months due to decreased fuel efficiency, increased cold-weather-related equipment
maintenance and repairs, and increased insurance claims and costs attributed to higher accident frequency from harsh weather. These factors typically lead to lower operating profitability, as compared to other parts of the year. Additionally, beginning in the latter half of the third quarter and continuing into the fourth quarter, the Company typically experiences surges pertaining to holiday shopping trends toward delivery of gifts purchased over the Internet as well as the length of the holiday season (consumer shopping days between Thanksgiving and Christmas). However, as the Company continues to diversify its business through expansion into the LTL industry, warehousing, and other activities, seasonal volatility has become somewhat more tempered. Additionally, macroeconomic trends and cyclical changes in the trucking industry, including imbalances in supply and demand, can override the seasonality faced in the industry.
Recently Adopted Accounting Pronouncements
ASU 2023-07: Segment Reporting (ASC 280) — Improvements to Reportable Segment Disclosures
Summary of the Standard — The amendments in this ASU update reportable segment disclosure requirements by requiring that an entity disclose significant segment expenses, disclose other segment items by reportable segments, provide annual disclosures about a reportable segment's profit and loss, the titles and positions of the CODMs, and other items.
Current Period Impact of Adoption — In accordance with ASU 2023-07 the Company has expanded its segment disclosures to provide greater transparency into segment-level performance.
Refer to Note 2 and Note 23 for updated segment disclosures.
Other ASUs
There were various other ASUs that became effective during 2024 which did not have a material impact on the Company's results of operations, financial position, cash flows, or disclosures.
v3.25.0.1
Summary of Significant Accounting Policies
 12 Months Ended
Dec. 31, 2024
Accounting Policies [Abstract]  
Summary of Significant Accounting Policies [Text Block] Summary of Significant Accounting Policies
Use of Estimates — The preparation of the consolidated financial statements, in accordance with GAAP, requires management to make estimates and assumptions about future events that affect the amounts reported in the Company's consolidated financial statements and accompanying notes. On an ongoing basis, management evaluates and periodically adjusts its estimates and assumptions, based on historical experience, the impact of the current economic environment, and other key factors. Volatile energy markets, as well as changes in consumer spending have increased the inherent uncertainty in such estimates and assumptions. As future events and their effects cannot be determined with precision, actual results could differ significantly from these estimates. Significant items subject to such estimates and assumptions include:
•carrying amount of property and equipment;
•carrying amount of goodwill and intangible assets;
•leases;
•estimates of claims accruals;
•contingent obligations;
•calculation of projected pension benefit obligation;
•calculation of stock-based compensation;
•valuation of net assets acquired in business combination;
•valuation of contingent consideration agreements;
•valuation allowance for deferred income tax assets;
•valuation allowances for receivables; and
•valuation of financial instruments.
Segments — The Company uses the "management approach" to determine its reportable segments, as well as to determine the basis of reporting the operating segment information. Certain of the Company's operating segments have been aggregated into reportable segments. The management approach focuses on financial information that management uses to make operating decisions. The Company's CODMs use total revenue, operating expense categories, operating ratios, operating income, and key operating statistics to evaluate performance and allocate resources to the Company's operations and is based around the transportation service offerings provided to the Company's customers, as well as the equipment utilized.
Operating income is the measure that management uses to evaluate segment performance and allocate resources. Operating income should not be viewed as a substitute for GAAP net income. Management believes the presentation of operating income enhances the understanding of the Company's performance by highlighting the results of operations and the underlying profitability drivers of the business segments. Operating income is defined as "Total revenue" less "Total operating expenses."
Based on the unique nature of the Company's operating structure, certain revenue-generating assets are interchangeable between segments. Additionally, the Company's CODMs do not review assets or liabilities by segment to make operating decisions. The Company allocates depreciation and amortization expense of its property and equipment to the segments based on the actual utilization of the asset by the segment during the period.
See Note 23 for additional disclosures regarding the Company's segments.
Cash and Cash Equivalents — Cash and cash equivalents are comprised of cash, money market funds, and highly liquid instruments with insignificant interest rate risk and original maturities of three months or less. Cash balances with institutions may be in excess of Federal Deposit Insurance Corporation ("FDIC") limits or may be invested in sweep accounts that are not insured by the institution, the FDIC, or any other government agency.
Restricted Cash and Equivalents — The Company's wholly-owned captive insurance companies, Red Rock and Mohave, maintain certain operating bank accounts, working trust accounts, and investment accounts. The cash and cash equivalents within these accounts are restricted by insurance regulations to fund the insurance claim losses to be paid by the captive insurance companies, and therefore, are classified as "Cash and cash equivalents – restricted" and included within "Other long-term assets" in the consolidated balance sheets.
Inventories and Supplies — Inventories and supplies, which are included in "Other current assets" in the consolidated balance sheets, primarily consist of spare parts, tires, fuel, and supplies and are stated at lower of cost or net realizable value. Depending on the class of inventory, cost is determined using the first-in, first-out method or average cost. Replacement tires held in the shops are classified as inventory and expensed when placed in service. Replacement tire costs incurred over the road are immediately expensed.
Property and Equipment — Property and equipment is stated at cost less accumulated depreciation. Costs to construct significant assets include capitalized interest incurred during the construction and development period. Expenditures for replacements and improvements are capitalized. Maintenance and repairs are expensed as incurred.
Net gains on the disposal of property and equipment are presented in the consolidated statements of comprehensive income within "Miscellaneous operating expenses."
Tires on purchased revenue equipment are capitalized along with the related equipment cost when the vehicle is placed in service, and are depreciated over the life of the vehicle.
Depreciation of property and equipment is calculated on a straight-line basis down to the salvage value, as applicable, over the following estimated useful lives:
Category:Range (in years)
Revenue equipment*3— 20
Shop and service equipment2— 10
Land improvements5— 15
Buildings and building improvements10— 40
Furniture and fixtures3— 10
Leasehold improvementsLesser of lease term or leasehold improvement life
*For finance leases involving revenue equipment, the depreciation period is equal to the term of the lease agreement.
Management believes that these methods properly spread the costs over the useful lives of the assets. Management judgment is involved when determining estimated useful lives of the Company's long-lived assets. Useful lives of the Company's long-lived assets are determined based on historical experience, as well as future expectations regarding the period the Company expects to benefit from the asset. Factors affecting estimated useful lives of property and equipment may include estimating loss, damage, obsolescence, and Company policies around maintenance and asset replacement.
Management evaluates its property and equipment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable in accordance with ASC 360, Property, Plant and Equipment. When such events or changes in circumstances occur, management performs a recoverability test that compares the carrying amount with the projected undiscounted cash flows from the use and eventual disposition of the asset or asset group. An impairment is recorded for any excess of the carrying amount over the estimated fair value. Fair value is determined through various valuation techniques including discounted cash flow models, quoted market values, and third-party independent appraisals, when necessary. Estimating fair value includes several significant assumptions, including future cash flow estimates, determination of appropriate discount rates, and other assumptions that management believes reasonable under the circumstances. Changes in these estimates and assumptions could materially affect the determination of fair value and/or impairment.
Goodwill — Management evaluates goodwill on an annual basis as of June 30th, or more frequently if indicators of impairment exist. The Company performs a quantitative analysis on an annual basis, in accordance with ASC 350, Goodwill and Other Intangible Assets. Management estimates the fair values of its reporting units using a combination of the income and market approaches. If the carrying amount of a reporting unit exceeds the fair value, then management recognizes an impairment loss of the same amount. This loss is only limited to the total amount of goodwill allocated to that reporting unit. Refer to Note 8 for the results of the Company's annual evaluation as of June 30, 2024.
On a periodic basis, the Company assesses qualitative factors to determine whether it is more likely than not that the fair value of a reporting unit is less than the carrying amount. If the Company concludes that it is more likely than not that the fair value of a reporting unit is less than its carrying amount, then the Company conducts a quantitative goodwill impairment test.
See Notes 4 and 8 for additional disclosures regarding the Company's goodwill.
Intangible Assets other than Goodwill — The Company's intangible assets other than goodwill primarily consist of acquired customer relationships, trade names, and other intangibles from acquisitions. Amortization of acquired customer relationships, and other intangibles is calculated on a straight-line basis over the estimated useful life, which ranges from 3 years to 20 years. Certain trade names have indefinite useful lives and are not amortized, but are tested for impairment at least annually, unless events occur or circumstances change between annual tests that would more likely than not reduce the fair value.
Management reviews its intangible assets for impairment whenever events or circumstances indicate that the carrying amount of the asset may not be recoverable, in accordance with ASC 350, Intangibles – Goodwill and Other. When such events or changes in circumstances occur, management performs a recoverability test that compares the carrying amount with the projected discounted cash flows from the use and eventual disposition of the asset or asset group. An impairment is recorded for any excess of the carrying amount over the estimated fair value, which is generally determined using discounted future cash flows.
Fair value is determined through various valuation techniques, including discounted cash flow models, quoted market values, and third-party independent appraisals. Estimating fair value includes several significant assumptions, including future cash flow estimates, determination of appropriate discount rates, royalty rates, and other assumptions that management believes reasonable under the circumstances. Changes in these estimates and assumptions could materially affect the determination of fair value and/or impairment.
See Notes 4 and 8 for additional disclosures regarding the Company's intangible assets.
Claims Accruals — The Company is self-insured for a portion of its risk related to auto liability, workers' compensation, property damage, cargo damage, and group health. The Company assumed premiums under a reinsurance agreement covering auto liability, including non-trucking auto liability, cargo and general liability coverages for individual members of an independent carrier safety association.
Based on results of operations of this business, including the continued unfavorable development of insurance reserves, the Company ceased all third-party insurance operations and canceled any remaining policies as of March 31, 2024. As a result, we do not expect this business to have a material impact to our results moving forward.
Self-insurance results from buying insurance coverage that applies in excess of a retained portion of risk for each respective line of coverage. The Company accrues for the cost of the uninsured portion of pending claims by evaluating the nature and severity of individual claims and by estimating future claims development based upon historical claims development trends. The actual cost to settle self-insured claim liabilities may differ from the Company's reserve estimates due to legal costs, claims that have been incurred but not reported, and various other uncertainties, including the inherent difficulty in estimating the severity of the claims and the potential judgment or settlement amount to dispose of the claim.
See Notes 10 and 17 for additional disclosures regarding the Company's claims accruals.
Leases — Management evaluates the Company’s leases based on the underlying asset groups. The assets currently underlying the Company’s leases include revenue equipment (primarily tractors and trailers), real estate (primarily buildings, office space, land, and drop yards), as well as technology and other equipment that supports business operations. Management’s significant assumptions and judgments include the determination of the discount rate (discussed below), as well as the determination of whether a contract contains a lease.
In accordance with ASC 842, Leases, property and equipment held under operating leases are recorded as right-of-use assets, with a corresponding operating lease liability. Additionally, property and equipment held under finance leases are recorded as property and equipment with corresponding finance lease liabilities. All expenses related to operating leases are reflected in our consolidated statements of comprehensive income in "Rental expense." Expenses related to finance leases are reflected in our consolidated statements of comprehensive income in "Depreciation and amortization of property and equipment" and "Interest expense."
•Lease Term — The Company’s leases generally have lease terms corresponding to the useful lives of the underlying assets. Revenue equipment leases have fixed payment terms based on the passage of time, which is typically three to five years for tractors and five to seven years for trailers. Certain finance leases for revenue equipment contain renewal or fixed price purchase options. Real estate leases, excluding drop yards, generally have varying lease terms between five and fifteen years and may include renewal options. Drop yards include month-to-month leases, as well as leases with varying lease terms generally ranging from two to five years.
Options to renew or purchase the underlying assets are considered in the determination of the right-of-use asset and corresponding lease liability once reasonably certain of exercise.
•Portfolio Approach — The Company typically leases its revenue equipment under master lease agreements, which contain general terms, conditions, definitions, representations, warranties, and other general language, while the specific contract provisions are contained within the various individual lease schedules that fall under a master lease agreement. Each individual leased asset within a lease schedule is similar in nature (i.e., all tractors or all trailers) and has identical contract provisions to all of the other individual leased assets within the same lease schedule (such as the contract provisions discussed above). Management has elected to apply the portfolio approach to its revenue equipment leases, as accounting for its revenue equipment under the portfolio approach would not be materially different from separately accounting for each individual underlying asset as a lease. Each individual real estate and other lease is accounted for at the individual asset level.
•Nonlease Components — Management has elected to combine its nonlease components (such as fixed charges for common area maintenance, real estate taxes, utilities, and insurance) with lease components for each class of underlying asset, as applicable, as the nonlease components in the Company’s lease contracts typically are not material. These nonlease components are usually present within the Company’s real estate leases. The Company’s assets are generally insured by umbrella policies, in which the premiums change from one policy period to the next, making them variable in nature. Accordingly, these insurance costs are excluded from the Company’s calculation of right-of-use assets and corresponding lease liabilities.
•Short-Term Lease Exemption — Management has elected to apply the short-term lease exemption to all asset groups. Accordingly, leases with terms of twelve months or less are not capitalized and continue to be expensed on a straight-line basis over the term of the lease. This primarily affects the Company’s drop yards and corresponding temporary structures on those drop yards. To a lesser extent, certain short-term leases for revenue equipment, technology, and other assets are affected.
•Discount Rate — The Company uses the rate implicit in the lease, when readily determinable, which is generally related to the Company's finance leases. Otherwise the Company’s incremental borrowing rate is applied. The implicit interest rate is not readily determinable for the Company’s operating leases. As such, management applies the Company’s incremental borrowing rate, which is defined by GAAP as the rate of interest that the Company would have to pay to borrow on a collateralized basis over a similar term an amount equal to the lease payments in a similar economic environment. The Company's incremental borrowing rate is based on the results of an independent third-party valuation.
•Residual Values — The Company's finance leases for revenue equipment are typically structured with balloon payments at the end of the lease term equal to the residual value the Company is contracted to receive from certain equipment manufacturers upon sale or trade back to the manufacturers. If the Company does not receive proceeds of the contracted residual value from the manufacturer, the Company is still obligated to make the balloon payment at the end of the lease term.
In connection with certain revenue equipment operating leases, the Company issues residual value guarantees, which provide that if the Company does not purchase the leased equipment from the lessor at the end of the lease term, then the Company is liable to the lessor for an amount equal to the shortage (if any) between the proceeds from the sale of the equipment and an agreed value. To the extent management believes any manufacturer will refuse or be unable to meet its obligation, the Company recognizes additional rental expense to the extent the fair market value at the lease termination is expected to be less than the obligation to the lessor. Proceeds from the sale of equipment under the Company’s operating leases generally exceed the payment obligation on substantially all operating leases. Although the Company typically owes certain amounts to its lessors at the end of its revenue equipment leases, the Company’s equipment manufacturers have corresponding guarantees back to the Company as to the buyback value of the units.
See Note 14 for additional disclosures regarding the Company's leases.
Fair Value Measurements — See Note 21 for accounting policies and financial information relating to fair value measurements.
Contingencies — See Note 17 for accounting policies and financial information related to contingencies.
Revenue Recognition — Management applies the five-step analysis to the Company's four reportable segments (Truckload, LTL, Logistics, and Intermodal).
•Step 1: Contract Identification — Management has identified that a legally enforceable contract with its customers is executed by both parties at the point of pickup at the shipper's location, as evidenced by the bill of lading. Although the Company may have master agreements with its customers, these master agreements only establish general terms. There is no financial obligation to the shipper until the load is tendered/accepted and the Company takes possession of the load.
•Step 2: Performance Obligations — The Company's only performance obligation is transportation services. The Company's delivery, accessorial, and dedicated operations truck capacity in its dedicated operations represent a bundle of services that are highly interdependent and have the same pattern of transfer to the customer.
These services are not capable of being distinct from one another. For example, the Company generally would not provide accessorial services or truck capacity without providing delivery services.
•Step 3: Transaction Price — Depending on the contract, the total transaction price may consist of mileage revenue, fuel surcharge revenue, accessorial fees, truck capacity, and/or non-cash consideration. Non-cash consideration is measured by the estimated fair value of the non-cash consideration at contract inception. There is no significant financing component in the transaction price, as the Company's customers generally pay within the contractual payment terms of 30 to 60 days.
•Step 4: Allocating Transaction Price to Performance Obligations — The transaction price is entirely allocated to the only performance obligation: transportation services.
•Step 5: Revenue Recognition — The performance obligation of providing transportation services is satisfied over time. Accordingly, revenue is recognized over time. Management estimates the amount of revenue in transit at period end based on the number of days completed of the dispatch (which is generally one to three days for the Truckload, LTL, and Logistics segments, but can be longer for intermodal operations). Management believes this to be a faithful depiction of the transfer of services because if a load is dispatched, but terminates mid-route and the load is picked up by another carrier, then that carrier would not need to re-perform the services for the days already traveled.
The Company outsources the transportation of loads to third-party carriers through its logistics operations. Management has determined that the Company is a principal in these arrangements, and therefore records revenue associated with these contracts on a gross basis. The Company has the primary responsibility to meet the customers' requirements. The Company invoices and collects from its customers and maintains discretion over pricing. Additionally, the Company is responsible for the selection of third-party transportation providers to the extent used to satisfy customer freight requirements.
Significant judgments involved in the Company's revenue recognition and corresponding accounts receivable balances include:
•Measuring in-transit revenue at period end (discussed above).
•Estimating the allowance for doubtful accounts. The Company establishes an allowance for doubtful accounts based on historical experience and any known trends or uncertainties related to customer billing and account collectability. Management reviews the adequacy of its allowance for doubtful accounts on a quarterly basis. Uncollectible accounts are written off when deemed uncollectible, and accounts receivable are presented net of an allowance for doubtful accounts.
•Contract Balances — In-transit revenue balances are included in "Contract balance – revenue in transit" in the consolidated balance sheets. The Company's contract liability balances are typically immaterial.
•Revenue Disaggregation — In considering the level at which the Company should disaggregate revenues pertaining to contracts with customers, management determined that there are no significant differences between segments in how the nature, amount, timing, and uncertainty of revenue or cash flows are affected by economic factors. Additionally, management considered how and where the Company has communicated information about revenue for various purposes, including disclosures outside of the financial statements and how information is regularly reviewed by the Company's chief operating decision makers for evaluating financial performance of the Company's segments, among others. Based on these considerations, management determined that revenues should be disaggregated by reportable segment.
The Company recognizes operating lease revenue from leasing tractors and related equipment to third parties, including independent contractors. Operating lease revenue from rental operations is recognized as earned, which is straight-lined per the rent schedules in the lease agreements. Losses from lease defaults are recognized as offsets to revenue.
Stock-based Compensation — The Company accounts for stock-based compensation expense in accordance with ASC 718, Compensation – Stock Compensation. ASC 718 requires that all share-based payments to employees and non-employee directors, including grants of employee stock options, be recognized in the financial statements based upon a grant-date fair value of an award. Equity awards settled in cash are remeasured at each reporting period and are recognized as a liability in the consolidated balance sheets during the vesting period until settlement.
•Fair Value — The fair value of performance units is estimated using the Monte Carlo Simulation valuation model. The fair value of stock options is estimated using the Black-Scholes option-valuation model. The fair value of restricted stock units is the closing stock price on the grant date.
•Vesting — The requisite service period is the specified vesting date in the grant agreement or the date that the employee becomes retirement-eligible, based on the terms of the grant agreement. The Company calculates the number of awards expected to vest as awards granted, less expected forfeitures over the life of the award (estimated at grant date). All awards require future service and thus forfeitures are estimated based on historical forfeitures and the remaining term until the related award vests. Performance-based awards vest contingent upon meeting certain performance criteria established by the Company's compensation committee.
•Expense — Awards that are only subject to time-vesting provisions are amortized using the straight-line method, by amortizing the grant-date fair value over the requisite service period of the entire award. Awards subject to time-based vesting and performance conditions are amortized using the individual vesting tranches. Unless a material deviation from the assumed forfeiture rate is observed during the term in which the awards are expensed, any adjustment necessary to reflect differences in actual experience is recognized in the period the award becomes payable or exercisable.
Determining the appropriate amount to expense in each period is based on the likelihood and timing of achievement of the stated targets for performance-based awards, and requires judgment, including forecasting future financial results and market performance. The estimates are revised periodically, based on the probability and timing of achieving the required performance targets, and adjustments are made as appropriate.
See Note 19 for additional information relating to the Company's stock-based compensation plan.
Income Taxes — Management accounts for income taxes under the asset and liability method. Accordingly, deferred tax assets and liabilities are recognized for the future tax consequences of events that have been included in the consolidated financial statements. Additionally, deferred tax assets and liabilities are determined based on the differences between the financial statement carrying amounts and respective tax bases of assets and liabilities (using enacted tax rates in effect for the year in which the differences are expected to reverse). The effect on deferred tax assets and liabilities of changes in tax rates is recognized in income in the period that includes the enactment date. Net deferred incomes taxes are classified as noncurrent in the consolidated balance sheets.
A valuation allowance is provided against deferred tax assets if the Company determines it is more likely than not that such assets will not ultimately be realized. In making such determinations, the Company considers all available positive and negative evidence, including scheduled reversals of deferred tax liabilities, projected future taxable income, tax planning strategies, and recent financial operations. To the extent management believes the likelihood of recovery is not sufficient, a valuation allowance is established for the amount determined not to be realizable. Management judgment is necessary in determining the frequency at which the need for a valuation allowance is assessed, the accounting period in which to establish the valuation allowance, as well as the amount of the valuation allowance.
Unrecognized tax benefits are defined as the difference between a tax position taken or expected to be taken in a tax return and the benefit recognized and measured pursuant to ASC 740, Income Taxes. The Company does not recognize a tax benefit for uncertain tax positions unless it concludes that it is more likely than not that the benefit will be sustained on audit (including resolutions of any related appeals or litigation processes) by the taxing authority, based solely on the technical merits of the associated tax position. If the recognition threshold is met, the Company recognizes a tax benefit measured at the largest amount of the tax benefit that, in management's judgment, is greater than 50% likely to be realized. The Company records expected incurred interest and penalties related to unrecognized tax positions in "Income tax expense" in the consolidated statements of comprehensive
income. To the extent interest and penalties are not assessed with respect to uncertain tax positions, amounts accrued will be reduced and reflected as a reduction of the overall income tax provision.
Significant management judgment is required in determining the provision for income taxes and in determining whether deferred tax assets will be realized in full or in part. Management periodically assesses the likelihood that all or some portion of deferred tax assets will be recovered from future taxable income. Management judgment is also required regarding a variety of other factors including the appropriateness of tax strategies. The Company utilizes certain income tax planning strategies to reduce its overall income taxes. It is possible that certain strategies might be disallowed, resulting in an increased liability for income taxes. Significant management judgments are involved in assessing the likelihood of sustaining the strategies and determining the likely range of defense and settlement costs, in the event that tax strategies are challenged by taxing authorities. An ultimate result worse than the Company's expectations could adversely affect its results of operations.
See Note 11 for additional disclosures regarding the Company's income taxes.
v3.25.0.1
Recently Issued Accounting Pronouncements
 12 Months Ended
Dec. 31, 2024
Accounting Standards Update and Change in Accounting Principle [Abstract]  
Recently Issued Accounting Pronouncements Recently Issued Accounting Pronouncements
Date IssuedReferenceDescriptionExpected Adoption Date and MethodFinancial Statement Impact
November 2024ASU 2024-04: Debt—Debt with Conversion and Other Options (Subtopic 470-20)
The amendments in this ASU aim to improve the relevance and consistency in application of the induced conversion guidance in Subtopic 470-20. The amendments clarify when and how companies should recognize expenses related to incentives offered to investors to convert their convertible debt or preferred stock into common stock earlier than they otherwise would.January 2025Currently under evaluation, but not expected to be material
November 2024ASU 2024-03: Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses
The amendments in this ASU require disclosure, in the notes to financial statements, of specified information about certain costs and expenses. The amendments require that at each interim and annual reporting period an entity:
1) disclose the amounts of purchases of inventory, employee compensation, etc., recognized as part of oil- and gas-producing activities included in each relevant expense caption;
2) include certain amounts that are already required to be disclosed under current GAAP in the same disclosure as the other disaggregation requirements;
3) disclose a qualitative description of the amounts remaining in relevant expense captions that are not separately disaggregated quantitatively; and
4) disclose the total amount of selling expenses and, in annual reporting periods, and entity's definition of "selling expenses."
January 2026, Prospective adoptionCurrently under evaluation, but not expected to be material
March 2024ASU No. 2024-02: Codification Improvements - Amendments to Remove References to the Concepts StatementsThe amendments in this ASU contain amendments to the Codification that remove references to various Concepts Statements. In most cases, the references are extraneous and not required to understand or apply the guidance. In other instances, the references were used in prior Statements to provide guidance in certain topical areas.January 2025, Prospective or retrospective
Currently under evaluation, but not expected to be material
March 2024
ASU 2024-01: Compensation - Stock Compensation (Topic 718)
The amendments in this ASU improve GAAP by adding an illustrative example that includes four fact patterns to demonstrate how an entity should apply the scope guidance in paragraph 718-10-15-3 to determine whether a profits interest award should be accounted for in accordance with Topic 718.January 2025, Prospective or retrospective
Currently under evaluation, but not expected to be material
December 2023ASU 2023-09: Income Taxes (Topic 740): Improvements to Income Tax Disclosures

The amendments in the ASU update disclosure requirements related to income taxes including disclosures related to the rate reconciliation, income taxes paid, and other items. January 2025, Prospective or retrospectiveCurrently under evaluation, but not expected to be material
Date IssuedReferenceDescriptionExpected Adoption Date and MethodFinancial Statement Impact
November 2023
ASU 2023-07: Segment Reporting (ASC 280) — Improvements to Reportable Segment Disclosures 1
The amendments in this ASU update reportable segment disclosure requirements by requiring that an entity disclose significant segment expenses, disclose other segment items by reportable segments, provide annual disclosures about a reportable segment's profit and loss, the title of the chief operating decision maker, and other items.
January 2024
No material impact
June 2022
ASU No. 2022-03: Fair Value Measurements (ASC 820), Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions 1
The amendments in this ASU clarify that a contractual restriction on the sale of an equity security is not considered part of the unit of account of the equity security, and not considered in measuring fair value.January 2024, ProspectiveNo material impact
1Adopted during the first quarter of 2024.
Since management is continuing to evaluate the impacts of several of the above standards, disclosures around these preliminary assessments are subject to change.
v3.25.0.1
Acquisitions
 12 Months Ended
Dec. 31, 2024
Business Combinations [Abstract]  
Acquisitions Acquisitions
DHE
On July 30, 2024, the Company, through a wholly owned subsidiary, acquired the operating assets and assumed certain liabilities of the regional LTL division of Dependable Highway Express, Inc. based in Los Angeles, California.
The total purchase price consideration of $185.0 million, including net working capital adjustments, was funded through borrowing on the 2021 Revolver on the transaction date. At closing, $1.5 million of the cash consideration was placed in escrow to secure certain of the sellers' indemnification obligations and remains subject to further adjustments.
The goodwill recognized represents expected synergies from combining the operations of DHE with the Company, including enhanced service offerings, as well as other intangible assets that did not meet the criteria for separate recognition. The goodwill is expected to be deductible for tax purposes.
Purchase Price Allocation
The purchase price allocation for DHE is preliminary and has been allocated based on estimated fair values of the assets acquired and liabilities assumed at the acquisition date, and among other things may be pending the completion of the valuation of acquired tangible assets, an independent valuation of certain acquired intangible assets, assessment of lease agreements, assessment of certain liabilities, and assessment of other tax related items as applicable. As the Company obtains more information, the preliminary purchase price allocation disclosed below is subject to change. Any future adjustments to the preliminary purchase price allocation, including changes within identifiable intangible assets or estimation uncertainty impacted by market conditions, may impact future net earnings. The purchase price allocation adjustments can be made through the end of the measurement period, which is not to exceed one year from the acquisition date.
July 30, 2024 Opening Balance Sheet as Reported at September 30, 2024AdjustmentsJuly 30, 2024 Opening Balance Sheet as Reported at December 31, 2024
Fair value of the consideration transferred$184,986 $— $184,986 
Other current assets445 — 445 
Property and equipment29,796 — 29,796 
Operating lease right-of-use assets15,448 — 15,448 
Identifiable intangible assets 1
72,400 1,000 73,400 
Other noncurrent assets98 — 98 
Total assets118,187 1,000 119,187 
Claims accruals – current and noncurrent portions(4,000)— (4,000)
Operating lease liabilities – current and noncurrent portions(12,400)— (12,400)
Total liabilities(16,400)— (16,400)
Goodwill $83,199 $(1,000)$82,199 
1    Includes $57.9 million in customer relationships and $15.5 million in trade names.
Eleos
In 2024, the Company acquired the remaining 20.56% non-controlling interest of Eleos.
U.S. Xpress
On July 1, 2023, the Company acquired Chattanooga, Tennessee-based U.S. Xpress Enterprises, Inc. ("U.S. Xpress"), one of the largest asset-based truckload carriers in the United States. The acquisition was completed through a Knight-Swift subsidiary formed to hold the U.S. Xpress business post-closing ("HoldCo") with Max Fuller, former Executive Chairman of U.S. Xpress, Eric Fuller, former CEO of U.S. Xpress, and their related entities and trusts (collectively, the "Rollover Holders"), rolling over a portion of their shares of U.S. Xpress into HoldCo for approximately 10% interest in HoldCo.
The total purchase price consideration of $630.0 million consisted of $454.4 million in cash, including approximately $139.8 million in debt payoffs, and $1.5 million in assumed equity related to the revaluation of equity awards. Cash was funded from the 2023 Term Loan, as well as existing Knight-Swift liquidity. The purchase price also included contingent consideration valued at $174.1 million, consisting of two classes of membership interests in HoldCo. The Class A membership interests are subject to put and call rights at a defined fair market value measure in favor of the Rollover Holders and the Company, respectively, and will be purchased by the Company at that defined fair market value measure if outstanding at the fifth anniversary of the acquisition date. In order for the put right to become exercisable, it is subject to a $175 million minimum adjusted operating income threshold for U.S. Xpress. In addition, the Company had a call right, exercisable only within the first 15 months after closing, at an exercise price of approximately $140 million. As of December 31, 2024, the call right expired. The Class B membership interests will be repurchased by the Company for $40 million if U.S. Xpress achieves $250 million in adjusted operating income for a trailing annual period at or prior to the fifth anniversary of closing. If such threshold is not met, the Class B interests will be forfeited for no value.
During 2024, the Company recognized mark-to-market adjustments related to the Class A and Class B purchase price obligations resulting in the mandatorily redeemable Class A obligation decreasing $1.8 million and the Class B contingent consideration obligation decreasing $34.8 million. The total mark-to-market adjustment totaled $36.6 million and is recorded in "Other income (expense), net" in the Company's consolidated statement of comprehensive income.
As of December 31, 2024, the mandatorily redeemable Class A contingent obligation totaling $132.3 million and the Class B contingent consideration obligation totaling $5.2 million are both included in "Other long-term liabilities" in the Company's consolidated balance sheet. As of December 31, 2023, the $134.1 million in mandatorily redeemable Class A membership interests is included in "Accrued liabilities" in the Company's consolidated balance sheets and the $40.0 million in mandatory purchase of Class B membership interest is included in "Other long-term liabilities" in the Company's consolidated balance sheet.
The purchase of the equity interests of U.S. Xpress resulted in the historical tax basis of U.S. Xpress' assets continuing to be recovered and any intangible assets arising through purchase accounting will result in additional stock basis for tax purposes. Deferred taxes were established as of the opening balance sheet for purchase accounting fair value adjustments (other than for goodwill). The merger agreement contained customary representations, warranties, and covenants for a transaction of this nature.
During 2024, the Company's consolidated operating results included U.S. Xpress' total revenue of $1.6 billion and a net loss of $46.6 million. U.S. Xpress' net loss during 2024 included $9.2 million related to the amortization of intangible assets acquired in the U.S. Xpress Acquisition. During 2023, the Company's consolidated operating results included U.S. Xpress' total revenue of $916.2 million and a net loss of $11.7 million. U.S. Xpress' net loss during 2023 included $4.6 million related to the amortization of intangible assets acquired in the U.S. Xpress Acquisition.
The goodwill recognized represents expected synergies from combining the operations of U.S. Xpress with the Company, including enhanced service offerings, as well as other intangible assets that did not meet the criteria for separate recognition. The goodwill is not expected to be deductible for tax purposes.
Purchase Price Allocation
The purchase price was allocated based on estimated fair values of the assets and liabilities acquired as of the acquisition date. The purchase price allocation was open for adjustments through the end of the measurement period, which closed one year from the July 1, 2023 acquisition date.
July 1, 2023 Opening Balance Sheet as Reported at December 31, 2023AdjustmentsJuly 1, 2023 Opening Balance Sheet as Reported at June 30, 2024
Fair value of the consideration transferred$632,109 $— $632,109 
Cash and cash equivalents3,321 — 3,321 
Receivables216,659 345 217,004 
Prepaid expenses21,347 — 21,347 
Other current assets47,317 — 47,317 
Property and equipment433,210 — 433,210 
Operating lease right-of-use assets337,055 — 337,055 
Identifiable intangible assets 1
348,000 — 348,000 
Other noncurrent assets28,457 — 28,457 
Total assets1,435,366 345 1,435,711 
Accounts payable (115,494)(1,600)(117,094)
Accrued payroll and payroll-related expenses(27,485)— (27,485)
Accrued liabilities(19,966)(809)(20,775)
Claims accruals – current and noncurrent portions(180,251)(11,650)(191,901)
Operating lease liabilities – current and noncurrent portions(376,763)— (376,763)
Long-term debt and finance leases – current and noncurrent portions(337,949)— (337,949)
Deferred tax liabilities (33,072)9,942 (23,130)
Other long-term liabilities(34,230)(26,872)(61,102)
Total liabilities(1,125,210)(30,989)(1,156,199)
Noncontrolling interest(391)— (391)
Total stockholders' equity(391)— (391)
Goodwill $322,344 $30,644 $352,988 
1Includes $184.5 million in customer relationships and $163.5 million in trade names.
Pro Forma Information — The following unaudited pro forma information combines the historical operations of the Company and U.S. Xpress giving effect to the U.S. Xpress Acquisition, and related transactions as if consummated on January 1, 2022, the beginning of the comparative period presented.
December 31,
20232022
Total revenue$8,097,050 $9,589,752 
Net income attributable to Knight-Swift144,340 728,827 
Earnings per share – diluted0.89 4.47 
The unaudited pro forma condensed combined financial information has been presented for comparative purposes only and includes certain adjustments such as recognition of assets acquired at estimated fair values and related depreciation and amortization, elimination of transaction costs incurred by Knight-Swift and U.S. Xpress during the periods presented that were directly related to the U.S. Xpress Acquisition, and related income tax effects of these items. As a result of the U.S. Xpress Acquisition, both Knight-Swift and U.S. Xpress incurred certain acquisition-related expenses, including professional legal and advisory fees, acceleration of share-based compensation, bonus incentives, severance payments, filing fees and other miscellaneous expenses. These acquisition-related expenses totaled $33.0 million during 2023. These expenses were eliminated in the presentation of the unaudited pro forma "Net income attributable to Knight-Swift" presented above.
The unaudited pro forma condensed combined financial information does not purport to represent the actual results of operations that Knight-Swift and U.S. Xpress would have achieved had the companies been combined during the periods presented in the unaudited pro forma condensed combined financial statements and is not intended to project the future results of operations that the combined company may achieve after the identified transactions. The unaudited pro forma condensed combined financial information does not reflect any cost savings that may be realized as a result of the U.S. Xpress Acquisition and also does not reflect any restructuring or integration-related costs to achieve those potential cost savings.
The Company did not complete any other material acquisitions during 2024 and 2023.
v3.25.0.1
Equity Investments
 12 Months Ended
Dec. 31, 2024
Investments, Debt and Equity Securities [Abstract]  
Equity Investments Equity Investments
Transportation Resource Partners
Since 2003, the Company has entered into partnership agreements with entities that make privately-negotiated equity investments, including TRP Capital Partners, LP ("TRP IV"), TRP Capital Partners V, LP ("TRP V"), TRP CoInvest Partners, (QLS) I, LP ("TRP IV Coinvestment QLS"), TRP Coinvest Partners, FFR I, LP ("TRP IV Coinvestment FFR"), and TRP Coinvest Partners V (PW) I, LP ("TRP V Coinvest"), and TRP Capital Partners VI, LP ("TRP VI"). In these agreements, the Company committed to invest in return for an ownership percentage.
The following table presents ownership and commitment information for the Company's investments in TRP partnerships:
December 31, 2024
Knight-Swift's Ownership Interest 1
Total Commitment (All Partners)Knight-Swift's Contracted CommitmentKnight-Swift's Remaining Commitment
(Dollars in thousands)
TRP IV – equity investment 3
4.2 %$116,065 $4,900 $— 
TRP V - equity method investment 2 4
16.6 %$180,700 $30,000 $3,885 
TRP V Coinvest - equity method investment 2
13.3 %$30,000 $4,000 $— 
TRP VI - equity method investment 2 5
17.8 %$224,160 $40,000 $30,095 
1The Company's share of the results is included within "Other income (expenses), net" in the consolidated statements of comprehensive income.
2The TRP IV Coinvestments, TRP V, TRP V Coinvest, and TRP VI are unconsolidated majority interests. Management considered the criteria set forth in ASC 323, Investments – Equity Method and Joint Ventures, to establish the appropriate accounting treatment for these investments. This guidance requires the use of the equity method for recording investments
in limited partnerships where the "so minor" interest is not met. As such, the investments are being accounted for under the equity method. Knight's ownership interest reflects its ultimate ownership of the portfolio companies underlying the TRP V, TRP V Coninvest, and TRP VI legal entities.
3In accordance with ASC 321, Investments – Equity Securities, these investments are recorded at cost minus impairment.
4Management anticipates that the following amounts will be due: $0.5 million in 2025, $1.0 million from 2026 through 2027, $1.0 million from 2028 through 2029, and $1.4 million thereafter.
5Management anticipates that the following amounts will be due: $7.8 million in 2025, $14.1 million from 2026 through 2027, $5.1 million from 2028 through 2029, and $3.1 million thereafter.
Embark
During the second quarter of 2021, the Company invested $25.0 million in Embark in exchange for a convertible note. The terms of the agreement provided that the amount outstanding on the convertible note would be automatically converted into a number of shares of Embark's common stock upon either the closing of a qualified financing or upon a public event, subject to discounted conversion pricing per share based on a valuation of Embark.
In November 2021, Embark and Northern Genesis Acquisition Corp II, a publicly-traded special purpose acquisition company, completed a business combination agreement entered into on June 22, 2021, resulting in Embark becoming a publicly-traded company. In association with this transaction, the Company's convertible note automatically converted into a number of shares of Embark's common stock as outlined above. Further, the Company acquired an additional $25.0 million in Embark's common stock pursuant to a common stock subscription agreement between the Company and Embark. As of December 31, 2022, the fair value of the combined investment in Embark was $1.0 million. This resulted in a net unrealized loss of $53.4 million recognized during 2022, within "Operating income, net" in the consolidated statements of comprehensive income. During 2023, Embark was acquired in an all-cash transaction with former shareholders receiving the proceeds. This resulted in a net realized loss of $0.1 million for 2023 and a full liquidation of the Embark investment.
Other Equity Investments
On October 1, 2020, the Company used approximately $39.6 million in cash to purchase 21.0% of the equity interests of a transportation-related company ("Holdings Co."), complementary to its suite of services. Based on Holdings Co.'s board of directors and the Company's minority rights, the Company has concluded that its investment allows it to exercise significant influence over the operational and financial decisions of Holdings Co. and therefore has recorded the transaction as an equity method investment.
The carrying amount of the Company's initial investment in Holdings Co. was approximately $36.6 million in excess of the Company's initial underlying equity interest in the net assets in Holdings Co. This basis difference represents the Company's proportionate share of the fair value of Holdings Co.'s net tangible assets and its identified intangible assets, with the remaining excess recognized as equity method goodwill. The Company's proportionate share of certain identified definite-lived intangibles are amortized over their estimated useful lives and accreted against the earnings recognized from the Company's interest in Holdings Co.
During the year ended December 31, 2024, the Company recognized a $12.1 million realized loss on a minority investment in a transportation-adjacent technology venture which ceased operations in the third quarter of 2024, which is recorded in "Other income (expense), net" in the consolidated statements of comprehensive income.
Net Investment Balances
Net investment balances included in "Other long-term assets" in the consolidated balance sheets were as follows:
December 31,
20242023
(in thousands)
TRP IV Coinvestment QLS – equity method investment194 321 
TRP IV Coinvestment FFR – equity method investment162 232 
TRP V – equity method investment25,671 25,776 
TRP V Coinvest – equity method investment5,009 6,922 
TRP VI - equity method investment9,865 — 
Other equity method investments – equity method investment 1
63,739 69,001 
Total carrying value$104,640 $102,252 
1In accordance with ASC 323, Investments – Equity Method and Joint Ventures, the net investment balance includes accretion of amortization of certain definite-lived intangibles.
v3.25.0.1
Trade Receivables, net
 12 Months Ended
Dec. 31, 2024
Receivables [Abstract]  
Trades Receivables, net Trade Receivables, net
Trade receivables, net balances were comprised of the following:
December 31,
20242023
(In thousands)
Trade customers$800,873 $807,458 
Equipment manufacturers8,479 24,903 
Insurance premiums2,179 33,000 
Other29,962 62,700 
Trade receivables841,493 928,061 
Less: Allowance for doubtful accounts(37,797)(39,458)
Trade receivables, net$803,696 $888,603 
The following is a rollforward of the allowance for doubtful accounts for trade receivables:
202420232022
(In thousands)
Beginning balance$39,458 $22,980 $21,663 
Provision2,913 19,116 13,078 
Recoveries(743)— — 
Write-offs directly against the reserve(1,806)(2,431)(994)
Write-offs for revenue adjustments(2,025)(1,520)(11,517)
Other 1
— 1,313 750 
Ending balance$37,797 $39,458 $22,980 
1    Represents allowance for doubtful trade accounts receivable assumed in 2023 from the Company's acquisitions. Represents measurement period adjustment during 2022 related to the MME acquisition. See Note 4 for further details regarding these acquisitions.
See Note 12 for a discussion of the Company's accounts receivable securitization program and the related accounting treatment.
v3.25.0.1
Assets Held for Sale
 12 Months Ended
Dec. 31, 2024
Property, Plant and Equipment Assets Held-for-Sale Disclosure [Abstract]  
Assets Held for Sale Assets Held for Sale
The Company expects to sell its assets held for sale within the next twelve months. Revenue equipment held for sale totaled $73.3 million and $83.4 million as of December 31, 2024 and 2023, respectively. Land and facilities held for sale totaled $9.7 million as of December 31, 2024. The Company had no land and facilities held for sale as of December 31, 2023. Net gains on disposals, including disposals of property and equipment classified as assets held for sale, reported in "Miscellaneous operating expenses" in the consolidated statements of comprehensive income were $34.4 million during 2024, $64.7 million during 2023, and $92.9 million during 2022.
During 2024, the Company incurred impairment losses of $12.4 million primarily related to certain tractors and trailers as a result of a softer used equipment market. During 2023, the Company incurred impairment losses of $0.5 million primarily related to certain tractors and trailers as a result of a softer used equipment market. During 2022, the Company did not recognize impairment losses related to assets held for sale.
v3.25.0.1
Goodwill and Other Intangible Assets
 12 Months Ended
Dec. 31, 2024
Goodwill and Intangible Assets Disclosure [Abstract]  
Goodwill and Other Intangible Assets Goodwill and Other Intangible Assets
Goodwill
The changes in the carrying amounts of goodwill were as follows:
202420232022
(In thousands)
Goodwill balance at beginning of period$3,848,798 $3,519,339 $3,515,135 
Acquisition and measurement period adjustments 1
113,344 329,459 4,204 
Goodwill balance at end of period$3,962,142 $3,848,798 $3,519,339 
1The goodwill associated with the U.S. Xpress Acquisition was allocated to the Truckload and Logistics segments. The goodwill associated with the MME and DHE acquisitions was allocated to the LTL segment. The goodwill associated with the Eleos and other acquisitions were allocated to the All Other Segments. See Note 4 regarding the amount attributed to adjustments to the opening balance sheets.
The following presents the components of goodwill by reportable segment as of December 31, 2024 and 2023:
December 31,
20242023
Net Carrying Amount 1
Net Carrying Amount 1
(In thousands)
Truckload$2,954,882 $2,929,116 
LTL630,521 548,322 
Logistics111,018 106,140 
Intermodal175,594 175,594 
All Other90,127 89,626 
Goodwill$3,962,142 $3,848,798 
1The net carrying amount and gross carrying amount are equal since there are no accumulated impairment losses.
There were no impairments identified during annual goodwill impairment testing in 2024, 2023, or 2022.
Other Intangible Assets
Other intangible asset balances were as follows:
December 31,
20242023
(In thousands)
Definite-lived intangible assets: 1
Gross carrying amount
$1,484,534 $1,426,592 
Accumulated amortization(411,400)(336,120)
Definite-lived intangible assets, net1,073,134 1,090,472 
Indefinite-lived trade names:
Gross carrying amount983,910 968,410 
Intangible assets, net$2,057,044 $2,058,882 
1The Company's definite-lived intangible assets include customer relationships which have a gross carrying amount of $1.5 billion and $1.4 billion as of December 31, 2024 and 2023, respectively. Other categories of the Company's definite-lived intangible assets include non-compete agreements, internally-developed software, trade names, and others. Identifiable intangible assets subject to amortization have been recorded at fair value. Definite-lived intangible assets related to acquisitions other than the 2017 Merger are amortized over a weighted-average amortization period of 19.4 years. The Company's customer relationship intangible assets related to the 2017 Merger are being amortized over a weighted average amortization period of 19.9 years.
The following table presents amortization of intangible assets related to the 2017 Merger and various acquisitions:
202420232022
(In thousands)
Amortization of intangible assets related to the 2017 Merger$41,375 $41,375 $41,375 
Amortization related to other intangible assets33,905 28,763 23,468 
Amortization of intangibles$75,280 $70,138 $64,843 
As of December 31, 2024, management anticipates that the composition and amount of amortization associated with intangible assets will be $77.0 million for 2025, $75.6 million for 2026, $74.4 million for 2027, $73.2 million for 2028, and $73.2 million for 2029. Actual amounts of amortization expense may differ from estimated amounts due to additional intangible asset acquisitions, impairment of intangible assets, accelerated amortization of intangible assets, and other events.
See Note 2 for accounting policies regarding goodwill and other intangible assets.
v3.25.0.1
Accrued Payroll and Purchased Transportation and Accrued Liabilities
 12 Months Ended
Dec. 31, 2024
Payables and Accruals [Abstract]  
Accrued Payroll and Purchased Transportation Accrued Payroll and Purchased Transportation and Accrued Liabilities
The following table presents the composition of accrued payroll and purchased transportation:
December 31,
20242023
(In thousands)
Accrued payroll 1
$165,281 $157,310 
Accrued purchased transportation29,594 7,574 
Accrued payroll and purchased transportation$194,875 $164,884 
1    Accrued payroll includes accruals related to the Knight-Swift 401(k) Retirement Plan (the "401(k) Plan") which is offered by the Company to its employees. Eligible employees must be at least 18 years of age, have completed ninety days of service, and belong to an Eligible Class of Employees (as defined in the 401(k) Plan) with the Company in order to participate in the 401(k) Plan. Employees earn vested interests in their employer contribution accounts over a period of five years based upon their years of service. The Employer may make discretionary matching contributions to the 401(k) Plan.
The Company's employee benefits expense for matching contributions related to the 401(k) plans was approximately $31.5 million, $31.3 million, and $29.6 million in 2024, 2023, and 2022, respectively. This expense was included in "Salaries, wages, and benefits" in the consolidated statements of comprehensive income. As of December 31, 2024 and 2023, the
balance above in accrued payroll included $39.2 million and $36.2 million, respectively, in matching contributions for the 401(k) plans.
The following table presents the composition of accrued liabilities:
December 31,
20242023
(In thousands)
Mandatorily redeemable contingent consideration 1
$— $134,107 
Other64,100 86,243 
Accrued liabilities$64,100 $220,350 
1    As of December 31, 2024, the mandatorily redeemable contingent consideration is included in "Other long-term liabilities" in the Company's consolidated balance sheet. Refer to Note 4 for further information regarding the contingent consideration related to the U.S. Xpress Acquisition.
v3.25.0.1
Claims Accruals
 12 Months Ended
Dec. 31, 2024
Liability for Unpaid Claims and Claims Adjustment Expense, Activity in Liability [Abstract]  
Claims Accruals Claims Accruals
Claims accruals represent the uninsured portion of outstanding claims at year-end. The current portion reflects the amount of claims expected to be paid in the following year. The Company's insurance programs for workers' compensation, auto and collision liability, physical damage, third-party carrier and independent contractor claims, cargo damage, and medical involves self-insurance with varying risk retention levels.
Claims accruals were comprised of the following:
December 31,
20242023
(In thousands)
Auto reserves$458,748 $413,662 
Workers’ compensation reserves87,712 95,164 
Third-party carrier claims reserves345 244,613 
Independent contractor claims reserves6,199 6,783 
Cargo damage reserves7,957 7,238 
Employee medical and other reserves24,872 28,216 
Claims accruals585,833 795,676 
Less: current portion of claims accruals(249,953)(480,200)
Claims accruals, less current portion$335,880 $315,476 
Self Insurance
Automobile Liability, General Liability, and Excess Liability — Effective November 1, 2023 the Company has $75.0 million in excess auto liability ("AL") coverage subject to aggregate limits as well as AL claims subject to a $15.0 million self-insured retention ("SIR") per occurrence in addition to certain specific deductibles within the excess coverage above the $15.0 million SIR. For 2019 through 2023 the Company maintained varying excess AL coverage ranging from $100.0 million to $130.0 million with AL claims subject to SIR per occurrence ranging from $2.0 million to $10.0 million, including aggregate deductibles, depending upon the respective subsidiary.
Workers' Compensation and Employers' Liability — The Company is self-insured for workers' compensation coverage. The Company, and its various subsidiaries maintain statutory coverage limits, subject to SIR for each accident and disease ranging from $1.0 million to $5.0 million depending upon the respective subsidiary.
Cargo Damage and Loss — The Company is insured against cargo damage and loss with liability limits of $2.0 million per truck or trailer with a $15.0 million limit per occurrence.
Medical — The Company and its various subsidiaries maintain primary and excess coverage for employee medical expenses, with SIR per claimant ranging from $0.4 million to $1.0 million depending upon the respective subsidiary.
Third-party Carrier Insurance
In 2020, the Company assumed premiums under a reinsurance agreement covering auto liability, including non-trucking auto liability, cargo and general liability coverages for individual members of an independent carrier safety association. The per occurrence limits assumed were $1.0 million per occurrence for auto liability claims, $1.0 million per occurrence for general liability claims, and $0.3 million per occurrence for cargo liability claims.
In 2022, the Company began assuming premiums under a reinsurance agreement covering automotive and physical damage with limits of $1.0 million per occurrence.
Based on results of operations of this business, including the continued unfavorable development of insurance reserves, the Company decided to initiate exiting this business during the fourth quarter of 2023 and ceased all third-party insurance operations and canceled any remaining policies as of March 31, 2024. As a result, we do not expect this business to have a material impact to our results moving forward.
During 2024, the Company finalized the terms for transactions with the insurer under the third-party reinsurance agreement covering auto liability associated with the Company's third-party carrier insurance business. The first agreement finalized on February 14, 2024, effectively transferred $161.1 million in third-party auto liability insurance claim liabilities to the insurer for policy periods from October 1, 2020 through March 31, 2023. The transfer of these liabilities was funded by conveying to the insurer the corresponding restricted cash held in trust for payment of the third-party insurance claims. A second agreement finalized on December 28, 2024, effectively transferred the remaining $77.2 million in third-party auto liability insurance claim liabilities to the insurer for the policy period of April 1, 2023 through March 31, 2024. The transfer of these liabilities will be funded by conveying to the insurer the corresponding restricted cash held in trust for payment of the third-party insurance claims in installments from December 30, 2024 through October 1, 2025. The Company remains responsible for potential additional premiums and aggregate reinsurance amounts above agreed loss development thresholds depending upon the ultimate development of claims.
See Note 2 for accounting policy regarding the Company's claims accruals.
v3.25.0.1
Income Taxes
 12 Months Ended
Dec. 31, 2024
Income Tax Disclosure [Abstract]  
Income Taxes Income Taxes
The following table presents the Company's income tax expense:
202420232022
(In thousands)
Current expense:
Federal$34,201 $15,726 $174,277 
State6,275 16,423 39,687 
Foreign11,799 12,135 4,277 
52,275 44,284 218,241 
Deferred expense (benefit):
Federal(13,448)17,353 25,850 
State(6,612)(2,397)1,432 
Foreign745 (4,472)3,865 
(19,315)10,484 31,147 
Income tax expense$32,960 $54,768 $249,388 
Rate Reconciliation — Expected tax expense is computed by applying the US federal corporate income tax rate of 21.0% to earnings before income taxes for 2024, 2023, and 2022. Actual tax expense differs from expected tax expense as follows:
202420232022
(In thousands)
Computed "expected" tax expense$31,300 $56,761 $214,306 
Increase (decrease) in income taxes resulting from:
State income taxes, net of federal income tax benefit(1,654)10,578 32,786 
Addition/(release) of valuation allowance628 (14,604)— 
Nondeductible per-diem paid to drivers2,954 2,406 — 
Effect of rates different than statutory3,156 1,721 2,217 
Mark-to-market adjustment(7,690)— — 
Other, net4,266 (2,094)79 
Income tax expense$32,960 $54,768 $249,388 
Deferred Income Taxes — The components of the net deferred tax asset (liability) included in "Deferred tax liabilities" in the consolidated balance sheets were:
December 31,
20242023
(In thousands)
Deferred tax assets:
Accrued liabilities$16,340 $12,282 
Allowance for doubtful accounts16,354 16,733 
Bonus accrual2,136 2,331 
Claims accrual136,779 127,850 
Capital loss carryforward2,839 6,518 
Deferred revenue4,596 5,358 
Interest expense limitation carryforwards34,197 18,530 
Lease reserve5,807 7,900 
Net operating loss and credit carryforwards46,246 54,173 
Stock amortization8,884 8,947 
Operating Lease liabilities92,678 120,782 
Research and development13,645 7,717 
Vacation accrual5,788 6,430 
Other896 3,979 
Total deferred tax assets387,185 399,530 
Valuation allowance(11,063)(10,435)
Total deferred tax assets, net376,122 389,095 
Deferred tax liabilities:
Intangible assets(426,185)(430,948)
Investments(4,918)(316)
Property and equipment, principally due to differences in depreciation(748,950)(766,053)
Prepaid taxes, licenses, and permits deducted for tax purposes(18,784)(19,936)
Operating lease right-of-use assets(91,172)(118,152)
Foreign accruals(4,250)(3,760)
Unrecognized tax benefit(1,677)(1,677)
Other— (2)
Total deferred tax liabilities(1,295,936)(1,340,844)
Deferred income taxes$(919,814)$(951,749)
Valuation Allowance — Valuation allowances are provided if, based upon the weight of available evidence, it is more likely than not that some or all of the deferred tax assets will not be realized. The Company has a valuation allowance of $11.1 million and $10.4 million at December 31, 2024 and December 31, 2023, respectively, to offset the tax benefit of capital loss and certain state operating loss carryforwards. In 2024, $3.0 million of the valuation allowance was reversed primarily due to the utilization and expiration of the Company's capital loss carryforward. In addition, $3.6 million in valuation allowance was established to offset the tax benefit of certain separate company state operating loss carryforwards.
202420232022
(In thousands)
Valuation allowance at beginning of year$10,435 $— $— 
Additions charged to provision for income taxes3,616 35 — 
Charges to other accounts— 25,039 — 
Reductions, deferred tax assets realized or written-off(2,988)(14,639)— 
Valuation allowance at end of year$11,063 $10,435 $— 
Cumulative Undistributed Foreign Earnings — As of December 31, 2024, foreign withholding taxes have not been provided on approximately $168.3 million of cumulative undistributed earnings of foreign subsidiaries. The earnings are considered to be permanently reinvested outside the US. As such, the Company is not required to provide withholding taxes on these earnings until they are repatriated in the form of dividends or otherwise.
Unrecognized Tax Benefits — The Company's unrecognized tax benefits as of December 31, 2024 would favorably impact the Company's effective tax rate if subsequently recognized. Management does not expect a decrease in unrecognized tax benefits during the next twelve months.
See Note 2 for accounting policy related to the Company's income taxes.
A reconciliation of the beginning and ending amounts of unrecognized tax benefits for 2024, 2023, and 2022 is below:
202420232022
(In thousands)
Unrecognized tax benefits at beginning of year$1,677 $1,735 $1,735 
Increases for tax positions taken in the current year— 1,677 — 
Decreases for tax positions taken prior to beginning of year— (1,080)— 
Lapse of statute of limitations— (655)— 
Unrecognized tax benefits at end of year$1,677 $1,677 $1,735 
Interest and Penalties — There were no accrued interest and penalties as of December 31, 2024 and December 31, 2023.
Tax Examinations — Certain of the Company's subsidiaries are currently under examination by federal and state jurisdictions for tax years ranging from 2009 to 2022. At the completion of these examinations, management does not expect any adjustments that would have a material impact on the Company's effective tax rate. Years subsequent to 2019 remain subject to examination.
v3.25.0.1
Accounts Receivable Securitization
 12 Months Ended
Dec. 31, 2024
Transfers and Servicing of Financial Assets [Abstract]  
Accounts Receivable Securitization Accounts Receivable Securitization
On October 23, 2023, the Company entered into the 2023 RSA, which further amended the 2022 RSA. The 2023 RSA is a secured borrowing that is collateralized by the Company's eligible receivables, for which the Company is the servicing agent. The Company's receivable originator subsidiaries sell, on a revolving basis, undivided interests in all of their eligible accounts receivable to Swift Receivables Company II, LLC ("SRCII") who in turn sells a variable percentage ownership in those receivables to the various purchasers. The Company's eligible receivables are included in "Trade receivables, net of allowance for doubtful accounts" in the consolidated balance sheets. As of December 31, 2024, the Company's eligible receivables generally have high credit quality, as determined by the obligor's corporate credit rating.
The 2023 RSA is subject to fees, various affirmative and negative covenants, representations and warranties, and
default and termination provisions customary for facilities of this type. The Company was in compliance with these covenants as of December 31, 2024. Collections on the underlying receivables by the Company are held for the benefit of SRCII and the various purchasers and are unavailable to satisfy claims of the Company and its subsidiaries.
The following table summarizes the key terms of the 2023 RSA (dollars in thousands):
2023 RSA
(Dollars in thousands)
Effective dateOctober 23, 2023
Final maturity dateOctober 1, 2025
Borrowing capacity$575,000 
Accordion option 1
$100,000 
Unused commitment fee rate 2
20 to 40 basis points
Program fees on outstanding balances 3
one month SOFR + credit spread adjustment 10 basis points + 82.5 basis points
1The accordion option increases the maximum borrowing capacity, subject to participation by the purchasers.
2The commitment fee rates are based on the percentage of the maximum borrowing capacity utilized.
3As identified within the 2023 RSA, the lender can trigger an amendment by identifying and deciding upon a replacement index for SOFR.
Availability under the 2023 RSA is calculated as follows:
December 31,
20242023
(In thousands)
Borrowing base, based on eligible receivables$500,700 $527,600 
Less: outstanding borrowings 1
(459,200)(527,000)
Less: outstanding letters of credit(27,167)— 
Availability under accounts receivable securitization facilities$14,333 $600 
1As of December 31, 2024, outstanding borrowings are included in "Accounts receivable securitization – current portion" in the consolidated balance sheets and are offset by $0.2 million of deferred loan costs. As of December 31, 2023, outstanding borrowings are included in "Accounts receivable securitization – less current portion" in the consolidated balance sheets and are offset by $0.5 million of deferred loan costs. Interest accrued on the aggregate principal balance at a rate of 5.5% and 6.3%, as of December 31, 2024 and 2023, respectively.
Program fees and unused commitment fees are recorded in "Interest expense" in the consolidated statements of comprehensive income. The Company's accounts receivable securitization incurred program fees of $28.9 million in 2024, $24.8 million in 2023, and $9.3 million in 2022.
Refer to Note 21 for information regarding the fair value of the 2023 RSA.
v3.25.0.1
Debt And Financing
 12 Months Ended
Dec. 31, 2024
Debt Disclosure [Abstract]  
Debt And Financing Debt and Financing
Other than the Company's accounts receivable securitization as discussed in Note 12 and its outstanding finance lease obligations as discussed in Note 14, the Company's long-term debt consisted of the following:
December 31,
20242023
(In thousands)
2021 Term Loan A-2, due September 3, 2026, net 1 2
$349,149 $199,902 
2021 Term Loan A-3, due September 3, 2026, net 1 2
779,411 799,058 
2023 Term Loan, due September 3, 2026, net 1 3
249,459 249,135 
Revenue equipment installment notes 1 4
192,255 279,339 
Prudential Notes, net 1
16,611 25,078 
Other6,722 8,567 
Total long-term debt, including current portion1,593,607 1,561,079 
Less: current portion of long-term debt(148,294)(338,058)
Long-term debt, less current portion$1,445,313 $1,223,021 
December 31,
20242023
(In thousands)
Total long-term debt, including current portion$1,593,607 $1,561,079 
2021 Revolver, due September 3, 2026 1 5
232,000 67,000 
Long-term debt, including revolving line of credit$1,825,607 $1,628,079 
1Refer to Note 21 for information regarding the fair value of debt.
2The carrying amounts of the 2021 Term Loan A-2 and 2021 Term Loan A-3 are net of $0.9 million and $0.6 million in deferred loan costs as of December 31, 2024, respectively. The carrying amounts of the 2021 Term Loan A-2, and 2021 Term Loan A-3 are net of $0.1 million and $0.9 million in deferred loan costs as of December 31, 2023, respectively.
3As of December 31, 2024, the carrying amount of the 2023 Term Loan was net of $0.5 million in deferred loan costs. As of December 31, 2023, the carrying amount of the 2023 Term Loan was net of $0.9 million in deferred loan costs.
4The revenue equipment installment loans were assumed at the close of the U. S. Xpress Acquisition and have a weighted average interest rate of 4.68% as of December 31, 2024.
5The Company also had outstanding letters of credit of $18.1 million and $18.0 million under the 2021 Revolver, primarily related to workers' compensation and self-insurance liabilities, at December 31, 2024 and December 31, 2023, respectively. The Company also had outstanding letters of credit of $246.0 million and $264.3 million under a separate bilateral agreement which do not impact the availability of the 2021 Revolver as of December 31, 2024 and December 31, 2023, respectively.
Credit Agreements
2021 Debt Agreement — On September 3, 2021, the Company entered into the $2.3 billion 2021 Debt Agreement (an unsecured credit facility) with a group of banks, replacing the Company's prior debt agreements. The 2021 Debt agreement included the 2021 Term Loan A-1 which was paid off on December 3, 2022. On August 6, 2024, the Company entered into the First Amendment to the 2021 Debt Agreement (the "2024 Amendment") which, among other things, extended the maturity of the Company's 2021 Term Loan A-2 from September 3, 2024 to September 3, 2026, increased the size of the 2021 Term Loan A-2 from $200 million to $350 million, aligned the applicable margin for the 2021 Term Loan A-2 with that of the rest of the credit facility, transitioned the reference rate for the credit facility from BSBY to SOFR, and made other conforming changes. The following table presents the key terms of the 2021 Debt Agreement, as amended by the 2024 Amendment:
2021 Term Loan A-22021 Term Loan A-3
2021 Revolver 2
2021 Debt Agreement Terms(Dollars in thousands)
Maximum borrowing capacity$350,000$800,000$1,100,000
Final maturity dateSeptember 3, 2026September 3, 2026September 3, 2026
Interest rate margin reference rateSOFR + credit spread adjustment 10 basis pointsSOFR + credit spread adjustment 10 basis pointsSOFR + credit spread adjustment 10 basis points
Interest rate minimum margin 1
0.88%0.88%0.88%
Interest rate maximum margin 1
1.50%1.50%1.50%
Minimum principal payment — amount$—$10,000$—
Minimum principal payment — frequencyOnceQuarterlyOnce
Minimum principal payment — commencement dateSeptember 3, 2026September 30, 2024September 3, 2026
1The interest rate margin for the 2021 Term Loan and 2021 Revolver is based on the Company's consolidated leverage ratio. As of December 31, 2024, interest accrued at 5.96% on the 2021 Term Loan A-2, 5.96% on the 2021 Term Loan A-3, and 5.96% on the 2021 Revolver.
2The commitment fee for the unused portion of the 2021 Revolver is based on the Company's consolidated leverage ratio, and ranges from 0.10% to 0.20%. As of December 31, 2024, commitment fees on the unused portion of the 2021 Revolver accrued at 0.20% and outstanding letter of credit fees accrued at 1.50%.
Pursuant to the 2021 Debt Agreement, the 2021 Revolver and the 2021 Term Loans contain certain financial covenants with respect to a maximum net leverage ratio and a minimum consolidated interest coverage ratio. The 2021 Debt Agreement provides flexibility regarding the use of proceeds from asset sales, payment of dividends, stock repurchases, and equipment financing. In addition to the financial covenants, the 2021 Debt Agreement includes usual and customary events of default for a facility of this nature and provides that, upon the occurrence and continuation of an event of default, payment of all amounts payable under the 2021 Debt Agreement may be accelerated, and the lenders' commitments may be terminated. The 2021 Debt Agreement contains certain usual and customary restrictions and covenants relating to, among other things, dividends (which are restricted only if a default or event of default occurs and is continuing or would result therefrom), liens, affiliate transactions, and other indebtedness. As of December 31, 2024, the Company was in compliance with the covenants under the 2021 Debt Agreement.
Borrowings under the 2021 Debt Agreement, are made by Knight-Swift Transportation Holdings Inc., and are guaranteed by certain of the Company's material domestic subsidiaries (other than its captive insurance subsidiaries, driving academy subsidiary, and bankruptcy-remote special purpose subsidiary).
2023 Term Loan — On June 22, 2023, the Company entered into the $250.0 million 2023 Term Loan (an unsecured credit facility) with a group of banks. The 2023 Term Loan matures on September 3, 2026. There are no scheduled principal payments due until maturity. The 2023 Term Loan contains terms similar to the 2021 Debt Agreement. The proceeds received from the 2023 Term Loan were used to fund a portion of the Company's acquisition of U.S. Xpress. The interest rate applicable to the 2023 Term Loan is subject to a leverage-based grid and as of December 31, 2024 is equal to SOFR plus the 0.1% SOFR adjustment plus 1.75%. As of December 31, 2024, interest accrued at 6.21% on the 2023 Term Loan.
U.S. Xpress's Revenue Equipment Installment Notes — In connection with the U.S. Xpress Acquisition, the Company assumed revenue equipment installment notes with various lenders to finance tractors and trailers. Payments are due in monthly installments with final maturities at various dates through March 15, 2028, and the notes are secured by related revenue equipment with a net book value of $166.4 million as of December 31, 2024. Payment terms generally range from 48 months to 84 months. The interest rates as of December 31, 2024 range from 2.0% to 7.17%.
2021 Prudential Notes — Through the ACT Acquisition, the Company assumed the Second Amended and Restated Note Purchase and Private Shelf Agreement with Prudential Capital Group ("2014 Prudential Notes"). On September 3, 2021, ACT entered into the 2021 Prudential Notes, replacing the 2014 Prudential Notes. The 2021 Prudential Notes have interest rates ranging from 4.05% to 4.40% and various maturity dates ranging from January 2025 through January 2028.
The 2021 Prudential Notes previously allowed ACT to borrow up to $125.0 million, less amounts then currently outstanding with Prudential Capital Group, provided that certain financial ratios are maintained. The 2021 Prudential Notes are unsecured and contain usual and customary restrictions on, among other things, the ability to make certain payments to stockholders, similar to the provisions of the Company's 2021 Debt Agreement. As of December 31, 2024, ACT was in compliance with the covenants under the 2021 Prudential Notes.
See Note 21 for fair value disclosures regarding the Company's debt instruments.
v3.25.0.1
Leases
 12 Months Ended
Dec. 31, 2024
Leases [Abstract]  
Leases Leases
Lessee Disclosures
Lease Cost — The components of the Company's lease cost were as follows:
20242023
(in thousands)
Operating lease cost:
Operating lease costs$160,891 $116,811 
Short-term lease cost 1
10,774 13,458 
Rental expense171,665 130,269 
Finance lease cost:
Amortization of property and equipment134,597 62,591 
Interest expense23,286 12,452 
Total finance lease cost157,883 75,043 
Total operating and finance lease costs$329,548 $205,312 
1    Short-term lease cost includes leases with a term of twelve months or less, as well as month-to-month leases and variable lease costs.
Lease Liability Calculation Assumptions — The assumptions underlying the calculation of the Company's right-of-use assets and corresponding lease liabilities are disclosed below.
December 31,
20242023
OperatingFinanceOperatingFinance
Revenue equipment leases
Weighted average remaining lease term3.6 years3.6 years3.9 years3.8 years
Weighted average discount rate5.0 %4.4 %4.9 %3.6 %
Real estate and other leases
Weighted average remaining lease term8.3 years8.3 years8.8 years9.3 years
Weighted average discount rate4.4 %4.2 %4.1 %4.2 %
Maturity Analysis of Lease Liabilities (as Lessee) — Future minimum lease payments for all noncancellable leases were:
December 31, 2024
OperatingFinance
(In thousands)
2025$139,070 $164,614 
202698,954 106,955 
202753,905 129,833 
202836,971 130,591 
202923,864 70,818 
Thereafter106,872 72,584 
Future minimum lease payments459,636 675,395 
Less: amounts representing interest(64,372)(77,958)
Present value of minimum lease payments395,264 597,437 
Less: current portion(120,715)(140,134)
Lease liabilities – less current portion$274,549 $457,303 
Supplemental Cash Flow Lease Disclosures — The following table sets forth cash paid for amounts included in the measurement of lease liabilities:
20242023
(in thousands)
Operating cash flows for operating leases$175,898 $120,550 
Operating cash flows for finance leases23,286 12,452 
Financing cash flows for finance leases134,838 60,887 
Refer to Note 22 for information regarding the leasing transactions between the Company and its related parties.
Lessor Disclosures
The Company leases revenue equipment to independent contractors and other third parties under operating leases, which generally have terms between three and four years, and include renewal and purchase options. These leases also include variable charges associated with miles driven in excess of the stipulated allowable miles in the contract, which are accounted for separately and presented in the table below. Lease classification is determined based on minimum rental receipts per the agreement, including residual value guarantees, when applicable, as well as receivables due to the Company upon default or cross-default. When independent contractors default on their leases, the Company typically re-leases the equipment to other independent contractors. As such, future lease receipts reflect original leases and re-leases.
The Company's leases to third parties, some of which are subleases, are generally short-term, and may include renewal options.
The owned assets underlying the Company's leases as lessor primarily consist of revenue equipment. As of December 31, 2024 and 2023, the gross carrying value of such revenue equipment underlying these leases was $51.9 million and $68.3 million, respectively, and accumulated depreciation was $26.5 million and $33.2 million, respectively. Depreciation is calculated on a straight-line basis down to the residual value, as applicable, over the estimated useful life of the equipment. Depreciation expense for these assets was $12.7 million and $13.2 million for 2024 and 2023, respectively.
Additionally, the Company periodically leases or subleases out real estate for use by third parties. These leases have varying terms, and may include renewal options.
Management’s significant assumptions and judgments include the determination of the amount the Company expects to derive from the underlying asset at the end of the lease term, as well as whether a contract contains a lease.
Lease Revenue and Rental Income — The components of the Company's lease revenue are included in "Revenue, excluding truckload and LTL fuel surcharge" and the Company's rental income is included in "Other income, net" in the consolidated statements of comprehensive income. These amounts are disclosed in the table below.
20242023
(in thousands)
Operating lease revenue$55,154 $80,021 
Variable lease revenue911 995 
Total lease revenue 1
$56,065 $81,016 
Rental income 2
$15,379 $13,656 
1    Represents operating revenue earned by the Company for leasing equipment to independent contractors and other third-parties.
2    Represents non-operating income earned from leasing real estate to third parties.
Maturity Analysis of Future Lease Revenues (as Lessor) — Future minimum lease revenues for all noncancellable leases were:
December 31, 2024
(In thousands)
2025$46,077 
202627,926 
202715,422 
20284,506 
2029726 
Thereafter3,336 
Future minimum lease revenues$97,993 
Refer to Note 22 for information regarding the leasing transactions between the Company and related parties.
v3.25.0.1
Defined Benefit Pension Plan
 12 Months Ended
Dec. 31, 2024
Retirement Benefits [Abstract]  
Defined Benefit Plan Defined Benefit Pension Plan
Through the ACT Acquisition, the Company assumed a defined benefit pension plan covering ACT's drivers, drivers' helpers, warehousemen, warehousemen's helpers, mechanics, and mechanics' helpers. The plan provides normal retirement benefits based on years of credited service and applicable benefit units as defined by the plan. Provision is also made for early and defined retirements.
The pension plan was amended such that benefit accrual and plan participation for the plan were effectively frozen as of January 1, 1997, resulting in a curtailment on that date. The net pension liability recognized is as follows:
December 31,
20242023
(In thousands)
Projected benefit obligation$32,717 $35,401 
Less: fair value of plan assets33,788 $35,423 
Overfunded status
$(1,071)$(22)
Accrued pension liability recognized 1
$1,238 $847 
1The pension liability is included in "Other long-term liabilities" in the consolidated balance sheets.
"Other comprehensive income (loss)" in the consolidated statements of comprehensive income included a $0.1 million gain during 2024 and a $1.4 million gain and $0.5 million for partial settlement of the plan related to a retiree annuity purchase during 2023. The provisions of the plan do not require compensation levels to be considered in determining the plan’s benefit obligation. As such, the accumulated benefit obligation and projected benefit obligation are the same.
Other information concerning the defined benefit pension plan is summarized below:
20242023
(In thousands)
Net periodic pension income (expense)$391 $(7)
Benefits paid1,363 $3,050 
Assumptions
A weighted-average discount rate of 5.11% and 4.85% was used to determine benefit obligations as of December 31, 2024 and December 31, 2023, respectively.
The following weighted-average assumptions were used to determine net periodic pension cost:
20242023
Discount rate5.39 %4.73 %
Expected long-term rate of return on pension plan assets6.00 %6.00 %
ACT's assumptions for the expected long-term rate of return on pension plan assets are based on a periodic review of the plan’s asset allocation over a long-term period. Expectations of returns for each asset class are based on comprehensive reviews of historical data and economic/financial market theory. The expected long-term rate of return on pension plan assets was selected from within the reasonable range of rates determined by (1) historical real returns, net of inflation, for the asset classes covered by the investment policy and (2) projections of inflation over the long-term period during which benefits are payable to plan participants.
The defined benefit pension plan weighted-average asset allocations, by asset category, are as follows:
20242023
Asset category:
Equity securities— %— %
Debt securities98 %97 %
Cash and cash equivalents
2 %3 %
Total100 %100 %
Pension plan assets
The target allocation by asset category, is as follows:
20242023
Asset category:
Debt securities100 %100 %
Total100 %100 %
The investment policy includes various guidelines and procedures designed to ensure assets are invested in a manner necessary to meet expected future benefit payments. The investment guidelines consider a broad range of economic conditions. Central to the policy are target allocation percentages (shown above) by major asset categories. The objectives of the target allocation percentages are to maintain investment portfolios that diversify risk through prudent asset allocation parameters and achieve asset returns that meet or exceed the plan’s actuarial assumptions.
Refer to Note 21 for additional information regarding fair value measurements of the Company's investments.
Cash flows
ACT did not contribute to the pension plan during 2024. ACT is not expecting to recognize any net loss within "Other comprehensive loss" in the consolidated statements of comprehensive income during 2025.
The following benefit payments are expected to be paid in each of the fiscal years as follows:
December 31, 2024
(In thousands)
20252,177 
20262,334 
20272,455 
20282,552 
20292,554 
2030 through 203412,742 
Total$24,814 
v3.25.0.1
Purchase Commitments
 12 Months Ended
Dec. 31, 2024
Commitments and Contingencies Disclosure [Abstract]  
Purchase Commitments Purchase Commitments
As of December 31, 2024, the Company had outstanding commitments to acquire revenue equipment of $619.0 million in 2025 ($552.2 million of which were tractor commitments) and none thereafter. These purchases may be financed through any combination of operating leases, finance leases, debt, proceeds from sales of existing equipment, and cash flows from operations.
As of December 31, 2024, the Company had outstanding purchase commitments to acquire facilities and non-revenue equipment of $104.3 million in 2025, $26.4 million in the two-year period 2026 through 2027, and $8.6 million in the two-year period 2028 through 2029, and none thereafter. Factors such as costs and opportunities for future terminal expansions may change the amount of such expenditures.
v3.25.0.1
Contingencies and Legal Proceedings
 12 Months Ended
Dec. 31, 2024
Commitments and Contingencies Disclosure [Abstract]  
Contingencies and Legal Proceedings Contingencies and Legal Proceedings
Accounting Policy
The Company is involved in certain claims and pending litigation primarily arising in the normal course of business. The majority of these claims relate to workers' compensation, auto collision and liability, physical damage, and cargo damage, as well as certain class action litigation in which plaintiffs allege failure to provide meal and rest breaks, unpaid wages, unauthorized deductions, and other items. The Company accrues for the uninsured portion of claims losses and the gross amount of other losses when the likelihood of the loss is probable and the amount of the loss is reasonably estimable. These accruals are based on management's best estimate within a possible range of loss. When there is no amount within the range of loss that appears to be a better estimate than any other amount, then management accrues to the low end of the range. Legal fees are expensed as incurred.
When it is reasonably possible that exposure exists in excess of the related accrual (which could be no accrual), management discloses an estimate of the possible loss or range of loss, unless an estimate cannot be determined (because, among other reasons, (1) the proceedings are in various stages that do not allow for assessment; (2) damages have not been sought; (3) damages are unsupported and/or exaggerated; (4) there is uncertainty as to the outcome of pending appeals; and/or (5) there are significant factual issues to be resolved).
If the likelihood of a loss is remote, the Company does not accrue for the loss. However, if the likelihood of a loss is remote, but it is at least reasonably possible that one or more future confirming events may materially change management's estimate within twelve months from the date of the financial statements, management discloses an estimate of the possible loss or range of loss, unless an estimate cannot be determined.
Legal Proceedings
The Company is party to certain legal proceedings incidental to its business. The majority of these claims relate to bodily injury, property damage, cargo and workers' compensation incurred in the transportation of freight, as well as certain class action litigation related to personnel and employment matters. We record a liability when we believe that it is probable that a loss has been incurred and the amount can be reasonably estimated.
Based on management's present knowledge of the facts and, in certain cases, advice of outside counsel, management believes the resolution of open claims and pending litigation, taking into account existing reserves, is
not likely to have a materially adverse impact on our overall financial position, operating results, or cash flows. However, there are inherent uncertainties in these legal matters, some of which are beyond management's control, making the ultimate outcomes difficult to predict. Moreover, management's views and estimates related to these matters may change in the future, as new events and circumstances arise and the matters continue to develop. The Company's financial position, cash flows or results of operations could be materially affected in any particular period by future claims or the adverse development or ultimate resolution of one or more of these contingencies.
The Company has made accruals with respect to its legal matters where appropriate, as well as legal fees which are included in "Accrued liabilities" in the consolidated balance sheets. The Company has recorded an aggregate accrual of approximately $6.8 million and $4.8 million relating to the Company's outstanding legal proceedings as of December 31, 2024 and 2023, respectively.
Other Environmental
The Company's tractors and trailers are involved in motor vehicle accidents, experience damage, mechanical failures and cargo issues as an incidental part of the normal ordinary course of operations. From time to time, these matters result in the discharge of diesel fuel, motor oil, or other hazardous materials into the environment. Depending on local regulations and who is determined to be at fault, the Company is sometimes responsible for the clean-up costs associated with these discharges. As of December 31, 2024, the Company's estimate for its total legal liability for all such clean-up and remediation costs was approximately $1.4 million in the aggregate for all current and prior year claims.
v3.25.0.1
Share Repurchase Plans
 12 Months Ended
Dec. 31, 2024
Equity [Abstract]  
Share Repurchase Plans Share Repurchase Plans
In 2022, the Company announced that the Board approved the repurchase of up to $350.0 million of the Company's outstanding common stock (the "2022 Knight-Swift Share Repurchase Plan").
The Company made no share repurchases during 2024 and 2023.no
As of December 31, 2024 and December 31, 2023, the Company had $200.0 million remaining under the 2022 Knight-Swift Share Repurchase Plan.
v3.25.0.1
Stock-based Compensation
 12 Months Ended
Dec. 31, 2024
Share-Based Payment Arrangement [Abstract]  
Stock-based compensation Stock-based Compensation
Compensatory Stock Plans
Before the 2017 Merger, Knight and Swift granted stock-based awards under their respective stock-based compensation plans, discussed below.
2014 Stock Plan — Currently, the 2014 Stock Plan, as amended and restated, is the Company’s only compensatory stock-based incentive plan. The previous 2014 stock plan replaced Swift's 2007 Omnibus Incentive Plan when it was adopted by Swift's board of directors in March 2014 and then approved by the Swift stockholders in May 2014. The previous 2014 stock plan was amended and restated to rename the plan and for other administrative changes relating to the 2017 Merger. The 2014 Stock Plan was again amended and restated in 2020 to increase the number of shares of common stock available for issuance and extended the term of the 2014 Stock Plan, as well as to amend certain provisions to comply with best practices. Other terms of the 2014 Stock Plan, as amended and restated, remain substantially the same as the previous 2014 stock plan and first amended and restated stock plan. The 2014 Stock Plan, as amended and restated, permits the payment of cash incentive compensation and authorizes the granting of stock options, stock appreciation rights, restricted stock and restricted stock units, performance shares and performance units, cash-based awards, and stock-based awards to the Company's employees and non-employee directors. As of December 31, 2024, the aggregate number of shares remaining available under the 2014 Stock Plan was approximately 4.3 million.
U.S. Xpress Assumption — In connection with the U.S. Xpress Acquisition the registered securities under the U.S. Xpress 2018 Omnibus Plan (the "U.S. Xpress Legacy Plan") were deregistered. As such, no future awards may be granted under the U.S. Xpress Legacy Plan. Outstanding awards granted under the U.S. Xpress Legacy Plan were assumed by Knight-Swift and continue to be governed by the U.S. Xpress Legacy Plan until such awards have been exercised, forfeited, canceled, or have otherwise expired or terminated.
Legacy Plans — In connection with the 2017 Merger, the registered securities under the Knight Amended and Restated 2003 Stock Option Plan, the Knight 2012 Equity Compensation Plan, the Knight Amended and Restated 2015 Omnibus Incentive Plan, and the Swift 2007 Omnibus Incentive Plan (collectively, the "Legacy Plans") were deregistered. As such, no future awards may be granted under these Legacy Plans. Outstanding awards granted under the Legacy Plans were assumed by Knight-Swift and continue to be governed by such Legacy Plans until such awards have been exercised, forfeited, canceled, or have otherwise expired or terminated.
See Note 2 regarding the Company's accounting policy for stock-based compensation.
Stock-based Compensation Expense
Stock-based compensation expense, net of forfeitures, which is included in "Salaries, wages, and benefits" in the consolidated statements of comprehensive income is comprised of the following:
 202420232022
(In thousands)
Restricted stock units22,887 27,543 21,091 
Performance units670 379 12,837 
Total stock-based compensation expense, net of forfeitures$23,557 $27,922 $33,928 
Income tax benefit 1
$4,768 $6,166 $4,201 
1The income tax benefit is calculated by applying the statutory tax rate to stock-based compensation expense for equity awards.
Unrecognized Stock-based Compensation Expense
The following table presents the total unrecognized stock-based compensation expense and the expected weighted average period over which these expenses will be recognized:
December 31, 2024
ExpenseWeighted Average Period
(In thousands)(In years)
Restricted stock units48,567 2.0
Performance units9,273 2.4
Total unrecognized stock-based compensation expense$57,840 2.1
Stock Award Grants
 202420232022
Restricted stock units520,331 422,384 534,307 
Performance units90,105 106,880 118,520 
Total stock awards granted610,436 529,264 652,827 
Stock Options
Stock options are the contingent right of award holders to purchase shares of the Company's common stock at a stated price for a limited time. The exercise price of options granted equals the fair value of the Company's common stock determined by the closing price of the Company's common stock quoted on the NYSE on the grant date. Most stock options granted by the Company could not be exercised until at least one year after the grant date and had a five to ten-year contractual term. Stock options were generally forfeited upon termination of employment for reasons other than death, disability, or retirement.
As of December 31, 2024 and 2023, the Company had no stock options outstanding.
The following table summarizes stock option exercise information for the years presented:
Stock option exercises20232022
(In thousands, except share data)
Number of stock options exercised6,813 76,900 
Intrinsic value of stock options exercised$225 $1,297 
Cash received upon exercise of stock options$162 $2,511 
Income tax benefit$44 $63 
Restricted Stock Units
A restricted stock unit represents a right to receive a common share of stock when the unit vests. Restricted stock unit recipients do not have voting rights with respect to the shares underlying unvested awards. Employees generally forfeit their units if their employment terminates before the vesting date, with the exception of death, disability, or retirement.
The following table is a rollforward of unvested restricted stock units:
Unvested restricted stock units:Number of Awards
Weighted Average Fair Value 1
Unvested restricted stock units at December 31, 20231,544,426 $48.71 
Granted520,331 49.66 
Vested 2
(527,094)46.13 
Forfeited(146,222)51.26 
Unvested restricted stock units at December 31, 20241,391,441 $49.77 
1The fair value of each restricted stock unit is based on the closing market price on the grant date.
2Includes 185,782 shares withheld for taxes which were excluded from the "Common stock issued to employees" activity within the consolidated statements of stockholders' equity.
Performance Units
The Company issues performance units to select key employees, that may be earned based on achieving performance targets approved by the compensation committee annually. The initial award is subject to an adjustment determined by the Company's performance achieved over a three-year performance period when compared to the objective performance standards adopted by the compensation committee. Furthermore, the performance units have additional service requirements subsequent to the achievement of the performance targets. Performance units do not earn dividend equivalents.
The following table is a rollforward of unvested performance units:
Unvested performance units: Shares  Weighted Average Fair Value
Unvested performance units at December 31, 2023477,092 $54.17 
Granted90,105 $61.17 
Shares earned above target19,998 $42.34 
Vested 1
(103,915)$43.41 
Forfeited(178,090)$59.32 
Unvested performance units at December 31, 2024 2
305,190 $59.88 
1Includes 37,941 shares withheld for taxes which were excluded from the "Common stock issued to employees" activity within the consolidated statements of stockholders' equity.
2The performance measurement period for units granted in 2021 is January 1, 2022 to December 31, 2024 (three full calendar years). The performance measurement period for units granted in 2022 is January 1, 2023 to December 31, 2025 (three full calendar years). The performance measurement period for units granted in 2023, as well as certain units granted in 2024, is January 1, 2024 to December 31, 2026 (three full calendar years). The performance measurement period for units granted in 2024 is January 1, 2025 to December 31, 2027 (three full calendar years). All performance units, if and to the extent earned, will vest one month following the expiration of the performance measurement period.
The following table presents the weighted average assumptions used in the fair value computation for performance units:
Performance unit fair value assumptions:202420232022
Dividend yield 1
1.09 %0.97 %0.87 %
Expected volatility 2
30.74 %30.09 %33.11 %
Average peer volatility 2
34.89 %33.59 %38.22 %
Average peer correlation coefficient 3
0.560.580.61
Risk-free interest rate 4
4.09 %4.08 %4.07 %
Expected term (in years) 5
3.13.03.1
Weighted-average fair value of performance units granted$61.17 $59.74 $57.78 
1The dividend yield, used to project stock price to the end of the performance period, is based on the Company's historical experience and future expectation of dividend payouts. Total stockholder return is determined assuming that dividends are reinvested in the issuing entity over the performance period, which is mathematically equivalent to utilizing a 0% dividend yield.
2Management (or peer company) estimated volatility using the Company's (or peer company's) historical share price performance over the remaining performance period as of the grant date.
3The correlation coefficients are used to model the way in which each entity tends to move in relation to each other; the correlation assumptions were developed using the same stock price data as the volatility assumptions.
4The risk-free interest rate assumption is based on US Treasury securities at a constant maturity with a maturity period that most closely resembles the expected term of the performance award.
5Since the Monte Carlo Simulation valuation is an open form model that uses an expected life commensurate with the performance period, the expected life of the performance units was assumed to be the period from the grant date to the end of the performance period.
Non-compensatory Stock Plan: ESPP
The Company's 2012 ESPP is administered by the Company, is intended to qualify under Section 423 of the Internal Revenue Code, and is considered non-compensatory. Pursuant to the 2012 ESPP, the Company is authorized to issue up to 1.4 million shares of its common stock to eligible employees who participate in the plan. Employees are eligible to participate in the 2012 ESPP following at least 90 days of employment with the Company or any of its participating subsidiaries. Under the terms of the 2012 ESPP, eligible employees may elect to purchase common stock through payroll deductions, not to exceed 15% of their gross cash compensation. The purchase price of the common stock is 95% of the common stock's fair market value quoted on the NYSE on the last trading day of each offering period. There are four three-month offering periods corresponding to the calendar quarters. Each eligible employee is restricted to purchasing a maximum of $6,250 of common stock during an offering period, determined by the fair market value of the common stock as of the last day of the offering period, and $25,000 of common stock during a calendar year. Officers or employees who own 5% or more of the total voting power or value of common stock are restricted from participating in the 2012 ESPP.
The plan was amended effective January 1, 2019 to align with new federal tax legislation that lifted the restriction on contributing to the ESPP if the participant had a hardship withdrawal on the 401(k) plan.
In 2024, the Company issued approximately 80,000 shares under the 2012 ESPP at a weighted average discounted price per share of $56.20. As of December 31, 2024, the Company is authorized to issue an additional 0.7 million shares under the 2012 ESPP.
v3.25.0.1
Weighted Average Shares Outstanding
 12 Months Ended
Dec. 31, 2024
Earnings Per Share [Abstract]  
Weighted Average Shares Outstanding Weighted Average Shares Outstanding
Earnings per share, basic and diluted, as presented in the consolidated statements of comprehensive income, are calculated by dividing net income attributable to Knight-Swift by the respective weighted average common shares outstanding during the period.
The following table reconciles basic weighted average shares outstanding to diluted weighted average shares outstanding:
 202420232022
(In thousands)
Basic weighted average common shares outstanding161,738 161,188 162,260 
Dilutive effect of equity awards435 638 951 
Diluted weighted average common shares outstanding162,173 161,826 163,211 
Anti-dilutive shares excluded from earnings per diluted share 1
435 252 335 
1Shares were excluded from the dilutive-effect calculation because the outstanding awards' exercise prices were greater than the average market price of the Company's common stock.
v3.25.0.1
Fair Value Measurement
 12 Months Ended
Dec. 31, 2024
Fair Value Disclosures [Abstract]  
Fair Value Measurement Fair Value Measurement
ASC 820, Fair Value Measurements and Disclosures, requires that the Company disclose estimated fair values for its financial instruments. The estimated fair value of a financial instrument is the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date in the principal or most advantageous market for the asset or liability. Fair value estimates are made at a specific point in time and are based on relevant market information and information about the financial instrument. These estimates do not reflect any premium or discount that could result from offering for sale at one time the Company's entire holdings of a particular financial instrument. Changes in assumptions could significantly affect these estimates. Because the fair value is estimated as of December 31, 2024 and 2023, the amounts that will actually be realized or paid at settlement or maturity of the instruments in the future could be significantly different.
The estimated fair values of the Company's financial instruments represent management's best estimates of the amounts that would be received to sell those assets or that would be paid to transfer those liabilities in an orderly transaction between market participants at that date. The estimated fair value measurements maximize the use of observable inputs. However, in situations where there is little, if any, market activity for the asset or liability at the measurement date, the estimated fair value measurement reflects management's own judgments about the assumptions that market participants would use in pricing the asset or liability. These judgments are developed by the Company based on the best information available under the circumstances.
The following summary presents a description of the methods and assumptions used to estimate the fair value of each class of financial instrument.
Equity Method Investments — The estimated fair value of the Company's equity method investments are privately negotiated investments. The carrying amount of these investments approximates the fair value.
Pension Plan Assets — The estimated fair value of ACT's pension plan assets are based on quoted prices in active markets that are readily and regularly obtainable.
Debt Instruments and Leases — For notes payable under the 2023 Term Loan, the 2021 Revolver, the 2021 Term Loans, the 2021 Prudential Notes, and the revenue equipment installment notes, fair value approximates the carrying value due to the variable interest rate. The carrying value of the 2023 RSA and the 2022 RSA approximates fair value, as the underlying receivables are short-term in nature and only eligible receivables (such as those with high credit ratings) are qualified to secure the borrowed amounts. For finance and operating lease liabilities, the carrying value approximates the fair value, as the Company's finance and operating lease liabilities are structured to amortize in a manner similar to the depreciation of the underlying assets.
Contingent Consideration — The estimated fair value of the Company's contingent consideration owed to sellers is calculated using applicable models and inputs for each acquired entity.
Other — Cash and cash equivalents, restricted cash, net accounts receivable, income tax refund receivable, and accounts payable represent financial instruments for which the carrying amount approximates fair value, as they are short-term in nature. These instruments are accordingly excluded from the disclosures below. All remaining balance sheet amounts excluded from the below are not considered financial instruments, subject to this disclosure.
Fair Value Hierarchy — ASC 820 establishes a framework for measuring fair value in accordance with GAAP and expands financial statement disclosure requirements for fair value measurements. ASC 820 further specifies a hierarchy of valuation techniques, which is based on whether the inputs into the valuation technique are observable or unobservable. The hierarchy follows:
•Level 1 — Valuation techniques in which all significant inputs are quoted prices from active markets for assets or liabilities that are identical to the assets or liabilities being measured.
•Level 2 — Valuation techniques in which significant inputs include quoted prices from active markets for assets or liabilities that are similar to the assets or liabilities being measured and/or quoted prices from markets that are not active for assets or liabilities that are identical or similar to the assets or liabilities being measured. Also, model-derived valuations in which all significant inputs and significant value drivers are observable in active markets are Level 2 valuation techniques.
•Level 3 — Valuation techniques in which one or more significant inputs or significant value drivers are unobservable. Unobservable inputs are valuation technique inputs that reflect the Company's own assumptions about the assumptions that market participants would use in pricing an asset or liability.
The following table presents the carrying amounts and estimated fair values of the Company's major categories of financial assets and liabilities:
 December 31, 2024December 31, 2023
Consolidated Balance Sheets CaptionCarrying
Value		Estimated
Fair Value		Carrying
Value		Estimated
Fair Value
(In thousands)
Financial Assets:
Equity method investments 1
Other long-term assets104,640 104,640 102,252 102,252 
Financial Liabilities:
2021 Term Loan A-2, due September 2026 1 2
Long-term debt – less current portion349,149 350,000 199,902 200,000 
2021 Term Loan A-3, due September 2026 1 2
Long-term debt – less current portion779,411 780,000 799,058 800,000 
2023 Term Loan, due September 2026 1 3
Long-term debt – less current portion249,459 250,000 249,135 250,000 
2021 Revolver, due September 2026Revolving line of credit232,000 232,000 67,000 67,000 
Revenue equipment installment notes 4
Finance lease liabilities and long-term debt
– current portion,
Long-term debt – less current portion		192,255 192,255 279,339 279,339 
2021 Prudential Notes 1 5
Finance lease liabilities and long-term debt
– current portion,
Long-term debt – less current portion		16,611 16,621 25,078 25,100 
2023 RSA, due October 2025 1 6
Accounts receivable securitization
– current portion,
Accounts receivable securitization – less current portion		458,983 459,200 526,508 527,000 
Mandatorily redeemable contingent consideration 7
Accrued liabilities, Other long-term liabilities132,287 132,287 134,107 134,107 
Contingent consideration 7
Accrued liabilities, Other long-term liabilities5,203 5,203 40,859 40,859 
1Level 2 inputs used to estimate the fair value.
2As of December 31, 2024, the carrying amounts of the 2021 Term Loan A-2 and 2021 Term Loan A-3 are net of $0.9 million and $0.6 million in deferred loan costs, respectively. As of December 31, 2023, the carrying amounts of the 2021 Term Loan A-2, and 2021 Term Loan A-3 are net of $0.1 million and $0.9 million in deferred loan costs, respectively.
3As of December 31, 2024, the carrying amount of the 2023 Term Loan is net of $0.5 million in deferred loan costs. As of December 31, 2023, the carrying amount of the 2023 Term Loan is net of $0.9 million in deferred loan costs.
4As of December 31, 2024, the carrying amount of the revenue equipment installment notes included $0.6 million in fair value adjustments.As of December 31, 2023, the carrying amount of the revenue equipment installment notes included $1.3 million in fair value adjustments.
5As of December 31, 2024, the carrying amount of the 2021 Prudential Notes is net of $10,000 in deferred loan costs and $0.6 million in fair value adjustments. As of December 31, 2023, the carrying amount of the 2021 Prudential Notes is net of $22,000 in deferred loan costs and $1.1 million in fair value adjustments.
6The carrying amount of the 2023 RSA is net of $0.2 million in deferred loan costs as of December 31, 2024. The carrying amount of the 2023 RSA is net of $0.5 million in deferred loan costs as of December 31, 2023.
7Refer to Note 4 for information regarding the contingent consideration related to the U.S. Xpress Acquisition.
Recurring Fair Value Measurements (Assets) — As of December 31, 2024 and December 31, 2023, the Company had no major categories of assets estimated at fair value that were measured on a recurring basis.
Recurring Fair Value Measurements (Liabilities) — The following table depicts the level in the fair value hierarchy of the inputs used to estimate the fair value of liabilities measured on a recurring basis as of December 31, 2024 and 2023.
 Fair Value Measurements at Reporting Date Using
Estimated Fair ValueLevel 1 InputsLevel 2 InputsLevel 3 InputsTotal Gain (Loss)
(In thousands)
As of December 31, 2024
Mandatorily redeemable contingent consideration 1 2
$132,287 $— $— $132,287 $1,820 
Contingent consideration 1
$5,203 $— $— $5,203 $35,656 
As of December 31, 2023
Mandatorily redeemable contingent consideration 1
134,107 — — 134,107 — 
Contingent consideration 1
40,859 — — 40,859 3,359 
1The Company measures contingent consideration liabilities at fair value each reporting period using significant unobservable inputs classified within Level 3 of the fair value hierarchy. The Company uses a probability weighted value analysis as a valuation technique to convert future estimated cash flows to a single present value amount. The significant unobservable inputs used in the fair value measurements are forecasted operating income and net income over the earnout period, and the probability outcome percentages assigned to each scenario. Significant increases or decreases to either of these inputs would result in a significantly higher or lower liability with a higher liability capped by the contractual maximum of the contingent earnout liabilities. Ultimately, the liability will be equivalent to the amount settled, and the difference between the fair value estimate and amount settled will be recorded in earnings for business combinations.
The following is a rollforward for the summary of changes in the fair value of the Company's contingent consideration liabilities, which are measured at fair value on a recurring basis utilizing Level 3 assumptions:
20242023
Beginning balance$174,966 $4,218 
Change in fair value of contingent consideration (a)
(36,617)— 
Fair value of contingent consideration issuances (b)
— 174,107 
Settlement of contingent consideration (c)
(859)(3,359)
Ending balance$137,490 $174,966 
(a)The fair values of the mandatorily redeemable contingent consideration and other contingent consideration related to the U.S. Xpress Acquisition are based on Monte Carlo simulations that measure the present value of the expected future payments to be made in accordance with the provisions outlined in the purchase agreement, which is a Level 3 fair value measurement. In determining fair value, the Company estimates the future performance using financial projections developed by management about operating income and net income and the volatility associated with operating income and net income. As of December 31, 2024, the Company used volatility rates of 38.0% and 41.0% for operating income and net income, respectively. The Company estimates future payments using the earnout formula and performance targets specified in the purchase agreement and these financial projections. These payments are discounted to present value using a risk-adjusted rate that takes into consideration market-based rates of return that reflect the ability of U.S. Xpress to achieve the targets. As of December 31, 2024 the Company used a discount rate of 5.7%. Changes in financial projections or the risk-adjusted discount rate, would result in a change in the fair value of contingent consideration.
Based on the Company’s ongoing assessment of the fair value of the contingent consideration the Company recorded a net decrease in the estimated fair value of such liabilities of $36.6 million during 2024 which was recognized as a gain and is recorded in "Other income (expense), net" in the Company's consolidated statement of comprehensive income.
(b)Refer to Note 4 for information regarding the initial measurement of the contingent consideration related to the U.S. Xpress Acquisition.
(c)The Company recognized gains of $0.9 million and $3.4 million during 2024 and 2023, respectively. These gains were related to the settlement of certain contingent consideration agreements and are recorded in "Miscellaneous operating expenses" in the Company's consolidated statement of comprehensive income.
2As of December 31, 2024, the call option has expired and the mandatorily redeemable contingent consideration is now in the put option period.
Nonrecurring Fair Value Measurements (Assets) — The following table depicts the level in the fair value hierarchy of the inputs used to estimate the fair value of assets measured on a nonrecurring basis as of December 31, 2024 and 2023:
  Fair Value Measurements at Reporting Date Using
Estimated Fair ValueLevel 1 InputsLevel 2 InputsLevel 3 InputsTotal Loss
(In thousands)
As of December 31, 2024
Buildings 1
$— $— $— $— $(288)
Operating lease right-of-use assets 2
$— $— $— $— $(5,974)
Equipment 3
$— $— $— $— $(12,750)
As of December 31, 2023
Buildings 1
$— $— $— $— $(187)
Equipment 3
— — — — (469)
Software 4
— — — — (1,580)
1    Reflects the non-cash impairment of building improvements (within the Truckload segment and the All Other Segments).
2    Reflects the non-cash impairment related to the market value of facility leases (within the Truckload segment and the LTL segment).
3    Reflects the non-cash impairment of certain revenue equipment held for sale and other equipment (within the Truckload segment and the All Other Segments).
4    Reflects the non-cash impairment of software (within the All Other Segments).
Nonrecurring Fair Value Measurements (Liabilities) — As of December 31, 2024 and 2023, there were no liabilities included in the Company's consolidated balance sheets at estimated fair value that were measured on a nonrecurring basis.
Fair Value of Pension Plan Assets — The following table sets forth the level within the fair value hierarchy of ACT's pension plan financial assets accounted for at fair value on a recurring basis. Assets are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. ACT's assessment of the significance of a particular input to the fair value measurement requires judgment, and may affect the valuation of these assets and their placement within the fair value hierarchy levels.
Fair Value Measurements at Reporting Date Using:
Estimated
Fair Value		Level 1 InputsLevel 2 InputsLevel 3 Inputs
(In thousands)
As of December 31, 2024
Fixed income funds33,399 33,399 — — 
Cash and cash equivalents389 389 — — 
Total pension plan assets$33,788 $33,788 $— $— 
As of December 31, 2023
Fixed income funds34,536 34,536 — — 
Cash and cash equivalents887 887 — — 
Total pension plan assets$35,423 $35,423 $— $— 
v3.25.0.1
Related Party Transactions
 12 Months Ended
Dec. 31, 2024
Related Party Transactions [Abstract]  
Related Party Transactions Related Party Transactions
The following table presents Knight-Swift's transactions with companies controlled by and/or affiliated with its related parties:
202420232022
Provided by Knight-SwiftReceived by Knight-SwiftProvided by Knight-SwiftReceived by Knight-SwiftProvided by Knight-SwiftReceived by Knight-Swift
(In thousands)
Facility and Equipment Leases
1,008 624 529 158 — 284 
Other Services
— 34 27 410 94 35 

Receivables and payables pertaining to related party transactions were:
December 31, 2024December 31, 2023
ReceivablePayableReceivablePayable
(In thousands)
Certain affiliates 1
— 136 23 37 
1    "Certain affiliates" includes entities that are associated with various board members and executives and require approval by the Audit Committee of the Board prior to completing transactions. Transactions with these entities generally include facility and equipment leases, equipment sales, and other services.
Aircraft Purchase — During the year ended December 31, 2023, the Company purchased an airplane for $6.0 million from related parties.
v3.25.0.1
Information by Segment, Geography, and Customer Concentration
 12 Months Ended
Dec. 31, 2024
Segment Reporting [Abstract]  
Information by Segment, Geography, and Customer Concentration Information by Segment, Geography, and Customer Concentration
Segment Information
Since the merger of Knight and Swift in 2017, the Company has grown both organically as well as through strategic acquisitions, including the ACT Acquisition and the acquisition of MME in 2021, the U.S. Xpress Acquisition in 2023, and the DHE Acquisition in 2024. Additionally, the Company’s various logistics and intermodal businesses have been re-organized with oversight by one segment leader respectively. Based on these events as well as the information reviewed by the CODMs, identified as the Executive Chairman of the Board, the Chief Executive Officer, and the Chief Financial Officer, the Company identified ten operating segments structured around the types of transportation services offerings provided to our customers, as well as the equipment utilized. The Company aggregated the three truckload operating segments into the one reportable segment discussed below based on similarities with both their qualitative and economic characteristics.
The Company has four reportable segments: Truckload, LTL, Logistics, and Intermodal, as well as certain other operating segments included within All Other Segments, discussed below. Based on how economic factors affect the nature, amount, timing, and uncertainty of revenue or cash flows, the Company disaggregates revenues by reportable segment for the purposes of applying the ASC 606 guidance.
Truckload
The Truckload reportable segment is comprised of three full truckload operating segments that provide similar transportation services to the Company's customers utilizing similar transportation equipment over both irregular (one-way movement) and/or dedicated routes. The Truckload reportable segment consists of irregular route and dedicated, refrigerated, expedited, flatbed, and cross-border operations.
LTL
Our LTL segment, established in 2021 through the ACT Acquisition and later the acquisitions of MME and DHE, is comprised of one operating segment and provides our customers with regional LTL transportation services through a network of approximately 170 service centers in the Company's geographical footprint. The Company's LTL service also includes national coverage to customers by utilizing partner carriers for areas outside of the Company's direct network.
Logistics
The Logistics reportable segment is comprised of one logistics operating segment that provides transportation services to the Company's customers and primarily consists of brokerage and other freight management services utilizing third-party transportation providers and their equipment.
Intermodal
The Intermodal reportable segment is comprised of one intermodal operating segment that provides transportation services to the Company's customers. These transportation services include arranging the movement of customers' freight through third-party intermodal rail services on the Company’s trailing equipment (containers and trailers on flat cars), as well as drayage services to transport loads between the railheads and customer locations.
All Other Segments
The All Other Segments include four non-reportable operating segments that consist of support services provided to the Company's customers and independent contractors (including repair and maintenance shop services, equipment leasing, warranty services, and insurance), trailer parts manufacturing, warehousing, and certain driving academy activities, as well as certain corporate expenses (such as legal settlements and accruals, certain impairments, and amortization of intangibles related to the 2017 Merger and various acquisitions).
Intersegment Eliminations
Certain operating segments provide transportation and related services for other affiliates outside their segments. For certain operating segments, such services are billed at cost, and no profit is earned. For the other operating segments, revenues for such services are based on negotiated rates, and are reflected as revenues of the billing segment. These rates are adjusted from time to time, based on market conditions. Such intersegment revenues and expenses are eliminated in Knight-Swift's consolidated results.
See Note 2 for additional disclosures regarding the Company's accounting policies about segment disclosures.
The following tables present the Company's financial information by segment:
2024
Operating income (loss) by segment:TruckloadLTLLogisticsIntermodal
All Other Segments 2
EliminationsTotal
(In thousands)
Total revenue$5,034,941 $1,235,547 $570,001 $387,232 $266,496 $(84,139)$7,410,078 
Less 1:
Salaries, wages, and benefits1,786,201 681,697 27,195 60,850 268,617 (2,573)2,821,987 
Fuel749,067 102,723 — 17,322 2,034 — 871,146 
Operations and maintenance 519,485 75,389 10,993 28,568 (67,929)(19,623)546,883 
Insurance and claims316,342 51,988 5,869 3,968 37,485 — 415,652 
Depreciation and amortization of property and equipment545,773 79,944 3,445 22,257 66,103 — 717,522 
Purchased transportation453,020 16,961 470,289 241,904 11,212 (22,580)1,170,806 
Other segment items 3
496,708 139,455 28,898 21,821 (24,825)(39,363)622,694 
Total operating expense4,866,596 1,148,157 546,689 396,690 292,697 (84,139)7,166,690 
Operating income (loss)$168,345 $87,390 $23,312 $(9,458)$(26,201)$— $243,388 
Operating ratio96.7%92.9%95.9%102.4%109.8%100.0%96.7%
2023 (recast)
Operating income (loss) by segment:TruckloadLTLLogisticsIntermodal
All Other Segments 2 4
EliminationsTotal
(In thousands)
Total revenue$4,698,655 $1,082,454 $582,250 $410,549 $462,061 $(94,203)$7,141,766 
Less 1:
Salaries, wages, and benefits1,544,819 584,836 24,961 56,978 270,330 (2,165)2,479,759 
Fuel757,841 100,926 — 17,009 2,662 (31)878,407 
Operations and maintenance455,919 57,566 10,629 36,430 (64,178)(22,875)473,491 
Insurance and claims270,560 32,394 2,424 4,948 299,210 — 609,536 
Depreciation and amortization of property and equipment504,378 67,144 4,165 19,621 69,654 — 664,962 
Purchased transportation452,242 17,710 469,909 264,213 20,663 (33,901)1,190,836 
Other segment items 3
414,919 102,998 26,744 21,857 (24,665)(35,231)506,622 
Total operating expense4,400,678 963,574 538,832 421,056 573,676 (94,203)6,803,613 
Operating income (loss)$297,977 $118,880 $43,418 $(10,507)$(111,615)$— $338,153 
Operating ratio93.7%89.0%92.5%102.6%124.2%100.0%95.3%
2022 (recast)
Operating income by segment:TruckloadLTLLogisticsIntermodal
All Other Segments 2
EliminationsTotal
(In thousands)
Total revenue$4,531,115 $1,069,554 $920,707 $485,786 $516,735 $(95,315)$7,428,582 
Less 1:
Salaries, wages, and benefits1,265,931 548,758 27,197 51,967 283,448 (3,368)2,173,933 
Fuel749,605 124,884 — 17,152 3,962 — 895,603 
Operations and maintenance395,801 52,592 8,823 44,396 (54,881)(23,859)422,872 
Insurance and claims201,032 32,143 1,580 3,698 217,464 1 455,918 
Depreciation and amortization of property and equipment453,562 61,819 2,407 16,727 60,466 — 594,981 
Purchased transportation436,636 19,953 711,389 283,028 32,568 (38,637)1,444,937 
Other segment items 3
281,967 102,796 35,369 20,651 (62,821)(29,452)348,510 
Total operating expense3,784,534 942,945 786,765 437,619 480,206 (95,315)6,336,754 
Operating income$746,581 $126,609 $133,942 $48,167 $36,529 $— $1,091,828 
Operating ratio83.5%88.2%85.5%90.1%92.9%100.0%85.3%
1The significant expense categories and amounts align with the segment-level information that is regularly provided to the CODM.
2The credits within All Other Segments represent allocations within corporate to the other segments.
3Other segment items for each reportable segment include operating taxes and licenses, communications, amortization of intangibles, rental expense, impairments, and other miscellaneous operating expenses.
4The $111.6 million operating loss within our All Other Segments is primarily driven by the $125.5 million operating loss in the third-party insurance business.
Geographical Information
In aggregate, operating revenue from the Company's foreign operations was less than 5.0% of consolidated total revenue for each of 2024, 2023, and 2022. Additionally, long-lived assets on the balance sheets of the Company's foreign subsidiaries were less than 5.0% of consolidated "Total assets" as of December 31, 2024 and 2023.
Customer Concentration
Services provided to the Company's largest customer generated 12.6%, 11.2%, and 13.1% of total revenue in 2024, 2023, and 2022, respectively. Revenue generated by the Company's largest customer is reported in each of our reportable operating segments. No other customer accounted for 10.0% or more of total revenue in 2024, 2023, or 2022.
v3.25.0.1
Pay vs Performance Disclosure - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Pay vs Performance Disclosure      
Net income $ 117,626 $ 217,149 $ 771,325
v3.25.0.1
Insider Trading Arrangements
 12 Months Ended
Dec. 31, 2024
Trading Arrangements, by Individual  
Rule 10b5-1 Arrangement Adopted true
Adoption Date 12/31/2023
v3.25.0.1
Introduction and Basis of Presentation (Policies)
 12 Months Ended
Dec. 31, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Basis of Accounting, Policy [Policy Text Block] In management's opinion, these consolidated financial statements were prepared in accordance with GAAP and include all adjustments necessary (consisting of normal recurring adjustments) for the fair presentation of the periods presented.
Consolidation, Policy [Policy Text Block]
With respect to transactional/durational data, references to "years", including "2024", "2023", and "2022" pertain to calendar years. Similarly, references to "quarters", including "first", "second", "third", and "fourth" pertain to calendar quarters.
v3.25.0.1
Summary of Significant Accounting Policies (Policies)
 12 Months Ended
Dec. 31, 2024
Accounting Policies [Abstract]  
Use of Estimates, Policy [Policy Text Block]
Use of Estimates — The preparation of the consolidated financial statements, in accordance with GAAP, requires management to make estimates and assumptions about future events that affect the amounts reported in the Company's consolidated financial statements and accompanying notes. On an ongoing basis, management evaluates and periodically adjusts its estimates and assumptions, based on historical experience, the impact of the current economic environment, and other key factors. Volatile energy markets, as well as changes in consumer spending have increased the inherent uncertainty in such estimates and assumptions. As future events and their effects cannot be determined with precision, actual results could differ significantly from these estimates. Significant items subject to such estimates and assumptions include:
•carrying amount of property and equipment;
•carrying amount of goodwill and intangible assets;
•leases;
•estimates of claims accruals;
•contingent obligations;
•calculation of projected pension benefit obligation;
•calculation of stock-based compensation;
•valuation of net assets acquired in business combination;
•valuation of contingent consideration agreements;
•valuation allowance for deferred income tax assets;
•valuation allowances for receivables; and
•valuation of financial instruments.
Segments, Policy [Policy Text Block]
Segments — The Company uses the "management approach" to determine its reportable segments, as well as to determine the basis of reporting the operating segment information. Certain of the Company's operating segments have been aggregated into reportable segments. The management approach focuses on financial information that management uses to make operating decisions. The Company's CODMs use total revenue, operating expense categories, operating ratios, operating income, and key operating statistics to evaluate performance and allocate resources to the Company's operations and is based around the transportation service offerings provided to the Company's customers, as well as the equipment utilized.
Operating income is the measure that management uses to evaluate segment performance and allocate resources. Operating income should not be viewed as a substitute for GAAP net income. Management believes the presentation of operating income enhances the understanding of the Company's performance by highlighting the results of operations and the underlying profitability drivers of the business segments. Operating income is defined as "Total revenue" less "Total operating expenses."
Based on the unique nature of the Company's operating structure, certain revenue-generating assets are interchangeable between segments. Additionally, the Company's CODMs do not review assets or liabilities by segment to make operating decisions. The Company allocates depreciation and amortization expense of its property and equipment to the segments based on the actual utilization of the asset by the segment during the period.
Cash and Cash Equivalents, Restricted Cash and Cash Equivalents, Policy [Policy Text Block]
Cash and Cash Equivalents — Cash and cash equivalents are comprised of cash, money market funds, and highly liquid instruments with insignificant interest rate risk and original maturities of three months or less. Cash balances with institutions may be in excess of Federal Deposit Insurance Corporation ("FDIC") limits or may be invested in sweep accounts that are not insured by the institution, the FDIC, or any other government agency.
Restricted Cash and Equivalents — The Company's wholly-owned captive insurance companies, Red Rock and Mohave, maintain certain operating bank accounts, working trust accounts, and investment accounts. The cash and cash equivalents within these accounts are restricted by insurance regulations to fund the insurance claim losses to be paid by the captive insurance companies, and therefore, are classified as "Cash and cash equivalents – restricted" and included within "Other long-term assets" in the consolidated balance sheets.
Inventories and Supplies, Policy [Policy Text Block]
Inventories and Supplies — Inventories and supplies, which are included in "Other current assets" in the consolidated balance sheets, primarily consist of spare parts, tires, fuel, and supplies and are stated at lower of cost or net realizable value. Depending on the class of inventory, cost is determined using the first-in, first-out method or average cost. Replacement tires held in the shops are classified as inventory and expensed when placed in service. Replacement tire costs incurred over the road are immediately expensed.
Property and Equipment, Policy [Policy Text Block]
Property and Equipment — Property and equipment is stated at cost less accumulated depreciation. Costs to construct significant assets include capitalized interest incurred during the construction and development period. Expenditures for replacements and improvements are capitalized. Maintenance and repairs are expensed as incurred.
Net gains on the disposal of property and equipment are presented in the consolidated statements of comprehensive income within "Miscellaneous operating expenses."
Tires on purchased revenue equipment are capitalized along with the related equipment cost when the vehicle is placed in service, and are depreciated over the life of the vehicle.
Depreciation of property and equipment is calculated on a straight-line basis down to the salvage value, as applicable, over the following estimated useful lives:
Category:Range (in years)
Revenue equipment*3— 20
Shop and service equipment2— 10
Land improvements5— 15
Buildings and building improvements10— 40
Furniture and fixtures3— 10
Leasehold improvementsLesser of lease term or leasehold improvement life
*For finance leases involving revenue equipment, the depreciation period is equal to the term of the lease agreement.
Management believes that these methods properly spread the costs over the useful lives of the assets. Management judgment is involved when determining estimated useful lives of the Company's long-lived assets. Useful lives of the Company's long-lived assets are determined based on historical experience, as well as future expectations regarding the period the Company expects to benefit from the asset. Factors affecting estimated useful lives of property and equipment may include estimating loss, damage, obsolescence, and Company policies around maintenance and asset replacement.
Management evaluates its property and equipment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable in accordance with ASC 360, Property, Plant and Equipment. When such events or changes in circumstances occur, management performs a recoverability test that compares the carrying amount with the projected undiscounted cash flows from the use and eventual disposition of the asset or asset group. An impairment is recorded for any excess of the carrying amount over the estimated fair value. Fair value is determined through various valuation techniques including discounted cash flow models, quoted market values, and third-party independent appraisals, when necessary. Estimating fair value includes several significant assumptions, including future cash flow estimates, determination of appropriate discount rates, and other assumptions that management believes reasonable under the circumstances. Changes in these estimates and assumptions could materially affect the determination of fair value and/or impairment.
Goodwill, Policy [Policy Text Block]
Goodwill — Management evaluates goodwill on an annual basis as of June 30th, or more frequently if indicators of impairment exist. The Company performs a quantitative analysis on an annual basis, in accordance with ASC 350, Goodwill and Other Intangible Assets. Management estimates the fair values of its reporting units using a combination of the income and market approaches. If the carrying amount of a reporting unit exceeds the fair value, then management recognizes an impairment loss of the same amount. This loss is only limited to the total amount of goodwill allocated to that reporting unit. Refer to Note 8 for the results of the Company's annual evaluation as of June 30, 2024.
On a periodic basis, the Company assesses qualitative factors to determine whether it is more likely than not that the fair value of a reporting unit is less than the carrying amount. If the Company concludes that it is more likely than not that the fair value of a reporting unit is less than its carrying amount, then the Company conducts a quantitative goodwill impairment test.
Intangible Assets other than Goodwill, Policy [Policy Text Block]
Intangible Assets other than Goodwill — The Company's intangible assets other than goodwill primarily consist of acquired customer relationships, trade names, and other intangibles from acquisitions. Amortization of acquired customer relationships, and other intangibles is calculated on a straight-line basis over the estimated useful life, which ranges from 3 years to 20 years. Certain trade names have indefinite useful lives and are not amortized, but are tested for impairment at least annually, unless events occur or circumstances change between annual tests that would more likely than not reduce the fair value.
Management reviews its intangible assets for impairment whenever events or circumstances indicate that the carrying amount of the asset may not be recoverable, in accordance with ASC 350, Intangibles – Goodwill and Other. When such events or changes in circumstances occur, management performs a recoverability test that compares the carrying amount with the projected discounted cash flows from the use and eventual disposition of the asset or asset group. An impairment is recorded for any excess of the carrying amount over the estimated fair value, which is generally determined using discounted future cash flows.
Fair value is determined through various valuation techniques, including discounted cash flow models, quoted market values, and third-party independent appraisals. Estimating fair value includes several significant assumptions, including future cash flow estimates, determination of appropriate discount rates, royalty rates, and other assumptions that management believes reasonable under the circumstances. Changes in these estimates and assumptions could materially affect the determination of fair value and/or impairment.
Claims Accruals, Policy [Policy Text Block]
Claims Accruals — The Company is self-insured for a portion of its risk related to auto liability, workers' compensation, property damage, cargo damage, and group health. The Company assumed premiums under a reinsurance agreement covering auto liability, including non-trucking auto liability, cargo and general liability coverages for individual members of an independent carrier safety association.
Based on results of operations of this business, including the continued unfavorable development of insurance reserves, the Company ceased all third-party insurance operations and canceled any remaining policies as of March 31, 2024. As a result, we do not expect this business to have a material impact to our results moving forward.
Self-insurance results from buying insurance coverage that applies in excess of a retained portion of risk for each respective line of coverage. The Company accrues for the cost of the uninsured portion of pending claims by evaluating the nature and severity of individual claims and by estimating future claims development based upon historical claims development trends. The actual cost to settle self-insured claim liabilities may differ from the Company's reserve estimates due to legal costs, claims that have been incurred but not reported, and various other uncertainties, including the inherent difficulty in estimating the severity of the claims and the potential judgment or settlement amount to dispose of the claim.
Leases, Policy [Policy Text Block]
Leases — Management evaluates the Company’s leases based on the underlying asset groups. The assets currently underlying the Company’s leases include revenue equipment (primarily tractors and trailers), real estate (primarily buildings, office space, land, and drop yards), as well as technology and other equipment that supports business operations. Management’s significant assumptions and judgments include the determination of the discount rate (discussed below), as well as the determination of whether a contract contains a lease.
In accordance with ASC 842, Leases, property and equipment held under operating leases are recorded as right-of-use assets, with a corresponding operating lease liability. Additionally, property and equipment held under finance leases are recorded as property and equipment with corresponding finance lease liabilities. All expenses related to operating leases are reflected in our consolidated statements of comprehensive income in "Rental expense." Expenses related to finance leases are reflected in our consolidated statements of comprehensive income in "Depreciation and amortization of property and equipment" and "Interest expense."
•Lease Term — The Company’s leases generally have lease terms corresponding to the useful lives of the underlying assets. Revenue equipment leases have fixed payment terms based on the passage of time, which is typically three to five years for tractors and five to seven years for trailers. Certain finance leases for revenue equipment contain renewal or fixed price purchase options. Real estate leases, excluding drop yards, generally have varying lease terms between five and fifteen years and may include renewal options. Drop yards include month-to-month leases, as well as leases with varying lease terms generally ranging from two to five years.
Options to renew or purchase the underlying assets are considered in the determination of the right-of-use asset and corresponding lease liability once reasonably certain of exercise.
•Portfolio Approach — The Company typically leases its revenue equipment under master lease agreements, which contain general terms, conditions, definitions, representations, warranties, and other general language, while the specific contract provisions are contained within the various individual lease schedules that fall under a master lease agreement. Each individual leased asset within a lease schedule is similar in nature (i.e., all tractors or all trailers) and has identical contract provisions to all of the other individual leased assets within the same lease schedule (such as the contract provisions discussed above). Management has elected to apply the portfolio approach to its revenue equipment leases, as accounting for its revenue equipment under the portfolio approach would not be materially different from separately accounting for each individual underlying asset as a lease. Each individual real estate and other lease is accounted for at the individual asset level.
•Nonlease Components — Management has elected to combine its nonlease components (such as fixed charges for common area maintenance, real estate taxes, utilities, and insurance) with lease components for each class of underlying asset, as applicable, as the nonlease components in the Company’s lease contracts typically are not material. These nonlease components are usually present within the Company’s real estate leases. The Company’s assets are generally insured by umbrella policies, in which the premiums change from one policy period to the next, making them variable in nature. Accordingly, these insurance costs are excluded from the Company’s calculation of right-of-use assets and corresponding lease liabilities.
•Short-Term Lease Exemption — Management has elected to apply the short-term lease exemption to all asset groups. Accordingly, leases with terms of twelve months or less are not capitalized and continue to be expensed on a straight-line basis over the term of the lease. This primarily affects the Company’s drop yards and corresponding temporary structures on those drop yards. To a lesser extent, certain short-term leases for revenue equipment, technology, and other assets are affected.
•Discount Rate — The Company uses the rate implicit in the lease, when readily determinable, which is generally related to the Company's finance leases. Otherwise the Company’s incremental borrowing rate is applied. The implicit interest rate is not readily determinable for the Company’s operating leases. As such, management applies the Company’s incremental borrowing rate, which is defined by GAAP as the rate of interest that the Company would have to pay to borrow on a collateralized basis over a similar term an amount equal to the lease payments in a similar economic environment. The Company's incremental borrowing rate is based on the results of an independent third-party valuation.
•Residual Values — The Company's finance leases for revenue equipment are typically structured with balloon payments at the end of the lease term equal to the residual value the Company is contracted to receive from certain equipment manufacturers upon sale or trade back to the manufacturers. If the Company does not receive proceeds of the contracted residual value from the manufacturer, the Company is still obligated to make the balloon payment at the end of the lease term.
In connection with certain revenue equipment operating leases, the Company issues residual value guarantees, which provide that if the Company does not purchase the leased equipment from the lessor at the end of the lease term, then the Company is liable to the lessor for an amount equal to the shortage (if any) between the proceeds from the sale of the equipment and an agreed value. To the extent management believes any manufacturer will refuse or be unable to meet its obligation, the Company recognizes additional rental expense to the extent the fair market value at the lease termination is expected to be less than the obligation to the lessor. Proceeds from the sale of equipment under the Company’s operating leases generally exceed the payment obligation on substantially all operating leases. Although the Company typically owes certain amounts to its lessors at the end of its revenue equipment leases, the Company’s equipment manufacturers have corresponding guarantees back to the Company as to the buyback value of the units.
Revenue [Policy Text Block]
Revenue Recognition — Management applies the five-step analysis to the Company's four reportable segments (Truckload, LTL, Logistics, and Intermodal).
•Step 1: Contract Identification — Management has identified that a legally enforceable contract with its customers is executed by both parties at the point of pickup at the shipper's location, as evidenced by the bill of lading. Although the Company may have master agreements with its customers, these master agreements only establish general terms. There is no financial obligation to the shipper until the load is tendered/accepted and the Company takes possession of the load.
•Step 2: Performance Obligations — The Company's only performance obligation is transportation services. The Company's delivery, accessorial, and dedicated operations truck capacity in its dedicated operations represent a bundle of services that are highly interdependent and have the same pattern of transfer to the customer.
These services are not capable of being distinct from one another. For example, the Company generally would not provide accessorial services or truck capacity without providing delivery services.
•Step 3: Transaction Price — Depending on the contract, the total transaction price may consist of mileage revenue, fuel surcharge revenue, accessorial fees, truck capacity, and/or non-cash consideration. Non-cash consideration is measured by the estimated fair value of the non-cash consideration at contract inception. There is no significant financing component in the transaction price, as the Company's customers generally pay within the contractual payment terms of 30 to 60 days.
•Step 4: Allocating Transaction Price to Performance Obligations — The transaction price is entirely allocated to the only performance obligation: transportation services.
•Step 5: Revenue Recognition — The performance obligation of providing transportation services is satisfied over time. Accordingly, revenue is recognized over time. Management estimates the amount of revenue in transit at period end based on the number of days completed of the dispatch (which is generally one to three days for the Truckload, LTL, and Logistics segments, but can be longer for intermodal operations). Management believes this to be a faithful depiction of the transfer of services because if a load is dispatched, but terminates mid-route and the load is picked up by another carrier, then that carrier would not need to re-perform the services for the days already traveled.
The Company outsources the transportation of loads to third-party carriers through its logistics operations. Management has determined that the Company is a principal in these arrangements, and therefore records revenue associated with these contracts on a gross basis. The Company has the primary responsibility to meet the customers' requirements. The Company invoices and collects from its customers and maintains discretion over pricing. Additionally, the Company is responsible for the selection of third-party transportation providers to the extent used to satisfy customer freight requirements.
Significant judgments involved in the Company's revenue recognition and corresponding accounts receivable balances include:
•Measuring in-transit revenue at period end (discussed above).
•Estimating the allowance for doubtful accounts. The Company establishes an allowance for doubtful accounts based on historical experience and any known trends or uncertainties related to customer billing and account collectability. Management reviews the adequacy of its allowance for doubtful accounts on a quarterly basis. Uncollectible accounts are written off when deemed uncollectible, and accounts receivable are presented net of an allowance for doubtful accounts.
•Contract Balances — In-transit revenue balances are included in "Contract balance – revenue in transit" in the consolidated balance sheets. The Company's contract liability balances are typically immaterial.
•Revenue Disaggregation — In considering the level at which the Company should disaggregate revenues pertaining to contracts with customers, management determined that there are no significant differences between segments in how the nature, amount, timing, and uncertainty of revenue or cash flows are affected by economic factors. Additionally, management considered how and where the Company has communicated information about revenue for various purposes, including disclosures outside of the financial statements and how information is regularly reviewed by the Company's chief operating decision makers for evaluating financial performance of the Company's segments, among others. Based on these considerations, management determined that revenues should be disaggregated by reportable segment.
The Company recognizes operating lease revenue from leasing tractors and related equipment to third parties, including independent contractors. Operating lease revenue from rental operations is recognized as earned, which is straight-lined per the rent schedules in the lease agreements. Losses from lease defaults are recognized as offsets to revenue.
Stock-based Compensation, Policy [Policy Text Block]
Stock-based Compensation — The Company accounts for stock-based compensation expense in accordance with ASC 718, Compensation – Stock Compensation. ASC 718 requires that all share-based payments to employees and non-employee directors, including grants of employee stock options, be recognized in the financial statements based upon a grant-date fair value of an award. Equity awards settled in cash are remeasured at each reporting period and are recognized as a liability in the consolidated balance sheets during the vesting period until settlement.
•Fair Value — The fair value of performance units is estimated using the Monte Carlo Simulation valuation model. The fair value of stock options is estimated using the Black-Scholes option-valuation model. The fair value of restricted stock units is the closing stock price on the grant date.
•Vesting — The requisite service period is the specified vesting date in the grant agreement or the date that the employee becomes retirement-eligible, based on the terms of the grant agreement. The Company calculates the number of awards expected to vest as awards granted, less expected forfeitures over the life of the award (estimated at grant date). All awards require future service and thus forfeitures are estimated based on historical forfeitures and the remaining term until the related award vests. Performance-based awards vest contingent upon meeting certain performance criteria established by the Company's compensation committee.
•Expense — Awards that are only subject to time-vesting provisions are amortized using the straight-line method, by amortizing the grant-date fair value over the requisite service period of the entire award. Awards subject to time-based vesting and performance conditions are amortized using the individual vesting tranches. Unless a material deviation from the assumed forfeiture rate is observed during the term in which the awards are expensed, any adjustment necessary to reflect differences in actual experience is recognized in the period the award becomes payable or exercisable.
Determining the appropriate amount to expense in each period is based on the likelihood and timing of achievement of the stated targets for performance-based awards, and requires judgment, including forecasting future financial results and market performance. The estimates are revised periodically, based on the probability and timing of achieving the required performance targets, and adjustments are made as appropriate.
Income Taxes, Policy [Policy Text Block]
Income Taxes — Management accounts for income taxes under the asset and liability method. Accordingly, deferred tax assets and liabilities are recognized for the future tax consequences of events that have been included in the consolidated financial statements. Additionally, deferred tax assets and liabilities are determined based on the differences between the financial statement carrying amounts and respective tax bases of assets and liabilities (using enacted tax rates in effect for the year in which the differences are expected to reverse). The effect on deferred tax assets and liabilities of changes in tax rates is recognized in income in the period that includes the enactment date. Net deferred incomes taxes are classified as noncurrent in the consolidated balance sheets.
A valuation allowance is provided against deferred tax assets if the Company determines it is more likely than not that such assets will not ultimately be realized. In making such determinations, the Company considers all available positive and negative evidence, including scheduled reversals of deferred tax liabilities, projected future taxable income, tax planning strategies, and recent financial operations. To the extent management believes the likelihood of recovery is not sufficient, a valuation allowance is established for the amount determined not to be realizable. Management judgment is necessary in determining the frequency at which the need for a valuation allowance is assessed, the accounting period in which to establish the valuation allowance, as well as the amount of the valuation allowance.
Unrecognized tax benefits are defined as the difference between a tax position taken or expected to be taken in a tax return and the benefit recognized and measured pursuant to ASC 740, Income Taxes. The Company does not recognize a tax benefit for uncertain tax positions unless it concludes that it is more likely than not that the benefit will be sustained on audit (including resolutions of any related appeals or litigation processes) by the taxing authority, based solely on the technical merits of the associated tax position. If the recognition threshold is met, the Company recognizes a tax benefit measured at the largest amount of the tax benefit that, in management's judgment, is greater than 50% likely to be realized. The Company records expected incurred interest and penalties related to unrecognized tax positions in "Income tax expense" in the consolidated statements of comprehensive
income. To the extent interest and penalties are not assessed with respect to uncertain tax positions, amounts accrued will be reduced and reflected as a reduction of the overall income tax provision.
Significant management judgment is required in determining the provision for income taxes and in determining whether deferred tax assets will be realized in full or in part. Management periodically assesses the likelihood that all or some portion of deferred tax assets will be recovered from future taxable income. Management judgment is also required regarding a variety of other factors including the appropriateness of tax strategies. The Company utilizes certain income tax planning strategies to reduce its overall income taxes. It is possible that certain strategies might be disallowed, resulting in an increased liability for income taxes. Significant management judgments are involved in assessing the likelihood of sustaining the strategies and determining the likely range of defense and settlement costs, in the event that tax strategies are challenged by taxing authorities. An ultimate result worse than the Company's expectations could adversely affect its results of operations.
v3.25.0.1
Contingencies and Legal Proceedings (Policies)
 12 Months Ended
Dec. 31, 2024
Commitments and Contingencies Disclosure [Abstract]  
Contingencies [Policy Text Block]
The Company is involved in certain claims and pending litigation primarily arising in the normal course of business. The majority of these claims relate to workers' compensation, auto collision and liability, physical damage, and cargo damage, as well as certain class action litigation in which plaintiffs allege failure to provide meal and rest breaks, unpaid wages, unauthorized deductions, and other items. The Company accrues for the uninsured portion of claims losses and the gross amount of other losses when the likelihood of the loss is probable and the amount of the loss is reasonably estimable. These accruals are based on management's best estimate within a possible range of loss. When there is no amount within the range of loss that appears to be a better estimate than any other amount, then management accrues to the low end of the range. Legal fees are expensed as incurred.
When it is reasonably possible that exposure exists in excess of the related accrual (which could be no accrual), management discloses an estimate of the possible loss or range of loss, unless an estimate cannot be determined (because, among other reasons, (1) the proceedings are in various stages that do not allow for assessment; (2) damages have not been sought; (3) damages are unsupported and/or exaggerated; (4) there is uncertainty as to the outcome of pending appeals; and/or (5) there are significant factual issues to be resolved).
If the likelihood of a loss is remote, the Company does not accrue for the loss. However, if the likelihood of a loss is remote, but it is at least reasonably possible that one or more future confirming events may materially change management's estimate within twelve months from the date of the financial statements, management discloses an estimate of the possible loss or range of loss, unless an estimate cannot be determined.
v3.25.0.1
Fair Value Measurement (Policies)
 12 Months Ended
Dec. 31, 2024
Fair Value Disclosures [Abstract]  
Fair Value Measurement, Policy [Policy Text Block]
The following summary presents a description of the methods and assumptions used to estimate the fair value of each class of financial instrument.
Equity Method Investments — The estimated fair value of the Company's equity method investments are privately negotiated investments. The carrying amount of these investments approximates the fair value.
Pension Plan Assets — The estimated fair value of ACT's pension plan assets are based on quoted prices in active markets that are readily and regularly obtainable.
Debt Instruments and Leases — For notes payable under the 2023 Term Loan, the 2021 Revolver, the 2021 Term Loans, the 2021 Prudential Notes, and the revenue equipment installment notes, fair value approximates the carrying value due to the variable interest rate. The carrying value of the 2023 RSA and the 2022 RSA approximates fair value, as the underlying receivables are short-term in nature and only eligible receivables (such as those with high credit ratings) are qualified to secure the borrowed amounts. For finance and operating lease liabilities, the carrying value approximates the fair value, as the Company's finance and operating lease liabilities are structured to amortize in a manner similar to the depreciation of the underlying assets.
Contingent Consideration — The estimated fair value of the Company's contingent consideration owed to sellers is calculated using applicable models and inputs for each acquired entity.
Other — Cash and cash equivalents, restricted cash, net accounts receivable, income tax refund receivable, and accounts payable represent financial instruments for which the carrying amount approximates fair value, as they are short-term in nature. These instruments are accordingly excluded from the disclosures below. All remaining balance sheet amounts excluded from the below are not considered financial instruments, subject to this disclosure.
Fair Value Hierarchy — ASC 820 establishes a framework for measuring fair value in accordance with GAAP and expands financial statement disclosure requirements for fair value measurements. ASC 820 further specifies a hierarchy of valuation techniques, which is based on whether the inputs into the valuation technique are observable or unobservable. The hierarchy follows:
•Level 1 — Valuation techniques in which all significant inputs are quoted prices from active markets for assets or liabilities that are identical to the assets or liabilities being measured.
•Level 2 — Valuation techniques in which significant inputs include quoted prices from active markets for assets or liabilities that are similar to the assets or liabilities being measured and/or quoted prices from markets that are not active for assets or liabilities that are identical or similar to the assets or liabilities being measured. Also, model-derived valuations in which all significant inputs and significant value drivers are observable in active markets are Level 2 valuation techniques.
•Level 3 — Valuation techniques in which one or more significant inputs or significant value drivers are unobservable. Unobservable inputs are valuation technique inputs that reflect the Company's own assumptions about the assumptions that market participants would use in pricing an asset or liability.
v3.25.0.1
Summary of Significant Accounting Policies (Tables)
 12 Months Ended
Dec. 31, 2024
Accounting Policies [Abstract]  
Property, Plant and Equipment [Table Text Block]
Depreciation of property and equipment is calculated on a straight-line basis down to the salvage value, as applicable, over the following estimated useful lives:
Category:Range (in years)
Revenue equipment*3— 20
Shop and service equipment2— 10
Land improvements5— 15
Buildings and building improvements10— 40
Furniture and fixtures3— 10
Leasehold improvementsLesser of lease term or leasehold improvement life
*For finance leases involving revenue equipment, the depreciation period is equal to the term of the lease agreement.
v3.25.0.1
Recently Issued Accounting Pronouncements (Tables)
 12 Months Ended
Dec. 31, 2024
Accounting Standards Update and Change in Accounting Principle [Abstract]  
Recently Issued Accounting Pronouncements
Date IssuedReferenceDescriptionExpected Adoption Date and MethodFinancial Statement Impact
November 2024ASU 2024-04: Debt—Debt with Conversion and Other Options (Subtopic 470-20)
The amendments in this ASU aim to improve the relevance and consistency in application of the induced conversion guidance in Subtopic 470-20. The amendments clarify when and how companies should recognize expenses related to incentives offered to investors to convert their convertible debt or preferred stock into common stock earlier than they otherwise would.January 2025Currently under evaluation, but not expected to be material
November 2024ASU 2024-03: Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses
The amendments in this ASU require disclosure, in the notes to financial statements, of specified information about certain costs and expenses. The amendments require that at each interim and annual reporting period an entity:
1) disclose the amounts of purchases of inventory, employee compensation, etc., recognized as part of oil- and gas-producing activities included in each relevant expense caption;
2) include certain amounts that are already required to be disclosed under current GAAP in the same disclosure as the other disaggregation requirements;
3) disclose a qualitative description of the amounts remaining in relevant expense captions that are not separately disaggregated quantitatively; and
4) disclose the total amount of selling expenses and, in annual reporting periods, and entity's definition of "selling expenses."
January 2026, Prospective adoptionCurrently under evaluation, but not expected to be material
March 2024ASU No. 2024-02: Codification Improvements - Amendments to Remove References to the Concepts StatementsThe amendments in this ASU contain amendments to the Codification that remove references to various Concepts Statements. In most cases, the references are extraneous and not required to understand or apply the guidance. In other instances, the references were used in prior Statements to provide guidance in certain topical areas.January 2025, Prospective or retrospective
Currently under evaluation, but not expected to be material
March 2024
ASU 2024-01: Compensation - Stock Compensation (Topic 718)
The amendments in this ASU improve GAAP by adding an illustrative example that includes four fact patterns to demonstrate how an entity should apply the scope guidance in paragraph 718-10-15-3 to determine whether a profits interest award should be accounted for in accordance with Topic 718.January 2025, Prospective or retrospective
Currently under evaluation, but not expected to be material
December 2023ASU 2023-09: Income Taxes (Topic 740): Improvements to Income Tax Disclosures

The amendments in the ASU update disclosure requirements related to income taxes including disclosures related to the rate reconciliation, income taxes paid, and other items. January 2025, Prospective or retrospectiveCurrently under evaluation, but not expected to be material
Date IssuedReferenceDescriptionExpected Adoption Date and MethodFinancial Statement Impact
November 2023
ASU 2023-07: Segment Reporting (ASC 280) — Improvements to Reportable Segment Disclosures 1
The amendments in this ASU update reportable segment disclosure requirements by requiring that an entity disclose significant segment expenses, disclose other segment items by reportable segments, provide annual disclosures about a reportable segment's profit and loss, the title of the chief operating decision maker, and other items.
January 2024
No material impact
June 2022
ASU No. 2022-03: Fair Value Measurements (ASC 820), Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions 1
The amendments in this ASU clarify that a contractual restriction on the sale of an equity security is not considered part of the unit of account of the equity security, and not considered in measuring fair value.January 2024, ProspectiveNo material impact
1Adopted during the first quarter of 2024.
v3.25.0.1
Acquisitions (Tables)
 12 Months Ended
Dec. 31, 2024
Business Combinations [Abstract]  
Allocation of purchase consideration
The purchase price allocation for DHE is preliminary and has been allocated based on estimated fair values of the assets acquired and liabilities assumed at the acquisition date, and among other things may be pending the completion of the valuation of acquired tangible assets, an independent valuation of certain acquired intangible assets, assessment of lease agreements, assessment of certain liabilities, and assessment of other tax related items as applicable. As the Company obtains more information, the preliminary purchase price allocation disclosed below is subject to change. Any future adjustments to the preliminary purchase price allocation, including changes within identifiable intangible assets or estimation uncertainty impacted by market conditions, may impact future net earnings. The purchase price allocation adjustments can be made through the end of the measurement period, which is not to exceed one year from the acquisition date.
July 30, 2024 Opening Balance Sheet as Reported at September 30, 2024AdjustmentsJuly 30, 2024 Opening Balance Sheet as Reported at December 31, 2024
Fair value of the consideration transferred$184,986 $— $184,986 
Other current assets445 — 445 
Property and equipment29,796 — 29,796 
Operating lease right-of-use assets15,448 — 15,448 
Identifiable intangible assets 1
72,400 1,000 73,400 
Other noncurrent assets98 — 98 
Total assets118,187 1,000 119,187 
Claims accruals – current and noncurrent portions(4,000)— (4,000)
Operating lease liabilities – current and noncurrent portions(12,400)— (12,400)
Total liabilities(16,400)— (16,400)
Goodwill $83,199 $(1,000)$82,199 
1    Includes $57.9 million in customer relationships and $15.5 million in trade names.
The purchase price was allocated based on estimated fair values of the assets and liabilities acquired as of the acquisition date. The purchase price allocation was open for adjustments through the end of the measurement period, which closed one year from the July 1, 2023 acquisition date.
July 1, 2023 Opening Balance Sheet as Reported at December 31, 2023AdjustmentsJuly 1, 2023 Opening Balance Sheet as Reported at June 30, 2024
Fair value of the consideration transferred$632,109 $— $632,109 
Cash and cash equivalents3,321 — 3,321 
Receivables216,659 345 217,004 
Prepaid expenses21,347 — 21,347 
Other current assets47,317 — 47,317 
Property and equipment433,210 — 433,210 
Operating lease right-of-use assets337,055 — 337,055 
Identifiable intangible assets 1
348,000 — 348,000 
Other noncurrent assets28,457 — 28,457 
Total assets1,435,366 345 1,435,711 
Accounts payable (115,494)(1,600)(117,094)
Accrued payroll and payroll-related expenses(27,485)— (27,485)
Accrued liabilities(19,966)(809)(20,775)
Claims accruals – current and noncurrent portions(180,251)(11,650)(191,901)
Operating lease liabilities – current and noncurrent portions(376,763)— (376,763)
Long-term debt and finance leases – current and noncurrent portions(337,949)— (337,949)
Deferred tax liabilities (33,072)9,942 (23,130)
Other long-term liabilities(34,230)(26,872)(61,102)
Total liabilities(1,125,210)(30,989)(1,156,199)
Noncontrolling interest(391)— (391)
Total stockholders' equity(391)— (391)
Goodwill $322,344 $30,644 $352,988 
1Includes $184.5 million in customer relationships and $163.5 million in trade names.
USX Pro-forma information
Pro Forma Information — The following unaudited pro forma information combines the historical operations of the Company and U.S. Xpress giving effect to the U.S. Xpress Acquisition, and related transactions as if consummated on January 1, 2022, the beginning of the comparative period presented.
December 31,
20232022
Total revenue$8,097,050 $9,589,752 
Net income attributable to Knight-Swift144,340 728,827 
Earnings per share – diluted0.89 4.47 
The unaudited pro forma condensed combined financial information has been presented for comparative purposes only and includes certain adjustments such as recognition of assets acquired at estimated fair values and related depreciation and amortization, elimination of transaction costs incurred by Knight-Swift and U.S. Xpress during the periods presented that were directly related to the U.S. Xpress Acquisition, and related income tax effects of these items. As a result of the U.S. Xpress Acquisition, both Knight-Swift and U.S. Xpress incurred certain acquisition-related expenses, including professional legal and advisory fees, acceleration of share-based compensation, bonus incentives, severance payments, filing fees and other miscellaneous expenses. These acquisition-related expenses totaled $33.0 million during 2023. These expenses were eliminated in the presentation of the unaudited pro forma "Net income attributable to Knight-Swift" presented above.
The unaudited pro forma condensed combined financial information does not purport to represent the actual results of operations that Knight-Swift and U.S. Xpress would have achieved had the companies been combined during the periods presented in the unaudited pro forma condensed combined financial statements and is not intended to project the future results of operations that the combined company may achieve after the identified transactions. The unaudited pro forma condensed combined financial information does not reflect any cost savings that may be realized as a result of the U.S. Xpress Acquisition and also does not reflect any restructuring or integration-related costs to achieve those potential cost savings.
v3.25.0.1
Equity Investments (Tables)
 12 Months Ended
Dec. 31, 2024
Investments, Debt and Equity Securities [Abstract]  
Transportation Resource Partners Investments and Commitments
The following table presents ownership and commitment information for the Company's investments in TRP partnerships:
December 31, 2024
Knight-Swift's Ownership Interest 1
Total Commitment (All Partners)Knight-Swift's Contracted CommitmentKnight-Swift's Remaining Commitment
(Dollars in thousands)
TRP IV – equity investment 3
4.2 %$116,065 $4,900 $— 
TRP V - equity method investment 2 4
16.6 %$180,700 $30,000 $3,885 
TRP V Coinvest - equity method investment 2
13.3 %$30,000 $4,000 $— 
TRP VI - equity method investment 2 5
17.8 %$224,160 $40,000 $30,095 
1The Company's share of the results is included within "Other income (expenses), net" in the consolidated statements of comprehensive income.
2The TRP IV Coinvestments, TRP V, TRP V Coinvest, and TRP VI are unconsolidated majority interests. Management considered the criteria set forth in ASC 323, Investments – Equity Method and Joint Ventures, to establish the appropriate accounting treatment for these investments. This guidance requires the use of the equity method for recording investments
in limited partnerships where the "so minor" interest is not met. As such, the investments are being accounted for under the equity method. Knight's ownership interest reflects its ultimate ownership of the portfolio companies underlying the TRP V, TRP V Coninvest, and TRP VI legal entities.
3In accordance with ASC 321, Investments – Equity Securities, these investments are recorded at cost minus impairment.
4Management anticipates that the following amounts will be due: $0.5 million in 2025, $1.0 million from 2026 through 2027, $1.0 million from 2028 through 2029, and $1.4 million thereafter.
5Management anticipates that the following amounts will be due: $7.8 million in 2025, $14.1 million from 2026 through 2027, $5.1 million from 2028 through 2029, and $3.1 million thereafter.
Net Investments Carrying Value
Net investment balances included in "Other long-term assets" in the consolidated balance sheets were as follows:
December 31,
20242023
(in thousands)
TRP IV Coinvestment QLS – equity method investment194 321 
TRP IV Coinvestment FFR – equity method investment162 232 
TRP V – equity method investment25,671 25,776 
TRP V Coinvest – equity method investment5,009 6,922 
TRP VI - equity method investment9,865 — 
Other equity method investments – equity method investment 1
63,739 69,001 
Total carrying value$104,640 $102,252 
1In accordance with ASC 323, Investments – Equity Method and Joint Ventures, the net investment balance includes accretion of amortization of certain definite-lived intangibles.
v3.25.0.1
Trade Receivables, net (Tables)
 12 Months Ended
Dec. 31, 2024
Receivables [Abstract]  
Schedule of Trade Receivables, net
Trade receivables, net balances were comprised of the following:
December 31,
20242023
(In thousands)
Trade customers$800,873 $807,458 
Equipment manufacturers8,479 24,903 
Insurance premiums2,179 33,000 
Other29,962 62,700 
Trade receivables841,493 928,061 
Less: Allowance for doubtful accounts(37,797)(39,458)
Trade receivables, net$803,696 $888,603 
The following is a rollforward of the allowance for doubtful accounts for trade receivables:
202420232022
(In thousands)
Beginning balance$39,458 $22,980 $21,663 
Provision2,913 19,116 13,078 
Recoveries(743)— — 
Write-offs directly against the reserve(1,806)(2,431)(994)
Write-offs for revenue adjustments(2,025)(1,520)(11,517)
Other 1
— 1,313 750 
Ending balance$37,797 $39,458 $22,980 
1    Represents allowance for doubtful trade accounts receivable assumed in 2023 from the Company's acquisitions. Represents measurement period adjustment during 2022 related to the MME acquisition. See Note 4 for further details regarding these acquisitions.
v3.25.0.1
Goodwill and Other Intangible Assets (Tables)
 12 Months Ended
Dec. 31, 2024
Goodwill and Intangible Assets Disclosure [Abstract]  
Schedule of goodwill
The changes in the carrying amounts of goodwill were as follows:
202420232022
(In thousands)
Goodwill balance at beginning of period$3,848,798 $3,519,339 $3,515,135 
Acquisition and measurement period adjustments 1
113,344 329,459 4,204 
Goodwill balance at end of period$3,962,142 $3,848,798 $3,519,339 
1The goodwill associated with the U.S. Xpress Acquisition was allocated to the Truckload and Logistics segments. The goodwill associated with the MME and DHE acquisitions was allocated to the LTL segment. The goodwill associated with the Eleos and other acquisitions were allocated to the All Other Segments. See Note 4 regarding the amount attributed to adjustments to the opening balance sheets.
The following presents the components of goodwill by reportable segment as of December 31, 2024 and 2023:
December 31,
20242023
Net Carrying Amount 1
Net Carrying Amount 1
(In thousands)
Truckload$2,954,882 $2,929,116 
LTL630,521 548,322 
Logistics111,018 106,140 
Intermodal175,594 175,594 
All Other90,127 89,626 
Goodwill$3,962,142 $3,848,798 
1The net carrying amount and gross carrying amount are equal since there are no accumulated impairment losses.
Schedule of Intangible Assets, net
Other intangible asset balances were as follows:
December 31,
20242023
(In thousands)
Definite-lived intangible assets: 1
Gross carrying amount
$1,484,534 $1,426,592 
Accumulated amortization(411,400)(336,120)
Definite-lived intangible assets, net1,073,134 1,090,472 
Indefinite-lived trade names:
Gross carrying amount983,910 968,410 
Intangible assets, net$2,057,044 $2,058,882 
1The Company's definite-lived intangible assets include customer relationships which have a gross carrying amount of $1.5 billion and $1.4 billion as of December 31, 2024 and 2023, respectively. Other categories of the Company's definite-lived intangible assets include non-compete agreements, internally-developed software, trade names, and others. Identifiable intangible assets subject to amortization have been recorded at fair value. Definite-lived intangible assets related to acquisitions other than the 2017 Merger are amortized over a weighted-average amortization period of 19.4 years. The Company's customer relationship intangible assets related to the 2017 Merger are being amortized over a weighted average amortization period of 19.9 years.
Finite-lived Intangible Assets Amortization Expense
The following table presents amortization of intangible assets related to the 2017 Merger and various acquisitions:
202420232022
(In thousands)
Amortization of intangible assets related to the 2017 Merger$41,375 $41,375 $41,375 
Amortization related to other intangible assets33,905 28,763 23,468 
Amortization of intangibles$75,280 $70,138 $64,843 
v3.25.0.1
Accrued Payroll and Purchased Transportation and Accrued Liabilities (Tables)
 12 Months Ended
Dec. 31, 2024
Payables and Accruals [Abstract]  
Schedule of Accrued Payroll and Purchased Transportation
The following table presents the composition of accrued payroll and purchased transportation:
December 31,
20242023
(In thousands)
Accrued payroll 1
$165,281 $157,310 
Accrued purchased transportation29,594 7,574 
Accrued payroll and purchased transportation$194,875 $164,884 
1    Accrued payroll includes accruals related to the Knight-Swift 401(k) Retirement Plan (the "401(k) Plan") which is offered by the Company to its employees. Eligible employees must be at least 18 years of age, have completed ninety days of service, and belong to an Eligible Class of Employees (as defined in the 401(k) Plan) with the Company in order to participate in the 401(k) Plan. Employees earn vested interests in their employer contribution accounts over a period of five years based upon their years of service. The Employer may make discretionary matching contributions to the 401(k) Plan.
The Company's employee benefits expense for matching contributions related to the 401(k) plans was approximately $31.5 million, $31.3 million, and $29.6 million in 2024, 2023, and 2022, respectively. This expense was included in "Salaries, wages, and benefits" in the consolidated statements of comprehensive income. As of December 31, 2024 and 2023, the
balance above in accrued payroll included $39.2 million and $36.2 million, respectively, in matching contributions for the 401(k) plans.
Schedule of Accrued Liabilities
The following table presents the composition of accrued liabilities:
December 31,
20242023
(In thousands)
Mandatorily redeemable contingent consideration 1
$— $134,107 
Other64,100 86,243 
Accrued liabilities$64,100 $220,350 
1    As of December 31, 2024, the mandatorily redeemable contingent consideration is included in "Other long-term liabilities" in the Company's consolidated balance sheet. Refer to Note 4 for further information regarding the contingent consideration related to the U.S. Xpress Acquisition.
v3.25.0.1
Claims Accruals (Tables)
 12 Months Ended
Dec. 31, 2024
Liability for Unpaid Claims and Claims Adjustment Expense, Activity in Liability [Abstract]  
Schedule of Claims Accruals
Claims accruals were comprised of the following:
December 31,
20242023
(In thousands)
Auto reserves$458,748 $413,662 
Workers’ compensation reserves87,712 95,164 
Third-party carrier claims reserves345 244,613 
Independent contractor claims reserves6,199 6,783 
Cargo damage reserves7,957 7,238 
Employee medical and other reserves24,872 28,216 
Claims accruals585,833 795,676 
Less: current portion of claims accruals(249,953)(480,200)
Claims accruals, less current portion$335,880 $315,476 
v3.25.0.1
Income Taxes (Tables)
 12 Months Ended
Dec. 31, 2024
Income Tax Disclosure [Abstract]  
Income Tax Expense (Benefit)
The following table presents the Company's income tax expense:
202420232022
(In thousands)
Current expense:
Federal$34,201 $15,726 $174,277 
State6,275 16,423 39,687 
Foreign11,799 12,135 4,277 
52,275 44,284 218,241 
Deferred expense (benefit):
Federal(13,448)17,353 25,850 
State(6,612)(2,397)1,432 
Foreign745 (4,472)3,865 
(19,315)10,484 31,147 
Income tax expense$32,960 $54,768 $249,388 
Schedule Of Effective Income Tax Rate Reconciliation Actual tax expense differs from expected tax expense as follows:
202420232022
(In thousands)
Computed "expected" tax expense$31,300 $56,761 $214,306 
Increase (decrease) in income taxes resulting from:
State income taxes, net of federal income tax benefit(1,654)10,578 32,786 
Addition/(release) of valuation allowance628 (14,604)— 
Nondeductible per-diem paid to drivers2,954 2,406 — 
Effect of rates different than statutory3,156 1,721 2,217 
Mark-to-market adjustment(7,690)— — 
Other, net4,266 (2,094)79 
Income tax expense$32,960 $54,768 $249,388 
Components Of Net Deferred Tax Asset (Liability) The components of the net deferred tax asset (liability) included in "Deferred tax liabilities" in the consolidated balance sheets were:
December 31,
20242023
(In thousands)
Deferred tax assets:
Accrued liabilities$16,340 $12,282 
Allowance for doubtful accounts16,354 16,733 
Bonus accrual2,136 2,331 
Claims accrual136,779 127,850 
Capital loss carryforward2,839 6,518 
Deferred revenue4,596 5,358 
Interest expense limitation carryforwards34,197 18,530 
Lease reserve5,807 7,900 
Net operating loss and credit carryforwards46,246 54,173 
Stock amortization8,884 8,947 
Operating Lease liabilities92,678 120,782 
Research and development13,645 7,717 
Vacation accrual5,788 6,430 
Other896 3,979 
Total deferred tax assets387,185 399,530 
Valuation allowance(11,063)(10,435)
Total deferred tax assets, net376,122 389,095 
Deferred tax liabilities:
Intangible assets(426,185)(430,948)
Investments(4,918)(316)
Property and equipment, principally due to differences in depreciation(748,950)(766,053)
Prepaid taxes, licenses, and permits deducted for tax purposes(18,784)(19,936)
Operating lease right-of-use assets(91,172)(118,152)
Foreign accruals(4,250)(3,760)
Unrecognized tax benefit(1,677)(1,677)
Other— (2)
Total deferred tax liabilities(1,295,936)(1,340,844)
Deferred income taxes$(919,814)$(951,749)
Summary of Valuation Allowance Valuation allowances are provided if, based upon the weight of available evidence, it is more likely than not that some or all of the deferred tax assets will not be realized. The Company has a valuation allowance of $11.1 million and $10.4 million at December 31, 2024 and December 31, 2023, respectively, to offset the tax benefit of capital loss and certain state operating loss carryforwards. In 2024, $3.0 million of the valuation allowance was reversed primarily due to the utilization and expiration of the Company's capital loss carryforward. In addition, $3.6 million in valuation allowance was established to offset the tax benefit of certain separate company state operating loss carryforwards.
202420232022
(In thousands)
Valuation allowance at beginning of year$10,435 $— $— 
Additions charged to provision for income taxes3,616 35 — 
Charges to other accounts— 25,039 — 
Reductions, deferred tax assets realized or written-off(2,988)(14,639)— 
Valuation allowance at end of year$11,063 $10,435 $— 
Schedule of Unrecognized Tax Benefits Roll Forward
A reconciliation of the beginning and ending amounts of unrecognized tax benefits for 2024, 2023, and 2022 is below:
202420232022
(In thousands)
Unrecognized tax benefits at beginning of year$1,677 $1,735 $1,735 
Increases for tax positions taken in the current year— 1,677 — 
Decreases for tax positions taken prior to beginning of year— (1,080)— 
Lapse of statute of limitations— (655)— 
Unrecognized tax benefits at end of year$1,677 $1,677 $1,735 
v3.25.0.1
Accounts Receivable Securitization (Tables)
 12 Months Ended
Dec. 31, 2024
Transfers and Servicing of Financial Assets [Abstract]  
Accounts Receivable Securitization [Table Text Block]
The following table summarizes the key terms of the 2023 RSA (dollars in thousands):
2023 RSA
(Dollars in thousands)
Effective dateOctober 23, 2023
Final maturity dateOctober 1, 2025
Borrowing capacity$575,000 
Accordion option 1
$100,000 
Unused commitment fee rate 2
20 to 40 basis points
Program fees on outstanding balances 3
one month SOFR + credit spread adjustment 10 basis points + 82.5 basis points
1The accordion option increases the maximum borrowing capacity, subject to participation by the purchasers.
2The commitment fee rates are based on the percentage of the maximum borrowing capacity utilized.
3As identified within the 2023 RSA, the lender can trigger an amendment by identifying and deciding upon a replacement index for SOFR.
Availability under the 2023 RSA is calculated as follows:
December 31,
20242023
(In thousands)
Borrowing base, based on eligible receivables$500,700 $527,600 
Less: outstanding borrowings 1
(459,200)(527,000)
Less: outstanding letters of credit(27,167)— 
Availability under accounts receivable securitization facilities$14,333 $600 
1As of December 31, 2024, outstanding borrowings are included in "Accounts receivable securitization – current portion" in the consolidated balance sheets and are offset by $0.2 million of deferred loan costs. As of December 31, 2023, outstanding borrowings are included in "Accounts receivable securitization – less current portion" in the consolidated balance sheets and are offset by $0.5 million of deferred loan costs. Interest accrued on the aggregate principal balance at a rate of 5.5% and 6.3%, as of December 31, 2024 and 2023, respectively.
v3.25.0.1
Debt And Financing (Tables)
 12 Months Ended
Dec. 31, 2024
Debt Disclosure [Abstract]  
Schedule of Debt Balances by Instrument [Table Text Block]
Other than the Company's accounts receivable securitization as discussed in Note 12 and its outstanding finance lease obligations as discussed in Note 14, the Company's long-term debt consisted of the following:
December 31,
20242023
(In thousands)
2021 Term Loan A-2, due September 3, 2026, net 1 2
$349,149 $199,902 
2021 Term Loan A-3, due September 3, 2026, net 1 2
779,411 799,058 
2023 Term Loan, due September 3, 2026, net 1 3
249,459 249,135 
Revenue equipment installment notes 1 4
192,255 279,339 
Prudential Notes, net 1
16,611 25,078 
Other6,722 8,567 
Total long-term debt, including current portion1,593,607 1,561,079 
Less: current portion of long-term debt(148,294)(338,058)
Long-term debt, less current portion$1,445,313 $1,223,021 
December 31,
20242023
(In thousands)
Total long-term debt, including current portion$1,593,607 $1,561,079 
2021 Revolver, due September 3, 2026 1 5
232,000 67,000 
Long-term debt, including revolving line of credit$1,825,607 $1,628,079 
1Refer to Note 21 for information regarding the fair value of debt.
2The carrying amounts of the 2021 Term Loan A-2 and 2021 Term Loan A-3 are net of $0.9 million and $0.6 million in deferred loan costs as of December 31, 2024, respectively. The carrying amounts of the 2021 Term Loan A-2, and 2021 Term Loan A-3 are net of $0.1 million and $0.9 million in deferred loan costs as of December 31, 2023, respectively.
3As of December 31, 2024, the carrying amount of the 2023 Term Loan was net of $0.5 million in deferred loan costs. As of December 31, 2023, the carrying amount of the 2023 Term Loan was net of $0.9 million in deferred loan costs.
4The revenue equipment installment loans were assumed at the close of the U. S. Xpress Acquisition and have a weighted average interest rate of 4.68% as of December 31, 2024.
5The Company also had outstanding letters of credit of $18.1 million and $18.0 million under the 2021 Revolver, primarily related to workers' compensation and self-insurance liabilities, at December 31, 2024 and December 31, 2023, respectively. The Company also had outstanding letters of credit of $246.0 million and $264.3 million under a separate bilateral agreement which do not impact the availability of the 2021 Revolver as of December 31, 2024 and December 31, 2023, respectively.
Schedule of Debt Terms [Table Text Block] The following table presents the key terms of the 2021 Debt Agreement, as amended by the 2024 Amendment:
2021 Term Loan A-22021 Term Loan A-3
2021 Revolver 2
2021 Debt Agreement Terms(Dollars in thousands)
Maximum borrowing capacity$350,000$800,000$1,100,000
Final maturity dateSeptember 3, 2026September 3, 2026September 3, 2026
Interest rate margin reference rateSOFR + credit spread adjustment 10 basis pointsSOFR + credit spread adjustment 10 basis pointsSOFR + credit spread adjustment 10 basis points
Interest rate minimum margin 1
0.88%0.88%0.88%
Interest rate maximum margin 1
1.50%1.50%1.50%
Minimum principal payment — amount$—$10,000$—
Minimum principal payment — frequencyOnceQuarterlyOnce
Minimum principal payment — commencement dateSeptember 3, 2026September 30, 2024September 3, 2026
1The interest rate margin for the 2021 Term Loan and 2021 Revolver is based on the Company's consolidated leverage ratio. As of December 31, 2024, interest accrued at 5.96% on the 2021 Term Loan A-2, 5.96% on the 2021 Term Loan A-3, and 5.96% on the 2021 Revolver.
2The commitment fee for the unused portion of the 2021 Revolver is based on the Company's consolidated leverage ratio, and ranges from 0.10% to 0.20%. As of December 31, 2024, commitment fees on the unused portion of the 2021 Revolver accrued at 0.20% and outstanding letter of credit fees accrued at 1.50%.
v3.25.0.1
Leases (Tables)
 12 Months Ended
Dec. 31, 2024
Leases [Abstract]  
Lease Cost The components of the Company's lease cost were as follows:
20242023
(in thousands)
Operating lease cost:
Operating lease costs$160,891 $116,811 
Short-term lease cost 1
10,774 13,458 
Rental expense171,665 130,269 
Finance lease cost:
Amortization of property and equipment134,597 62,591 
Interest expense23,286 12,452 
Total finance lease cost157,883 75,043 
Total operating and finance lease costs$329,548 $205,312 
1    Short-term lease cost includes leases with a term of twelve months or less, as well as month-to-month leases and variable lease costs.
Lease Liability Calculation Assumptions The assumptions underlying the calculation of the Company's right-of-use assets and corresponding lease liabilities are disclosed below.
December 31,
20242023
OperatingFinanceOperatingFinance
Revenue equipment leases
Weighted average remaining lease term3.6 years3.6 years3.9 years3.8 years
Weighted average discount rate5.0 %4.4 %4.9 %3.6 %
Real estate and other leases
Weighted average remaining lease term8.3 years8.3 years8.8 years9.3 years
Weighted average discount rate4.4 %4.2 %4.1 %4.2 %
Maturity analysis of Lease Liabilities (as Lessee) Future minimum lease payments for all noncancellable leases were:
December 31, 2024
OperatingFinance
(In thousands)
2025$139,070 $164,614 
202698,954 106,955 
202753,905 129,833 
202836,971 130,591 
202923,864 70,818 
Thereafter106,872 72,584 
Future minimum lease payments459,636 675,395 
Less: amounts representing interest(64,372)(77,958)
Present value of minimum lease payments395,264 597,437 
Less: current portion(120,715)(140,134)
Lease liabilities – less current portion$274,549 $457,303 
Supplemental Cash Flow (Leases) The following table sets forth cash paid for amounts included in the measurement of lease liabilities:
20242023
(in thousands)
Operating cash flows for operating leases$175,898 $120,550 
Operating cash flows for finance leases23,286 12,452 
Financing cash flows for finance leases134,838 60,887 
Lease Revenue and Rental Income The components of the Company's lease revenue are included in "Revenue, excluding truckload and LTL fuel surcharge" and the Company's rental income is included in "Other income, net" in the consolidated statements of comprehensive income. These amounts are disclosed in the table below.
20242023
(in thousands)
Operating lease revenue$55,154 $80,021 
Variable lease revenue911 995 
Total lease revenue 1
$56,065 $81,016 
Rental income 2
$15,379 $13,656 
1    Represents operating revenue earned by the Company for leasing equipment to independent contractors and other third-parties.
2    Represents non-operating income earned from leasing real estate to third parties.
Maturity Analysis of Lease Receivables (as Lessor) Future minimum lease revenues for all noncancellable leases were:
December 31, 2024
(In thousands)
2025$46,077 
202627,926 
202715,422 
20284,506 
2029726 
Thereafter3,336 
Future minimum lease revenues$97,993 
v3.25.0.1
Defined Benefit Pension Plan (Tables)
 12 Months Ended
Dec. 31, 2024
Retirement Benefits [Abstract]  
Schedule of Amounts Recognized in Balance Sheet The net pension liability recognized is as follows:
December 31,
20242023
(In thousands)
Projected benefit obligation$32,717 $35,401 
Less: fair value of plan assets33,788 $35,423 
Overfunded status
$(1,071)$(22)
Accrued pension liability recognized 1
$1,238 $847 
1The pension liability is included in "Other long-term liabilities" in the consolidated balance sheets.
Schedule of Defined Benefit Plans Disclosures
Other information concerning the defined benefit pension plan is summarized below:
20242023
(In thousands)
Net periodic pension income (expense)$391 $(7)
Benefits paid1,363 $3,050 
The following benefit payments are expected to be paid in each of the fiscal years as follows:
December 31, 2024
(In thousands)
20252,177 
20262,334 
20272,455 
20282,552 
20292,554 
2030 through 203412,742 
Total$24,814 
Defined Benefit Plan, Assumptions
The following weighted-average assumptions were used to determine net periodic pension cost:
20242023
Discount rate5.39 %4.73 %
Expected long-term rate of return on pension plan assets6.00 %6.00 %
Defined Benefit Plan, Plan Assets, Allocation
The defined benefit pension plan weighted-average asset allocations, by asset category, are as follows:
20242023
Asset category:
Equity securities— %— %
Debt securities98 %97 %
Cash and cash equivalents
2 %3 %
Total100 %100 %
The target allocation by asset category, is as follows:
20242023
Asset category:
Debt securities100 %100 %
Total100 %100 %
v3.25.0.1
Stock-based Compensation (Tables)
 12 Months Ended
Dec. 31, 2024
Share-Based Payment Arrangement [Abstract]  
Compensation Expense Related To Stock-Based Compensation
Stock-based compensation expense, net of forfeitures, which is included in "Salaries, wages, and benefits" in the consolidated statements of comprehensive income is comprised of the following:
 202420232022
(In thousands)
Restricted stock units22,887 27,543 21,091 
Performance units670 379 12,837 
Total stock-based compensation expense, net of forfeitures$23,557 $27,922 $33,928 
Income tax benefit 1
$4,768 $6,166 $4,201 
1The income tax benefit is calculated by applying the statutory tax rate to stock-based compensation expense for equity awards.
Share-based Payment Arrangement, Nonvested Award, Cost [Table Text Block]
The following table presents the total unrecognized stock-based compensation expense and the expected weighted average period over which these expenses will be recognized:
December 31, 2024
ExpenseWeighted Average Period
(In thousands)(In years)
Restricted stock units48,567 2.0
Performance units9,273 2.4
Total unrecognized stock-based compensation expense$57,840 2.1
Schedule of Grants of Restricted Stock [Table Text Block]
 202420232022
Restricted stock units520,331 422,384 534,307 
Performance units90,105 106,880 118,520 
Total stock awards granted610,436 529,264 652,827 
Summary Of Exercise Of Stock Options
The following table summarizes stock option exercise information for the years presented:
Stock option exercises20232022
(In thousands, except share data)
Number of stock options exercised6,813 76,900 
Intrinsic value of stock options exercised$225 $1,297 
Cash received upon exercise of stock options$162 $2,511 
Income tax benefit$44 $63 
Rollforward of Nonvested Restricted Stock Awards [Table Text Block]
The following table is a rollforward of unvested restricted stock units:
Unvested restricted stock units:Number of Awards
Weighted Average Fair Value 1
Unvested restricted stock units at December 31, 20231,544,426 $48.71 
Granted520,331 49.66 
Vested 2
(527,094)46.13 
Forfeited(146,222)51.26 
Unvested restricted stock units at December 31, 20241,391,441 $49.77 
1The fair value of each restricted stock unit is based on the closing market price on the grant date.
2Includes 185,782 shares withheld for taxes which were excluded from the "Common stock issued to employees" activity within the consolidated statements of stockholders' equity.
Rollforward of Nonvested Performance Shares [Table Text Block]
The following table is a rollforward of unvested performance units:
Unvested performance units: Shares  Weighted Average Fair Value
Unvested performance units at December 31, 2023477,092 $54.17 
Granted90,105 $61.17 
Shares earned above target19,998 $42.34 
Vested 1
(103,915)$43.41 
Forfeited(178,090)$59.32 
Unvested performance units at December 31, 2024 2
305,190 $59.88 
1Includes 37,941 shares withheld for taxes which were excluded from the "Common stock issued to employees" activity within the consolidated statements of stockholders' equity.
2The performance measurement period for units granted in 2021 is January 1, 2022 to December 31, 2024 (three full calendar years). The performance measurement period for units granted in 2022 is January 1, 2023 to December 31, 2025 (three full calendar years). The performance measurement period for units granted in 2023, as well as certain units granted in 2024, is January 1, 2024 to December 31, 2026 (three full calendar years). The performance measurement period for units granted in 2024 is January 1, 2025 to December 31, 2027 (three full calendar years). All performance units, if and to the extent earned, will vest one month following the expiration of the performance measurement period.
Performance unit fair value assumptions
The following table presents the weighted average assumptions used in the fair value computation for performance units:
Performance unit fair value assumptions:202420232022
Dividend yield 1
1.09 %0.97 %0.87 %
Expected volatility 2
30.74 %30.09 %33.11 %
Average peer volatility 2
34.89 %33.59 %38.22 %
Average peer correlation coefficient 3
0.560.580.61
Risk-free interest rate 4
4.09 %4.08 %4.07 %
Expected term (in years) 5
3.13.03.1
Weighted-average fair value of performance units granted$61.17 $59.74 $57.78 
1The dividend yield, used to project stock price to the end of the performance period, is based on the Company's historical experience and future expectation of dividend payouts. Total stockholder return is determined assuming that dividends are reinvested in the issuing entity over the performance period, which is mathematically equivalent to utilizing a 0% dividend yield.
2Management (or peer company) estimated volatility using the Company's (or peer company's) historical share price performance over the remaining performance period as of the grant date.
3The correlation coefficients are used to model the way in which each entity tends to move in relation to each other; the correlation assumptions were developed using the same stock price data as the volatility assumptions.
4The risk-free interest rate assumption is based on US Treasury securities at a constant maturity with a maturity period that most closely resembles the expected term of the performance award.
5Since the Monte Carlo Simulation valuation is an open form model that uses an expected life commensurate with the performance period, the expected life of the performance units was assumed to be the period from the grant date to the end of the performance period.
v3.25.0.1
Weighted Average Shares Outstanding (Tables)
 12 Months Ended
Dec. 31, 2024
Earnings Per Share [Abstract]  
Calculation Of Basic And Diluted Earnings Per Share Attributable To Stockholders
The following table reconciles basic weighted average shares outstanding to diluted weighted average shares outstanding:
 202420232022
(In thousands)
Basic weighted average common shares outstanding161,738 161,188 162,260 
Dilutive effect of equity awards435 638 951 
Diluted weighted average common shares outstanding162,173 161,826 163,211 
Anti-dilutive shares excluded from earnings per diluted share 1
435 252 335 
1Shares were excluded from the dilutive-effect calculation because the outstanding awards' exercise prices were greater than the average market price of the Company's common stock.
v3.25.0.1
Fair Value Measurement (Tables)
 12 Months Ended
Dec. 31, 2024
Fair Value Disclosures [Abstract]  
Fair Value by Balance Sheet Grouping
The following table presents the carrying amounts and estimated fair values of the Company's major categories of financial assets and liabilities:
 December 31, 2024December 31, 2023
Consolidated Balance Sheets CaptionCarrying
Value		Estimated
Fair Value		Carrying
Value		Estimated
Fair Value
(In thousands)
Financial Assets:
Equity method investments 1
Other long-term assets104,640 104,640 102,252 102,252 
Financial Liabilities:
2021 Term Loan A-2, due September 2026 1 2
Long-term debt – less current portion349,149 350,000 199,902 200,000 
2021 Term Loan A-3, due September 2026 1 2
Long-term debt – less current portion779,411 780,000 799,058 800,000 
2023 Term Loan, due September 2026 1 3
Long-term debt – less current portion249,459 250,000 249,135 250,000 
2021 Revolver, due September 2026Revolving line of credit232,000 232,000 67,000 67,000 
Revenue equipment installment notes 4
Finance lease liabilities and long-term debt
– current portion,
Long-term debt – less current portion		192,255 192,255 279,339 279,339 
2021 Prudential Notes 1 5
Finance lease liabilities and long-term debt
– current portion,
Long-term debt – less current portion		16,611 16,621 25,078 25,100 
2023 RSA, due October 2025 1 6
Accounts receivable securitization
– current portion,
Accounts receivable securitization – less current portion		458,983 459,200 526,508 527,000 
Mandatorily redeemable contingent consideration 7
Accrued liabilities, Other long-term liabilities132,287 132,287 134,107 134,107 
Contingent consideration 7
Accrued liabilities, Other long-term liabilities5,203 5,203 40,859 40,859 
1Level 2 inputs used to estimate the fair value.
2As of December 31, 2024, the carrying amounts of the 2021 Term Loan A-2 and 2021 Term Loan A-3 are net of $0.9 million and $0.6 million in deferred loan costs, respectively. As of December 31, 2023, the carrying amounts of the 2021 Term Loan A-2, and 2021 Term Loan A-3 are net of $0.1 million and $0.9 million in deferred loan costs, respectively.
3As of December 31, 2024, the carrying amount of the 2023 Term Loan is net of $0.5 million in deferred loan costs. As of December 31, 2023, the carrying amount of the 2023 Term Loan is net of $0.9 million in deferred loan costs.
4As of December 31, 2024, the carrying amount of the revenue equipment installment notes included $0.6 million in fair value adjustments.As of December 31, 2023, the carrying amount of the revenue equipment installment notes included $1.3 million in fair value adjustments.
5As of December 31, 2024, the carrying amount of the 2021 Prudential Notes is net of $10,000 in deferred loan costs and $0.6 million in fair value adjustments. As of December 31, 2023, the carrying amount of the 2021 Prudential Notes is net of $22,000 in deferred loan costs and $1.1 million in fair value adjustments.
6The carrying amount of the 2023 RSA is net of $0.2 million in deferred loan costs as of December 31, 2024. The carrying amount of the 2023 RSA is net of $0.5 million in deferred loan costs as of December 31, 2023.
7Refer to Note 4 for information regarding the contingent consideration related to the U.S. Xpress Acquisition.
Recurring Fair Value Measurements (Assets) The following table sets forth the level within the fair value hierarchy of ACT's pension plan financial assets accounted for at fair value on a recurring basis. Assets are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. ACT's assessment of the significance of a particular input to the fair value measurement requires judgment, and may affect the valuation of these assets and their placement within the fair value hierarchy levels.
Fair Value Measurements at Reporting Date Using:
Estimated
Fair Value		Level 1 InputsLevel 2 InputsLevel 3 Inputs
(In thousands)
As of December 31, 2024
Fixed income funds33,399 33,399 — — 
Cash and cash equivalents389 389 — — 
Total pension plan assets$33,788 $33,788 $— $— 
As of December 31, 2023
Fixed income funds34,536 34,536 — — 
Cash and cash equivalents887 887 — — 
Total pension plan assets$35,423 $35,423 $— $— 
Recurring Fair Value Measurements (Liabilities) The following table depicts the level in the fair value hierarchy of the inputs used to estimate the fair value of liabilities measured on a recurring basis as of December 31, 2024 and 2023.
 Fair Value Measurements at Reporting Date Using
Estimated Fair ValueLevel 1 InputsLevel 2 InputsLevel 3 InputsTotal Gain (Loss)
(In thousands)
As of December 31, 2024
Mandatorily redeemable contingent consideration 1 2
$132,287 $— $— $132,287 $1,820 
Contingent consideration 1
$5,203 $— $— $5,203 $35,656 
As of December 31, 2023
Mandatorily redeemable contingent consideration 1
134,107 — — 134,107 — 
Contingent consideration 1
40,859 — — 40,859 3,359 
1The Company measures contingent consideration liabilities at fair value each reporting period using significant unobservable inputs classified within Level 3 of the fair value hierarchy. The Company uses a probability weighted value analysis as a valuation technique to convert future estimated cash flows to a single present value amount. The significant unobservable inputs used in the fair value measurements are forecasted operating income and net income over the earnout period, and the probability outcome percentages assigned to each scenario. Significant increases or decreases to either of these inputs would result in a significantly higher or lower liability with a higher liability capped by the contractual maximum of the contingent earnout liabilities. Ultimately, the liability will be equivalent to the amount settled, and the difference between the fair value estimate and amount settled will be recorded in earnings for business combinations.
The following is a rollforward for the summary of changes in the fair value of the Company's contingent consideration liabilities, which are measured at fair value on a recurring basis utilizing Level 3 assumptions:
20242023
Beginning balance$174,966 $4,218 
Change in fair value of contingent consideration (a)
(36,617)— 
Fair value of contingent consideration issuances (b)
— 174,107 
Settlement of contingent consideration (c)
(859)(3,359)
Ending balance$137,490 $174,966 
(a)The fair values of the mandatorily redeemable contingent consideration and other contingent consideration related to the U.S. Xpress Acquisition are based on Monte Carlo simulations that measure the present value of the expected future payments to be made in accordance with the provisions outlined in the purchase agreement, which is a Level 3 fair value measurement. In determining fair value, the Company estimates the future performance using financial projections developed by management about operating income and net income and the volatility associated with operating income and net income. As of December 31, 2024, the Company used volatility rates of 38.0% and 41.0% for operating income and net income, respectively. The Company estimates future payments using the earnout formula and performance targets specified in the purchase agreement and these financial projections. These payments are discounted to present value using a risk-adjusted rate that takes into consideration market-based rates of return that reflect the ability of U.S. Xpress to achieve the targets. As of December 31, 2024 the Company used a discount rate of 5.7%. Changes in financial projections or the risk-adjusted discount rate, would result in a change in the fair value of contingent consideration.
Based on the Company’s ongoing assessment of the fair value of the contingent consideration the Company recorded a net decrease in the estimated fair value of such liabilities of $36.6 million during 2024 which was recognized as a gain and is recorded in "Other income (expense), net" in the Company's consolidated statement of comprehensive income.
(b)Refer to Note 4 for information regarding the initial measurement of the contingent consideration related to the U.S. Xpress Acquisition.
(c)The Company recognized gains of $0.9 million and $3.4 million during 2024 and 2023, respectively. These gains were related to the settlement of certain contingent consideration agreements and are recorded in "Miscellaneous operating expenses" in the Company's consolidated statement of comprehensive income.
2As of December 31, 2024, the call option has expired and the mandatorily redeemable contingent consideration is now in the put option period.
Contingent consideration roll-forward
The following is a rollforward for the summary of changes in the fair value of the Company's contingent consideration liabilities, which are measured at fair value on a recurring basis utilizing Level 3 assumptions:
20242023
Beginning balance$174,966 $4,218 
Change in fair value of contingent consideration (a)
(36,617)— 
Fair value of contingent consideration issuances (b)
— 174,107 
Settlement of contingent consideration (c)
(859)(3,359)
Ending balance$137,490 $174,966 
(a)The fair values of the mandatorily redeemable contingent consideration and other contingent consideration related to the U.S. Xpress Acquisition are based on Monte Carlo simulations that measure the present value of the expected future payments to be made in accordance with the provisions outlined in the purchase agreement, which is a Level 3 fair value measurement. In determining fair value, the Company estimates the future performance using financial projections developed by management about operating income and net income and the volatility associated with operating income and net income. As of December 31, 2024, the Company used volatility rates of 38.0% and 41.0% for operating income and net income, respectively. The Company estimates future payments using the earnout formula and performance targets specified in the purchase agreement and these financial projections. These payments are discounted to present value using a risk-adjusted rate that takes into consideration market-based rates of return that reflect the ability of U.S. Xpress to achieve the targets. As of December 31, 2024 the Company used a discount rate of 5.7%. Changes in financial projections or the risk-adjusted discount rate, would result in a change in the fair value of contingent consideration.
Based on the Company’s ongoing assessment of the fair value of the contingent consideration the Company recorded a net decrease in the estimated fair value of such liabilities of $36.6 million during 2024 which was recognized as a gain and is recorded in "Other income (expense), net" in the Company's consolidated statement of comprehensive income.
(b)Refer to Note 4 for information regarding the initial measurement of the contingent consideration related to the U.S. Xpress Acquisition.
(c)The Company recognized gains of $0.9 million and $3.4 million during 2024 and 2023, respectively. These gains were related to the settlement of certain contingent consideration agreements and are recorded in "Miscellaneous operating expenses" in the Company's consolidated statement of comprehensive income.
Nonrecurring Fair Value Measurements (Assets) Table The following table depicts the level in the fair value hierarchy of the inputs used to estimate the fair value of assets measured on a nonrecurring basis as of December 31, 2024 and 2023:
  Fair Value Measurements at Reporting Date Using
Estimated Fair ValueLevel 1 InputsLevel 2 InputsLevel 3 InputsTotal Loss
(In thousands)
As of December 31, 2024
Buildings 1
$— $— $— $— $(288)
Operating lease right-of-use assets 2
$— $— $— $— $(5,974)
Equipment 3
$— $— $— $— $(12,750)
As of December 31, 2023
Buildings 1
$— $— $— $— $(187)
Equipment 3
— — — — (469)
Software 4
— — — — (1,580)
1    Reflects the non-cash impairment of building improvements (within the Truckload segment and the All Other Segments).
2    Reflects the non-cash impairment related to the market value of facility leases (within the Truckload segment and the LTL segment).
3    Reflects the non-cash impairment of certain revenue equipment held for sale and other equipment (within the Truckload segment and the All Other Segments).
4    Reflects the non-cash impairment of software (within the All Other Segments).
v3.25.0.1
Related Party Transactions (Tables)
 12 Months Ended
Dec. 31, 2024
Related Party Transactions [Abstract]  
Related Party Transactions
The following table presents Knight-Swift's transactions with companies controlled by and/or affiliated with its related parties:
202420232022
Provided by Knight-SwiftReceived by Knight-SwiftProvided by Knight-SwiftReceived by Knight-SwiftProvided by Knight-SwiftReceived by Knight-Swift
(In thousands)
Facility and Equipment Leases
1,008 624 529 158 — 284 
Other Services
— 34 27 410 94 35 

Receivables and payables pertaining to related party transactions were:
December 31, 2024December 31, 2023
ReceivablePayableReceivablePayable
(In thousands)
Certain affiliates 1
— 136 23 37 
1    "Certain affiliates" includes entities that are associated with various board members and executives and require approval by the Audit Committee of the Board prior to completing transactions. Transactions with these entities generally include facility and equipment leases, equipment sales, and other services.
v3.25.0.1
Information by Segment, Geography, and Customer Concentration (Tables)
 12 Months Ended
Dec. 31, 2024
Segment Reporting [Abstract]  
Summary Of Financial Information By Segments
The following tables present the Company's financial information by segment:
2024
Operating income (loss) by segment:TruckloadLTLLogisticsIntermodal
All Other Segments 2
EliminationsTotal
(In thousands)
Total revenue$5,034,941 $1,235,547 $570,001 $387,232 $266,496 $(84,139)$7,410,078 
Less 1:
Salaries, wages, and benefits1,786,201 681,697 27,195 60,850 268,617 (2,573)2,821,987 
Fuel749,067 102,723 — 17,322 2,034 — 871,146 
Operations and maintenance 519,485 75,389 10,993 28,568 (67,929)(19,623)546,883 
Insurance and claims316,342 51,988 5,869 3,968 37,485 — 415,652 
Depreciation and amortization of property and equipment545,773 79,944 3,445 22,257 66,103 — 717,522 
Purchased transportation453,020 16,961 470,289 241,904 11,212 (22,580)1,170,806 
Other segment items 3
496,708 139,455 28,898 21,821 (24,825)(39,363)622,694 
Total operating expense4,866,596 1,148,157 546,689 396,690 292,697 (84,139)7,166,690 
Operating income (loss)$168,345 $87,390 $23,312 $(9,458)$(26,201)$— $243,388 
Operating ratio96.7%92.9%95.9%102.4%109.8%100.0%96.7%
2023 (recast)
Operating income (loss) by segment:TruckloadLTLLogisticsIntermodal
All Other Segments 2 4
EliminationsTotal
(In thousands)
Total revenue$4,698,655 $1,082,454 $582,250 $410,549 $462,061 $(94,203)$7,141,766 
Less 1:
Salaries, wages, and benefits1,544,819 584,836 24,961 56,978 270,330 (2,165)2,479,759 
Fuel757,841 100,926 — 17,009 2,662 (31)878,407 
Operations and maintenance455,919 57,566 10,629 36,430 (64,178)(22,875)473,491 
Insurance and claims270,560 32,394 2,424 4,948 299,210 — 609,536 
Depreciation and amortization of property and equipment504,378 67,144 4,165 19,621 69,654 — 664,962 
Purchased transportation452,242 17,710 469,909 264,213 20,663 (33,901)1,190,836 
Other segment items 3
414,919 102,998 26,744 21,857 (24,665)(35,231)506,622 
Total operating expense4,400,678 963,574 538,832 421,056 573,676 (94,203)6,803,613 
Operating income (loss)$297,977 $118,880 $43,418 $(10,507)$(111,615)$— $338,153 
Operating ratio93.7%89.0%92.5%102.6%124.2%100.0%95.3%
2022 (recast)
Operating income by segment:TruckloadLTLLogisticsIntermodal
All Other Segments 2
EliminationsTotal
(In thousands)
Total revenue$4,531,115 $1,069,554 $920,707 $485,786 $516,735 $(95,315)$7,428,582 
Less 1:
Salaries, wages, and benefits1,265,931 548,758 27,197 51,967 283,448 (3,368)2,173,933 
Fuel749,605 124,884 — 17,152 3,962 — 895,603 
Operations and maintenance395,801 52,592 8,823 44,396 (54,881)(23,859)422,872 
Insurance and claims201,032 32,143 1,580 3,698 217,464 1 455,918 
Depreciation and amortization of property and equipment453,562 61,819 2,407 16,727 60,466 — 594,981 
Purchased transportation436,636 19,953 711,389 283,028 32,568 (38,637)1,444,937 
Other segment items 3
281,967 102,796 35,369 20,651 (62,821)(29,452)348,510 
Total operating expense3,784,534 942,945 786,765 437,619 480,206 (95,315)6,336,754 
Operating income$746,581 $126,609 $133,942 $48,167 $36,529 $— $1,091,828 
Operating ratio83.5%88.2%85.5%90.1%92.9%100.0%85.3%
1The significant expense categories and amounts align with the segment-level information that is regularly provided to the CODM.
2The credits within All Other Segments represent allocations within corporate to the other segments.
3Other segment items for each reportable segment include operating taxes and licenses, communications, amortization of intangibles, rental expense, impairments, and other miscellaneous operating expenses.
4The $111.6 million operating loss within our All Other Segments is primarily driven by the $125.5 million operating loss in the third-party insurance business.
v3.25.0.1
Introduction and Basis of Presentation (Description of Business) (Details)
 12 Months Ended
Dec. 31, 2024
Vehicle
Segment
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Number of operational tractors in fleet 22,791
Number Of Tractors Driven By Company Drivers 20,644
Number Of Owner Operator Tractors 2,147
Number Of Fleet Of Trailers 92,831
Number of LTL tractors 3,569
Number of LTL trailers 9,564
Number Of Intermodal Tractors 615
Number Of Intermodal Containers 12,572
Number of Reportable Segments | Segment 4
v3.25.0.1
Introduction and Basis of Presentation (Details)
Jul. 01, 2023
Dec. 06, 2021
Jul. 05, 2021
Jun. 01, 2021
Feb. 01, 2021
Dec. 31, 2024
Jul. 17, 2024
U. S. Xpress              
Business Acquisition [Line Items]              
Percentage of equity interests acquired 100.00%            
Business Acquisition, Effective Date of Acquisition Jul. 01, 2023            
MME              
Business Acquisition [Line Items]              
Percentage of equity interests acquired   100.00%          
Business Acquisition, Effective Date of Acquisition   Dec. 06, 2021          
ACT              
Business Acquisition [Line Items]              
Percentage of equity interests acquired     100.00%        
Business Acquisition, Effective Date of Acquisition     Jul. 05, 2021        
UTXL              
Business Acquisition [Line Items]              
Percentage of equity interests acquired       100.00%      
Business Acquisition, Effective Date of Acquisition       Jun. 01, 2021      
Eleos              
Business Acquisition [Line Items]              
Percentage of equity interests acquired         79.44% 100.00% 20.56%
Business Acquisition, Effective Date of Acquisition         Feb. 01, 2021    
v3.25.0.1
Summary of Significant Accounting Policies (Details)
 12 Months Ended
Dec. 31, 2024
Segment
Number of Reportable Segments 4
Percentage Of Income Tax Positions Likely To Be Realized 50.00%
Customer Relationships [Member] | Minimum [Member]  
Finite-Lived Intangible Asset, Useful Life 3 years
Customer Relationships [Member] | Maximum [Member]  
Finite-Lived Intangible Asset, Useful Life 20 years
Revenue Equipment [Member] | Minimum [Member]  
Property, Plant and Equipment, Useful Life 3 years [1]
Revenue Equipment [Member] | Maximum [Member]  
Property, Plant and Equipment, Useful Life 20 years [1]
Shop and service equipment [Member] | Minimum [Member]  
Property, Plant and Equipment, Useful Life 2 years
Shop and service equipment [Member] | Maximum [Member]  
Property, Plant and Equipment, Useful Life 10 years
Land Improvements [Member] | Minimum [Member]  
Property, Plant and Equipment, Useful Life 5 years
Land Improvements [Member] | Maximum [Member]  
Property, Plant and Equipment, Useful Life 15 years
Building and Building Improvements [Member] | Minimum [Member]  
Property, Plant and Equipment, Useful Life 10 years
Building and Building Improvements [Member] | Maximum [Member]  
Property, Plant and Equipment, Useful Life 40 years
Furniture and Fixtures [Member] | Minimum [Member]  
Property, Plant and Equipment, Useful Life 3 years
Furniture and Fixtures [Member] | Maximum [Member]  
Property, Plant and Equipment, Useful Life 10 years
[1]
*For finance leases involving revenue equipment, the depreciation period is equal to the term of the lease agreement.
v3.25.0.1
Recently Issued Accounting Pronouncements (Details)
 12 Months Ended
Dec. 31, 2024
Accounting Standards Update 2024-04  
Recently Issued Accounting Pronouncements [Line Items]  
New Accounting Pronouncement or Change in Accounting Principle, Description The amendments in this ASU aim to improve the relevance and consistency in application of the induced conversion guidance in Subtopic 470-20. The amendments clarify when and how companies should recognize expenses related to incentives offered to investors to convert their convertible debt or preferred stock into common stock earlier than they otherwise would.
New Accounting Pronouncement Adoption Method and Date January 2025
New Accounting Pronouncement Financial Statement Impact Currently under evaluation, but not expected to be material
Accounting Standards Update 2024-03  
Recently Issued Accounting Pronouncements [Line Items]  
New Accounting Pronouncement or Change in Accounting Principle, Description The amendments in this ASU require disclosure, in the notes to financial statements, of specified information about certain costs and expenses. The amendments require that at each interim and annual reporting period an entity: 1) disclose the amounts of purchases of inventory, employee compensation, etc., recognized as part of oil- and gas-producing activities included in each relevant expense caption; 2) include certain amounts that are already required to be disclosed under current GAAP in the same disclosure as the other disaggregation requirements;3) disclose a qualitative description of the amounts remaining in relevant expense captions that are not separately disaggregated quantitatively; and4) disclose the total amount of selling expenses and, in annual reporting periods, and entity's definition of "selling expenses."
New Accounting Pronouncement Adoption Method and Date January 2026, Prospective adoption
New Accounting Pronouncement Financial Statement Impact Currently under evaluation, but not expected to be material
Accounting Standards Update 2024-02  
Recently Issued Accounting Pronouncements [Line Items]  
New Accounting Pronouncement or Change in Accounting Principle, Description The amendments in this ASU contain amendments to the Codification that remove references to various Concepts Statements. In most cases, the references are extraneous and not required to understand or apply the guidance. In other instances, the references were used in prior Statements to provide guidance in certain topical areas.
New Accounting Pronouncement Adoption Method and Date January 2025, Prospective or retrospective
New Accounting Pronouncement Financial Statement Impact Currently under evaluation, but not expected to be material
Accounting Standards Update 2024-01  
Recently Issued Accounting Pronouncements [Line Items]  
New Accounting Pronouncement or Change in Accounting Principle, Description The amendments in this ASU improve GAAP by adding an illustrative example that includes four fact patterns to demonstrate how an entity should apply the scope guidance in paragraph 718-10-15-3 to determine whether a profits interest award should be accounted for in accordance with Topic 718.
New Accounting Pronouncement Adoption Method and Date January 2025, Prospective or retrospective
New Accounting Pronouncement Financial Statement Impact Currently under evaluation, but not expected to be material
Accounting Standards Update 2023-09  
Recently Issued Accounting Pronouncements [Line Items]  
New Accounting Pronouncement or Change in Accounting Principle, Description The amendments in the ASU update disclosure requirements related to income taxes including disclosures related to the rate reconciliation, income taxes paid, and other items.
New Accounting Pronouncement Adoption Method and Date January 2025, Prospective or retrospective
New Accounting Pronouncement Financial Statement Impact Currently under evaluation, but not expected to be material
Accounting Standards Update 2023-07  
Recently Issued Accounting Pronouncements [Line Items]  
New Accounting Pronouncement or Change in Accounting Principle, Description The amendments in this ASU update reportable segment disclosure requirements by requiring that an entity disclose significant segment expenses, disclose other segment items by reportable segments, provide annual disclosures about a reportable segment's profit and loss, the title of the chief operating decision maker, and other items. [1]
New Accounting Pronouncement Adoption Method and Date January 2024 [1]
New Accounting Pronouncement Financial Statement Impact No material impact [1]
Accounting Standards Update 2022-03  
Recently Issued Accounting Pronouncements [Line Items]  
New Accounting Pronouncement or Change in Accounting Principle, Description The amendments in this ASU clarify that a contractual restriction on the sale of an equity security is not considered part of the unit of account of the equity security, and not considered in measuring fair value. [1]
New Accounting Pronouncement Adoption Method and Date January 2024, Prospective [1]
New Accounting Pronouncement Financial Statement Impact No material impact [1]
[1] Adopted during the first quarter of 2024.
v3.25.0.1
Acquisitions - Narrative (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2024
Sep. 30, 2024
Jul. 30, 2024
Dec. 31, 2023
Jul. 01, 2023
Feb. 01, 2021
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Jul. 17, 2024
Business Acquisition [Line Items]                    
Value of common stock issued for acquisition               $ 1,462    
Business Combination, Contingent Consideration, Liability [1] $ 5,203     $ 40,859     $ 5,203 40,859    
Mark-to-market adjustment for contingent consideration             36,600      
Total revenue             7,410,078 7,141,766 $ 7,428,582  
Net Income             116,086 215,521 771,118  
Amortization of intangibles             $ 75,280 70,138 64,843  
Fair Value, Liability, Recurring Basis, Unobservable Input Reconciliation, Gain (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration]             Other income (expense), net      
Fair Value, Asset (Liability), Recurring Basis, Unobservable Input Reconciliation, Gain (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration]             Other income (expense), net      
U. S. Xpress                    
Business Acquisition [Line Items]                    
Business Acquisition, Effective Date of Acquisition         Jul. 01, 2023          
Fair value of the consideration transferred 632,109     632,109            
Percentage of equity interests acquired         100.00%          
Business Combination, Consideration Transferred Excluding Owned Shares and Noncontrolling Interests         $ 630,000          
Value of common stock issued for acquisition         1,500   $ 0 1,462 $ 0  
Total revenue             1,600,000 916,200    
Net Income             46,600 11,700    
Amortization of intangibles             9,200 4,600    
Business Combination, Acquisition Related Costs               33,000    
U. S. Xpress | Cash paid for acquisition                    
Business Acquisition [Line Items]                    
Fair value of the consideration transferred         454,400          
U. S. Xpress | Consideration for Debt Payments [Member]                    
Business Acquisition [Line Items]                    
Fair value of the consideration transferred         139,800          
U. S. Xpress | Contingent consideration (total payment)                    
Business Acquisition [Line Items]                    
Business Combination, Contingent Consideration, Liability         174,100          
U. S. Xpress | Class A                    
Business Acquisition [Line Items]                    
Business Combination, Contingent Consideration, Liability [1] 132,287     134,107     132,287 134,107    
Target Operating Income         175,000          
Class A Exercise Price         140,000          
Mark-to-market adjustment for contingent consideration             1,800      
U. S. Xpress | Class B                    
Business Acquisition [Line Items]                    
Business Combination, Contingent Consideration, Liability $ 5,200     $ 40,000     5,200 $ 40,000    
Target Operating Income         250,000          
Class B Exercise Price         $ 40,000          
Mark-to-market adjustment for contingent consideration             $ 34,800      
DHE                    
Business Acquisition [Line Items]                    
Business Acquisition, Effective Date of Acquisition     Jul. 30, 2024              
Fair value of the consideration transferred   $ 184,986 $ 185,000              
DHE | Escrow For Sellers                    
Business Acquisition [Line Items]                    
Fair value of the consideration transferred     $ 1,500              
Eleos                    
Business Acquisition [Line Items]                    
Business Acquisition, Effective Date of Acquisition           Feb. 01, 2021        
Percentage of equity interests acquired 100.00%         79.44% 100.00%     20.56%
[1] Refer to Note 4 for information regarding the contingent consideration related to the U.S. Xpress Acquisition.
v3.25.0.1
Acquisitions - Tables (Details) - USD ($)
$ / shares in Units, $ in Thousands
 12 Months Ended
Dec. 31, 2024
Sep. 30, 2024
Jul. 30, 2024
Dec. 31, 2023
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Business Acquisition [Line Items]              
Noncontrolling interest         $ (2,900) $ (8,281) $ (186)
Goodwill [1] $ 3,962,142     $ 3,848,798 3,962,142 3,848,798  
Business Acquisition, Pro Forma Revenue           8,097,050 9,589,752
Business Acquisition, Pro Forma Net Income (Loss)           $ 144,340 $ 728,827
Business Acquisition, Pro Forma Earnings Per Share, Diluted           $ 0.89 $ 4.47
U. S. Xpress              
Business Acquisition [Line Items]              
Fair value of the consideration transferred 632,109     632,109      
Cash and cash equivalents 3,321     3,321 3,321 $ 3,321  
Receivables 217,004     216,659 217,004 216,659  
Prepaid expenses 21,347     21,347 21,347 21,347  
Other current assets 47,317     47,317 47,317 47,317  
Property and equipment 433,210     433,210 433,210 433,210  
Operating lease right-of-use assets 337,055     337,055 337,055 337,055  
Identifiable intangible assets 1 [2] 348,000     348,000 348,000 348,000  
Other noncurrent assets 28,457     28,457 28,457 28,457  
Total assets 1,435,711     1,435,366 1,435,711 1,435,366  
Accounts payable (117,094)     (115,494) (117,094) (115,494)  
Accrued payroll and payroll-related expenses (27,485)     (27,485) (27,485) (27,485)  
Accrued liabilities (20,775)     (19,966) (20,775) (19,966)  
Claims accruals – current and noncurrent portions (191,901)     (180,251) (191,901) (180,251)  
Operating lease liabilities – current and noncurrent portions (376,763)     (376,763) (376,763) (376,763)  
Long-term debt and finance leases – current and noncurrent portions (337,949)     (337,949) (337,949) (337,949)  
Deferred tax liabilities (23,130)     (33,072) (23,130) (33,072)  
Other long-term liabilities (61,102)     (34,230) (61,102) (34,230)  
Total liabilities (1,156,199)     (1,125,210) (1,156,199) (1,125,210)  
Noncontrolling interest       (391)      
Total stockholders' equity (391)     (391) (391) (391)  
Goodwill 352,988     $ 322,344 352,988 $ 322,344  
Trade name 163,500       163,500    
U. S. Xpress | Restatement Adjustment [Member]              
Business Acquisition [Line Items]              
Fair value of the consideration transferred   $ 0          
Cash and cash equivalents 0       0    
Receivables 345       345    
Prepaid expenses 0       0    
Other current assets 0       0    
Property and equipment 0       0    
Operating lease right-of-use assets 0       0    
Identifiable intangible assets 1 [2] 0       0    
Other noncurrent assets 0       0    
Total assets 345       345    
Accounts payable (1,600)       (1,600)    
Accrued payroll and payroll-related expenses 0       0    
Accrued liabilities (809)       (809)    
Claims accruals – current and noncurrent portions (11,650)       (11,650)    
Operating lease liabilities – current and noncurrent portions 0       0    
Long-term debt and finance leases – current and noncurrent portions 0       0    
Deferred tax liabilities 9,942       9,942    
Other long-term liabilities (26,872)       (26,872)    
Total liabilities (30,989)       (30,989)    
Noncontrolling interest   0          
Total stockholders' equity 0       0    
Goodwill 30,644       30,644    
U. S. Xpress | Customer Relationships [Member]              
Business Acquisition [Line Items]              
Finite-lived intangible assets 184,500       184,500    
DHE              
Business Acquisition [Line Items]              
Fair value of the consideration transferred   184,986 $ 185,000        
Other current assets 445 445     445    
Property and equipment 29,796 29,796     29,796    
Operating lease right-of-use assets 15,448 15,448     15,448    
Identifiable intangible assets 1 [3] 73,400 72,400     73,400    
Other noncurrent assets 98 98     98    
Total assets 119,187 118,187     119,187    
Claims accruals – current and noncurrent portions (4,000) (4,000)     (4,000)    
Operating lease liabilities – current and noncurrent portions (12,400) (12,400)     (12,400)    
Total liabilities (16,400) (16,400)     (16,400)    
Goodwill 82,199 83,199     82,199    
Trade name 15,500       15,500    
DHE | Restatement Adjustment [Member]              
Business Acquisition [Line Items]              
Fair value of the consideration transferred   $ 0          
Other current assets 0       0    
Property and equipment 0       0    
Operating lease right-of-use assets 0       0    
Identifiable intangible assets 1 [3] 1,000       1,000    
Other noncurrent assets 0       0    
Total assets 1,000       1,000    
Claims accruals – current and noncurrent portions 0       0    
Operating lease liabilities – current and noncurrent portions 0       0    
Total liabilities 0       0    
Goodwill (1,000)       (1,000)    
DHE | Customer Relationships [Member]              
Business Acquisition [Line Items]              
Finite-lived intangible assets $ 57,900       $ 57,900    
[1] The net carrying amount and gross carrying amount are equal since there are no accumulated impairment losses.
[2] Includes $184.5 million in customer relationships and $163.5 million in trade names.
[3] Includes $57.9 million in customer relationships and $15.5 million in trade names.
v3.25.0.1
Equity Investments (Investments and commitments) (Details)
$ in Thousands
Dec. 31, 2024
USD ($)
Transportation Resource Partners IV [Member]  
Schedule of Equity Method Investments [Line Items]  
TRP ownership interest 4.20% [1],[2]
Total TRP investment commitment $ 116,065 [1]
Amounts Committed To Invest 4,900 [1]
Remaining Investment Commitment $ 0 [1]
Transportation Resource Partners V  
Schedule of Equity Method Investments [Line Items]  
Equity Method Investment, Ownership Percentage 16.60% [2],[3],[4]
Total TRP investment commitment $ 180,700 [3]
Amounts Committed To Invest 30,000 [3]
Remaining Investment Commitment 3,885 [3]
TRP Investment Commitment, Due in Next Twelve Months 500
TRP Investment Commitment, Due in Second and Third Year 1,000
TRP Investment Commitment, Due in Fourth and Fifth Year 1,000
TRP Investment Commitment, Due after Fifth Year $ 1,400
Transportation Resource Partners, Coinvest Partners, V (PW)  
Schedule of Equity Method Investments [Line Items]  
Equity Method Investment, Ownership Percentage 13.30% [2],[4]
Total TRP investment commitment $ 30,000
Amounts Committed To Invest 4,000
Remaining Investment Commitment $ 0
Transportation Resource Partners VI  
Schedule of Equity Method Investments [Line Items]  
Equity Method Investment, Ownership Percentage 17.80% [2],[4],[5]
Total TRP investment commitment $ 224,160 [4],[5]
Amounts Committed To Invest 40,000 [4],[5]
Remaining Investment Commitment 30,095 [4],[5]
TRP Investment Commitment, Due in Next Twelve Months 7,800
TRP Investment Commitment, Due in Second and Third Year 14,100
TRP Investment Commitment, Due in Fourth and Fifth Year 5,100
TRP Investment Commitment, Due after Fifth Year $ 3,100
[1] In accordance with ASC 321, Investments – Equity Securities, these investments are recorded at cost minus impairment.
[2] The Company's share of the results is included within "Other income (expenses), net" in the consolidated statements of comprehensive income.
[3] Management anticipates that the following amounts will be due: $0.5 million in 2025, $1.0 million from 2026 through 2027, $1.0 million from 2028 through 2029, and $1.4 million thereafter.
[4] The TRP IV Coinvestments, TRP V, TRP V Coinvest, and TRP VI are unconsolidated majority interests. Management considered the criteria set forth in ASC 323, Investments – Equity Method and Joint Ventures, to establish the appropriate accounting treatment for these investments. This guidance requires the use of the equity method for recording investments
in limited partnerships where the "so minor" interest is not met. As such, the investments are being accounted for under the equity method. Knight's ownership interest reflects its ultimate ownership of the portfolio companies underlying the TRP V, TRP V Coninvest, and TRP VI legal entities.
[5] Management anticipates that the following amounts will be due: $7.8 million in 2025, $14.1 million from 2026 through 2027, $5.1 million from 2028 through 2029, and $3.1 million thereafter.
v3.25.0.1
Equity Investments (Narrative) (Details) - USD ($)
$ in Millions
 12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Apr. 16, 2021
Oct. 01, 2020
Schedule of Equity Method Investments [Line Items]        
Debt and Equity Securities, Realized Gain (Loss)   $ 0.1    
Equity Method Investment, Realized Gain (Loss) on Disposal $ 12.1      
Embark        
Schedule of Equity Method Investments [Line Items]        
Investment Owned, Face Amount     $ 25.0  
Payments to Acquire Investments   25.0    
Equity Securities, FV-NI, Cost   1.0    
Debt and Equity Securities, Unrealized Gain (Loss)   $ 53.4    
Holdings Co.        
Schedule of Equity Method Investments [Line Items]        
Investment in Holdings Co.       $ 39.6
Equity Method Investment, Ownership Percentage       21.00%
Equity Method Investment, Difference Between Carrying Amount and Underlying Equity $ 36.6      
v3.25.0.1
Equity Investments (Carrying Value) (Details) - USD ($)
$ in Thousands
Dec. 31, 2024
Dec. 31, 2023
Schedule of Equity Method Investments [Line Items]    
Equity method investments 1 [1] $ 104,640 $ 102,252
Investments 104,640 102,252
Transportation Resource Partners, CoInvest Partners, (QLS) [Member]    
Schedule of Equity Method Investments [Line Items]    
Equity method investments 1 194 321
Transportation Resource Partners, CoInvest Partners, FFR I [Member]    
Schedule of Equity Method Investments [Line Items]    
Equity method investments 1 162 232
Transportation Resource Partners V    
Schedule of Equity Method Investments [Line Items]    
Equity method investments 1 25,671 25,776
Transportation Resource Partners, Coinvest Partners, V (PW)    
Schedule of Equity Method Investments [Line Items]    
Equity method investments 1 5,009 6,922
Transportation Resource Partners VI    
Schedule of Equity Method Investments [Line Items]    
Equity method investments 1 9,865 0
Holdings Co.    
Schedule of Equity Method Investments [Line Items]    
Equity method investments 1 $ 63,739 [2] $ 69,001
[1] Level 2 inputs used to estimate the fair value.
[2] In accordance with ASC 323, Investments – Equity Method and Joint Ventures, the net investment balance includes accretion of amortization of certain definite-lived intangibles.
v3.25.0.1
Trade Receivables, net (Schedule Of Trade Receivables) (Details) - USD ($)
$ in Thousands
Dec. 31, 2024
Dec. 31, 2023
SEC Schedule, 12-09, Valuation and Qualifying Accounts Disclosure [Line Items]    
Accounts receivable, gross $ 841,493 $ 928,061
Less: Allowance for doubtful accounts (37,797) (39,458)
Trade receivables, net 803,696 888,603
Trade Customers [Member]    
SEC Schedule, 12-09, Valuation and Qualifying Accounts Disclosure [Line Items]    
Accounts receivable, gross 800,873 807,458
Equipment Manufacturers [Member]    
SEC Schedule, 12-09, Valuation and Qualifying Accounts Disclosure [Line Items]    
Accounts receivable, gross 8,479 24,903
Insurance Premiums    
SEC Schedule, 12-09, Valuation and Qualifying Accounts Disclosure [Line Items]    
Accounts receivable, gross 2,179 33,000
Other [Member]    
SEC Schedule, 12-09, Valuation and Qualifying Accounts Disclosure [Line Items]    
Accounts receivable, gross $ 29,962 $ 62,700
v3.25.0.1
Trade Receivables, net (Rollforward of the allowance for doubtful accounts for trade receivables) (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
SEC Schedule, 12-09, Valuation and Qualifying Accounts Disclosure [Line Items]      
Beginning balance $ 39,458    
Ending balance 37,797 $ 39,458  
SEC Schedule, 12-09, Allowance, Credit Loss [Member]      
SEC Schedule, 12-09, Valuation and Qualifying Accounts Disclosure [Line Items]      
Beginning balance 39,458 22,980 $ 21,663
Provision 2,913 19,116 13,078
Recoveries (743) 0 0
Write-offs directly against the reserve (1,806) (2,431) (994)
Write-offs for revenue adjustments (2,025) (1,520) (11,517)
Charges to other accounts [1] 0 1,313 750
Ending balance $ 37,797 $ 39,458 $ 22,980
[1] Represents allowance for doubtful trade accounts receivable assumed in 2023 from the Company's acquisitions. Represents measurement period adjustment during 2022 related to the MME acquisition. See Note 4 for further details regarding these acquisitions.
v3.25.0.1
Assets Held for Sale (Narrative) (Detail) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Long Lived Assets Held-for-sale [Line Items]      
Period of time assets are expected to be sold, months 12 months    
Assets held for sale $ 82,993 $ 83,366  
Gain on sale of property and equipment 34,447 64,651 $ 92,891
Equipment [Member]      
Long Lived Assets Held-for-sale [Line Items]      
Assets held for sale 73,300 83,400  
Gain on sale of property and equipment 34,400 64,700 $ 92,900
Impairment of Long-Lived Assets to be Disposed of 12,400 500  
Land, Buildings and Improvements [Member]      
Long Lived Assets Held-for-sale [Line Items]      
Assets held for sale $ 9,700 $ 0  
v3.25.0.1
Goodwill and Other Intangible Assets Schedule of Goodwill (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Goodwill [Line Items]      
Goodwill at beginning of period $ 3,848,798 $ 3,519,339 $ 3,515,135
Goodwill, Acquired During Period [1] 113,344 329,459 4,204
Goodwill at end of period 3,962,142 3,848,798 3,519,339
Net Carrying Amount [2] 3,962,142 3,848,798  
Goodwill, Impairment Loss 0 0 $ 0
Segment Reporting, Reconciling Item, Corporate Nonsegment [Member]      
Goodwill [Line Items]      
Net Carrying Amount [2] 90,127 89,626  
Truckload [Member] | Operating Segments      
Goodwill [Line Items]      
Net Carrying Amount [2] 2,954,882 2,929,116  
LTL | Operating Segments      
Goodwill [Line Items]      
Net Carrying Amount 630,521 548,322  
Logistics [Member] | Operating Segments      
Goodwill [Line Items]      
Net Carrying Amount [2] 111,018 106,140  
Intermodal [Member] | Operating Segments      
Goodwill [Line Items]      
Net Carrying Amount [2] $ 175,594 $ 175,594  
[1] The goodwill associated with the U.S. Xpress Acquisition was allocated to the Truckload and Logistics segments. The goodwill associated with the MME and DHE acquisitions was allocated to the LTL segment. The goodwill associated with the Eleos and other acquisitions were allocated to the All Other Segments. See Note 4 regarding the amount attributed to adjustments to the opening balance sheets.
[2] The net carrying amount and gross carrying amount are equal since there are no accumulated impairment losses.
v3.25.0.1
Goodwill and Other Intangible Assets (Schedule of Intangible Assets, net) (Details) - USD ($)
$ in Thousands
Dec. 31, 2024
Dec. 31, 2023
Customer Relationships:    
Gross carrying value [1] $ 1,484,534 $ 1,426,592
Accumulated amortization (411,400) (336,120)
Finite-lived intangibles, net 1,073,134 1,090,472
Trade Name:    
Gross carrying value 983,910 968,410
Intangible assets, net $ 2,057,044 $ 2,058,882
[1] The Company's definite-lived intangible assets include customer relationships which have a gross carrying amount of $1.5 billion and $1.4 billion as of December 31, 2024 and 2023, respectively. Other categories of the Company's definite-lived intangible assets include non-compete agreements, internally-developed software, trade names, and others. Identifiable intangible assets subject to amortization have been recorded at fair value. Definite-lived intangible assets related to acquisitions other than the 2017 Merger are amortized over a weighted-average amortization period of 19.4 years. The Company's customer relationship intangible assets related to the 2017 Merger are being amortized over a weighted average amortization period of 19.9 years.
v3.25.0.1
Goodwill and Other Intangible Assets (Finite-lived Intangible Assets Amortization Expense) (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Schedule of Finite-Lived Intangible Assets Amortization Expense [Line Items]      
Gross carrying value [1] $ 1,484,534 $ 1,426,592  
Amortization of intangibles 75,280 70,138 $ 64,843
Finite-Lived Intangible Assets, Amortization Expense, Next Twelve Months 77,000    
Finite-Lived Intangible Assets, Amortization Expense, Year Two 75,600    
Finite-Lived Intangible Assets, Amortization Expense, Year Three 74,400    
Finite-Lived Intangible Assets, Amortization Expense, Year Four 73,200    
Finite-Lived Intangible Assets, Amortization Expense, Year Five 73,200    
Customer Relationships [Member]      
Schedule of Finite-Lived Intangible Assets Amortization Expense [Line Items]      
Gross carrying value $ 1,500,000 1,400,000  
Amortization related to other intangible assets [Member]      
Schedule of Finite-Lived Intangible Assets Amortization Expense [Line Items]      
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life 19 years 4 months 24 days    
Amortization of intangibles $ 33,905 28,763 23,468
Intangible assets related to the 2017 Merger [Member]      
Schedule of Finite-Lived Intangible Assets Amortization Expense [Line Items]      
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life 19 years 10 months 24 days    
Amortization of intangibles $ 41,375 $ 41,375 $ 41,375
[1] The Company's definite-lived intangible assets include customer relationships which have a gross carrying amount of $1.5 billion and $1.4 billion as of December 31, 2024 and 2023, respectively. Other categories of the Company's definite-lived intangible assets include non-compete agreements, internally-developed software, trade names, and others. Identifiable intangible assets subject to amortization have been recorded at fair value. Definite-lived intangible assets related to acquisitions other than the 2017 Merger are amortized over a weighted-average amortization period of 19.4 years. The Company's customer relationship intangible assets related to the 2017 Merger are being amortized over a weighted average amortization period of 19.9 years.
v3.25.0.1
Accrued Payroll and Purchased Transportation and Accrued Liabilities (Accrued Payroll and Purchased Transportation) (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Payables and Accruals [Abstract]      
Employee compensation [1] $ 165,281 $ 157,310  
Accrued purchased transportation 29,594 7,574  
Accrued payroll and purchased transportation $ 194,875 164,884  
Defined Contribution Plan Eligible Age for Employee 18 years    
Defined Contribution Plan, Cost $ 31,500 31,300 $ 29,600
Matching contributions liability $ 39,200 $ 36,200  
[1] Accrued payroll includes accruals related to the Knight-Swift 401(k) Retirement Plan (the "401(k) Plan") which is offered by the Company to its employees. Eligible employees must be at least 18 years of age, have completed ninety days of service, and belong to an Eligible Class of Employees (as defined in the 401(k) Plan) with the Company in order to participate in the 401(k) Plan. Employees earn vested interests in their employer contribution accounts over a period of five years based upon their years of service. The Employer may make discretionary matching contributions to the 401(k) Plan.
The Company's employee benefits expense for matching contributions related to the 401(k) plans was approximately $31.5 million, $31.3 million, and $29.6 million in 2024, 2023, and 2022, respectively. This expense was included in "Salaries, wages, and benefits" in the consolidated statements of comprehensive income. As of December 31, 2024 and 2023, the
balance above in accrued payroll included $39.2 million and $36.2 million, respectively, in matching contributions for the 401(k) plans.
v3.25.0.1
Accrued Payroll and Purchased Transportation and Accrued Liabilities (Accrued Liabilities) (Details) - USD ($)
$ in Thousands
Dec. 31, 2024
Dec. 31, 2023
Business Combination, Contingent Consideration, Liability [1] $ 5,203 $ 40,859
Other Accrued Liabilities, Current 64,100 86,243
Accrued liabilities 64,100 220,350
U. S. Xpress | Class A    
Business Combination, Contingent Consideration, Liability [1] 132,287 134,107
U. S. Xpress | Class A | Other Current Liabilities    
Business Combination, Contingent Consideration, Liability [2] $ 0 $ 134,107
[1] Refer to Note 4 for information regarding the contingent consideration related to the U.S. Xpress Acquisition.
[2] As of December 31, 2024, the mandatorily redeemable contingent consideration is included in "Other long-term liabilities" in the Company's consolidated balance sheet. Refer to Note 4 for further information regarding the contingent consideration related to the U.S. Xpress Acquisition.
v3.25.0.1
Claims Accruals (Details) - USD ($)
$ in Thousands
Dec. 31, 2024
Dec. 31, 2023
Liability for Claims and Claims Adjustment Expense [Line Items]    
Claims accruals $ 585,833 $ 795,676
Less: current portion of claims accruals (249,953) (480,200)
Claims accruals – less current portion 335,880 315,476
Auto and collision liability [Member]    
Liability for Claims and Claims Adjustment Expense [Line Items]    
Claims accruals 458,748 413,662
Workers' compensation liability [Member]    
Liability for Claims and Claims Adjustment Expense [Line Items]    
Claims accruals 87,712 95,164
Third party carrier claims liability    
Liability for Claims and Claims Adjustment Expense [Line Items]    
Claims accruals 345 244,613
Owner-operator claims liability [Member]    
Liability for Claims and Claims Adjustment Expense [Line Items]    
Claims accruals 6,199 6,783
Cargo damage liability [Member]    
Liability for Claims and Claims Adjustment Expense [Line Items]    
Claims accruals 7,957 7,238
Employee medical reserves [Member]    
Liability for Claims and Claims Adjustment Expense [Line Items]    
Claims accruals $ 24,872 $ 28,216
v3.25.0.1
Claims Accruals (Narrative) (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Loss Contingencies [Line Items]    
Self Insurance Retention $ 15,000  
Insurance Aggregate Deductible Amount 15,000  
Cargo Insurance per truck or trailer 2,000  
Cargo insurance per occurrence 15,000  
February 14 2024 Agreement    
Loss Contingencies [Line Items]    
Payments for Reinsurance 161,100  
December 28 2024 Agreement    
Loss Contingencies [Line Items]    
Payments for Reinsurance 77,200  
Third Party Carrier Services    
Loss Contingencies [Line Items]    
Cargo insurance per occurrence 300  
Auto Liability Per Occurence 1,000  
General Liability Per Occurrence 1,000  
Auto Physical Damage Per Occurrence 1,000  
Policy Period November 1, 2013 to October 31, 2024    
Loss Contingencies [Line Items]    
Self Insurance Aggregate Coverage 75,000  
Maximum [Member]    
Loss Contingencies [Line Items]    
Self Insurance Retention   $ 10,000
Self Insurance Retention Workers Compensation Claims Per Occurrence 5,000  
Self Retention For Employee Medical Health 1,000  
Maximum [Member] | Policy Period November 1, 20212to October 31, 2023    
Loss Contingencies [Line Items]    
Self Insurance Aggregate Coverage   130,000
Minimum [Member]    
Loss Contingencies [Line Items]    
Self Insurance Retention   2,000
Self Insurance Retention Workers Compensation Claims Per Occurrence 1,000  
Self Retention For Employee Medical Health $ 400  
Minimum [Member] | Policy Period November 1, 20212to October 31, 2023    
Loss Contingencies [Line Items]    
Self Insurance Aggregate Coverage   $ 100,000
v3.25.0.1
Income Taxes (Income Tax Expense (Benefit) ) (Detail) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Current expense:      
Federal $ 34,201 $ 15,726 $ 174,277
State 6,275 16,423 39,687
Foreign 11,799 12,135 4,277
Current expense (benefit), Total 52,275 44,284 218,241
Deferred expense (benefit):      
Federal (13,448) 17,353 25,850
State (6,612) (2,397) 1,432
Foreign 745 (4,472) 3,865
Deferred expense (benefit), Total (19,315) 10,484 31,147
Income tax expense $ 32,960 $ 54,768 $ 249,388
v3.25.0.1
Income Taxes (Schedule Of Effective Income Tax Rate Reconciliation) (Detail) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Income Tax Disclosure [Abstract]      
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent 21.00% 21.00% 21.00%
Computed expected tax expense $ 31,300 $ 56,761 $ 214,306
State income taxes, net of federal income tax benefit (1,654) 10,578 32,786
Addition/(release) of valuation allowance 628 (14,604) 0
Nondeductible per-diem paid to drivers 2,954 2,406 0
Effect of rates different than statutory 3,156 1,721 2,217
Mark-to-market adjustment (7,690) 0 0
Other 4,266 (2,094) 79
Income tax expense $ 32,960 $ 54,768 $ 249,388
v3.25.0.1
Income Taxes (Components Of Net Deferred Tax Asset (Liability) ) (Detail) - USD ($)
$ in Thousands
Dec. 31, 2024
Dec. 31, 2023
Deferred tax assets:    
Accrued liabilities $ 16,340 $ 12,282
Allowance for doubtful accounts 16,354 16,733
Bonus accrual 2,136 2,331
Claims accrual 136,779 127,850
Capital loss carryforward 2,839 6,518
Deferred revenue 4,596 5,358
Interest expense limitation carryforwards 34,197 18,530
Lease reserve 5,807 7,900
Net operating loss and credit carryforwards 46,246 54,173
Stock amortization 8,884 8,947
Operating Lease liabilities 92,678 120,782
Research and development 13,645 7,717
Vacation accrual 5,788 6,430
Other 896 3,979
Total deferred tax assets 387,185 399,530
Valuation allowance (11,063) (10,435)
Total deferred tax assets, net 376,122 389,095
Deferred tax liabilities:    
Intangible assets (426,185) (430,948)
Investments (4,918) (316)
Property and equipment, principally due to differences in depreciation (748,950) (766,053)
Prepaid taxes, licenses, and permits deducted for tax purposes (18,784) (19,936)
Operating lease right-of-use assets (91,172) (118,152)
Foreign accruals (4,250) (3,760)
Unrecognized tax benefit (1,677) (1,677)
Other 0 (2)
Total deferred tax liabilities (1,295,936) (1,340,844)
Deferred income taxes $ (919,814) $ (951,749)
v3.25.0.1
Income Taxes (Valuation Allowance Roll Forward) (Details) - SEC Schedule, 12-09, Valuation Allowance, Deferred Tax Asset - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Income Tax Examination [Line Items]      
Valuation allowance at beginning of year $ 10,435 $ 0 $ 0
Additions charged to provision for income taxes 3,616 35 0
Charges to other accounts 0 25,039 0
Reductions, deferred tax assets realized or written-off (2,988) (14,639) 0
Valuation allowance at end of year $ 11,063 $ 10,435 $ 0
v3.25.0.1
Income Taxes (Reconciliation Of Unrecognized Tax Benefits) (Detail) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Income Tax Disclosure [Abstract]      
Unrecognized tax benefits at beginning of year $ 1,677 $ 1,735 $ 1,735
Increases for tax positions taken in the current year 0 1,677 0
Decreases for tax positions taken prior to beginning of year 0 (1,080) 0
Unrecognized Tax Benefits, Reduction Resulting from Lapse of Applicable Statute of Limitations 0 (655) 0
Unrecognized tax benefits at end of year $ 1,677 $ 1,677 $ 1,735
v3.25.0.1
Income Taxes (Narrative) (Detail) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Income Tax Examination [Line Items]        
Valuation allowance $ 11,063 $ 10,435    
Cumulative Undistributed Earnings Of Foreign Subsidiaries 168,300      
Income Tax Examination, Penalties and Interest Accrued $ 0      
Open Tax Year 2019      
SEC Schedule, 12-09, Valuation Allowance, Deferred Tax Asset        
Income Tax Examination [Line Items]        
Valuation Allowance Acquired $ 0 25,039 $ 0  
Valuation allowance released (2,988) (14,639) 0  
Ending valuation allowance $ 11,063 $ 10,435 $ 0 $ 0
State and Local Jurisdiction [Member] | Maximum [Member]        
Income Tax Examination [Line Items]        
Income Tax Examination, Year under Examination 2022      
State and Local Jurisdiction [Member] | Minimum [Member]        
Income Tax Examination [Line Items]        
Income Tax Examination, Year under Examination 2009      
v3.25.0.1
Accounts Receivable Securitization (Detail) - USD ($)
$ in Thousands
 12 Months Ended
Oct. 23, 2023
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Schedule of Accounts Receivable Securitization [Line Items]        
Letters of Credit Outstanding, Amount   $ (246,000) $ (264,300)  
Debt Issuance Costs, Net   (200) (500)  
Program Fees   28,900 24,800 $ 9,300
2023 RSA        
Schedule of Accounts Receivable Securitization [Line Items]        
Debt Instrument, Issuance Date Oct. 23, 2023      
Final maturity date Oct. 01, 2025      
Receivables Sales Agreement, Borrowing Capacity $ 575,000      
Accordion Option Accounts Receivable Securitization [1] $ 100,000      
Unused commitment fee rate [2] 20 to 40 basis points      
Program fees on outstanding balances [3] one month SOFR + credit spread adjustment 10 basis points + 82.5 basis points      
RSA Borrowing Base   500,700 527,600  
Accounts receivable securitization [4]   (459,200) (527,000)  
Letters of Credit Outstanding, Amount   (27,167) 0  
Debt Instrument, Unused Borrowing Capacity, Amount   14,333 $ 600  
Debt Issuance Costs, Net   $ (200)    
Debt Instrument, Interest Rate During Period   5.50% 6.30%  
[1] The accordion option increases the maximum borrowing capacity, subject to participation by the purchasers.
[2] The commitment fee rates are based on the percentage of the maximum borrowing capacity utilized.
[3] As identified within the 2023 RSA, the lender can trigger an amendment by identifying and deciding upon a replacement index for SOFR.
[4] As of December 31, 2024, outstanding borrowings are included in "Accounts receivable securitization – current portion" in the consolidated balance sheets and are offset by $0.2 million of deferred loan costs. As of December 31, 2023, outstanding borrowings are included in "Accounts receivable securitization – less current portion" in the consolidated balance sheets and are offset by $0.5 million of deferred loan costs. Interest accrued on the aggregate principal balance at a rate of 5.5% and 6.3%, as of December 31, 2024 and 2023, respectively.
v3.25.0.1
Debt And Financing (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2023
Jun. 22, 2023
Dec. 31, 2022
Sep. 03, 2021
Dec. 31, 2024
Aug. 06, 2024
Debt Instrument [Line Items]            
Long-Term Debt excluding Revolver and Other $ 1,561,079       $ 1,593,607  
Long-term debt – less current portion 1,223,021       1,445,313  
Revolving line of credit 67,000       232,000  
Long-term debt 1,628,079       1,825,607  
Debt Issuance Costs, Net 500       200  
Letters of Credit Outstanding, Amount 264,300       246,000  
Finance Lease Liabilities and Long-term Debt, Current Portion            
Debt Instrument [Line Items]            
Less: current portion of long-term debt (338,058)       (148,294)  
2021 Term Loan A-2            
Debt Instrument [Line Items]            
Long-Term Debt excluding Revolver and Other [1],[2] 199,902       349,149  
Maximum borrowing capacity       $ 200,000   $ 350,000
Final maturity date       Sep. 03, 2026    
Interest rate base       SOFR + credit spread adjustment 10 basis points    
Minimum principal payment — amount       $ 0    
Minimum principal payment — frequency       Once    
Minimum principal payment — commencement date       Sep. 03, 2026    
2021 Term Loan A-2 | Minimum [Member]            
Debt Instrument [Line Items]            
Interest rate margin [3]       0.88%    
2021 Term Loan A-2 | Maximum [Member]            
Debt Instrument [Line Items]            
Interest rate margin [3]       1.50%    
2021 Term Loan A-3            
Debt Instrument [Line Items]            
Long-Term Debt excluding Revolver and Other [1],[2] 799,058       779,411  
Maximum borrowing capacity       $ 800,000    
Final maturity date       Sep. 03, 2026    
Interest rate base       SOFR + credit spread adjustment 10 basis points    
Minimum principal payment — amount       $ 10,000    
Minimum principal payment — frequency       Quarterly    
Minimum principal payment — commencement date       Sep. 30, 2024    
Debt Instrument, Interest Rate During Period     5.96%      
2021 Term Loan A-3 | Minimum [Member]            
Debt Instrument [Line Items]            
Interest rate margin [3]       0.88%    
2021 Term Loan A-3 | Maximum [Member]            
Debt Instrument [Line Items]            
Interest rate margin [3]       1.50%    
2023 Term Loan            
Debt Instrument [Line Items]            
Long-Term Debt excluding Revolver and Other [1],[4] $ 249,135       249,459  
Maximum borrowing capacity   $ 250,000        
Final maturity date   Sep. 03, 2026        
Interest rate base   SOFR        
Interest rate margin   1.75%        
Minimum principal payment — amount   $ 0        
Debt Instrument, Interest Rate During Period 6.21%          
Debt Instrument, Basis Spread on Variable Rate   0.10%        
U.S. Xpress Revenue Equipment Installment Notes            
Debt Instrument [Line Items]            
Secured Debt [1],[5] $ 279,339       $ 192,255  
Debt, Weighted Average Interest Rate         4.68%  
Debt Instrument, Collateral Amount         $ 166,400  
U.S. Xpress Revenue Equipment Installment Notes | Minimum [Member]            
Debt Instrument [Line Items]            
Debt Instrument, Interest Rate During Period 2.00%          
Debt Instrument, Term         48 months  
U.S. Xpress Revenue Equipment Installment Notes | Maximum [Member]            
Debt Instrument [Line Items]            
Debt Instrument, Interest Rate During Period 7.17%          
Debt Instrument, Term         84 months  
2021 Prudential Notes            
Debt Instrument [Line Items]            
Long-Term Debt excluding Revolver and Other [1] $ 25,078       $ 16,611  
2021 Prudential Notes | Minimum [Member]            
Debt Instrument [Line Items]            
Interest rate margin       4.05%    
2021 Prudential Notes | Maximum [Member]            
Debt Instrument [Line Items]            
Interest rate margin       4.40%    
Other Debt            
Debt Instrument [Line Items]            
Secured Debt, Other 8,567       6,722  
2021 Revolver            
Debt Instrument [Line Items]            
Letters of Credit Outstanding, Amount 18,000       18,100  
Maximum borrowing capacity [6]       $ 1,100,000    
Final maturity date       Sep. 03, 2026    
Interest rate base [6]       SOFR + credit spread adjustment 10 basis points    
Minimum principal payment — amount [6]       $ 0    
Minimum principal payment — frequency [6]       Once    
Minimum principal payment — commencement date [6]       Sep. 03, 2026    
Debt Instrument, Interest Rate During Period     5.96%      
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage     0.20%      
Line of Credit Facility, Commitment Fee Percentage     1.50%      
2021 Revolver | Minimum [Member]            
Debt Instrument [Line Items]            
Interest rate margin [3],[6]       0.88%    
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage       0.10%    
2021 Revolver | Maximum [Member]            
Debt Instrument [Line Items]            
Interest rate margin [3],[6]       1.50%    
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage       0.20%    
2021 Term Loans            
Debt Instrument [Line Items]            
Debt Instrument, Interest Rate During Period     5.96%      
Line of Credit [Member] | 2021 Revolver            
Debt Instrument [Line Items]            
Revolving line of credit [1],[7] 67,000       232,000  
Loans Payable [Member]            
Debt Instrument [Line Items]            
Maximum borrowing capacity       $ 2,300,000    
Loans Payable [Member] | 2021 Term Loan A-2            
Debt Instrument [Line Items]            
Debt Issuance Costs, Net 100       900  
Loans Payable [Member] | 2021 Term Loan A-3            
Debt Instrument [Line Items]            
Debt Issuance Costs, Net 900       600  
Loans Payable [Member] | 2023 Term Loan            
Debt Instrument [Line Items]            
Debt Issuance Costs, Net $ 900       $ 500  
Loans Payable [Member] | 2021 Prudential Notes            
Debt Instrument [Line Items]            
Maximum borrowing capacity       $ 125,000    
[1] Refer to Note 21 for information regarding the fair value of debt.
[2] The carrying amounts of the 2021 Term Loan A-2 and 2021 Term Loan A-3 are net of $0.9 million and $0.6 million in deferred loan costs as of December 31, 2024, respectively. The carrying amounts of the 2021 Term Loan A-2, and 2021 Term Loan A-3 are net of $0.1 million and $0.9 million in deferred loan costs as of December 31, 2023, respectively.
[3] The interest rate margin for the 2021 Term Loan and 2021 Revolver is based on the Company's consolidated leverage ratio. As of December 31, 2024, interest accrued at 5.96% on the 2021 Term Loan A-2, 5.96% on the 2021 Term Loan A-3, and 5.96% on the 2021 Revolver.
[4] As of December 31, 2024, the carrying amount of the 2023 Term Loan was net of $0.5 million in deferred loan costs. As of December 31, 2023, the carrying amount of the 2023 Term Loan was net of $0.9 million in deferred loan costs.
[5] The revenue equipment installment loans were assumed at the close of the U. S. Xpress Acquisition and have a weighted average interest rate of 4.68% as of December 31, 2024.
[6] The commitment fee for the unused portion of the 2021 Revolver is based on the Company's consolidated leverage ratio, and ranges from 0.10% to 0.20%. As of December 31, 2024, commitment fees on the unused portion of the 2021 Revolver accrued at 0.20% and outstanding letter of credit fees accrued at 1.50%.
[7] The Company also had outstanding letters of credit of $18.1 million and $18.0 million under the 2021 Revolver, primarily related to workers' compensation and self-insurance liabilities, at December 31, 2024 and December 31, 2023, respectively. The Company also had outstanding letters of credit of $246.0 million and $264.3 million under a separate bilateral agreement which do not impact the availability of the 2021 Revolver as of December 31, 2024 and December 31, 2023, respectively.
v3.25.0.1
Leases (Lease Cost) (Detail) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Leases [Abstract]      
Operating lease costs $ 160,891 $ 116,811  
Short-term lease cost 1 [1] 10,774 13,458  
Rental expense 171,665 130,269 $ 56,856
Amortization of property and equipment 134,597 62,591  
Interest expense 23,286 12,452  
Total finance lease cost 157,883 75,043  
Total operating and finance lease costs $ 329,548 $ 205,312  
[1] Short-term lease cost includes leases with a term of twelve months or less, as well as month-to-month leases and variable lease costs.
v3.25.0.1
Leases (Lease Liability Calculation Assumptions) (Details)
Dec. 31, 2024
Dec. 31, 2023
Revenue Equipment [Member]    
Property, Plant and Equipment [Line Items]    
Operating Lease, Weighted Average Remaining Lease Term 3 years 7 months 6 days 3 years 10 months 24 days
Finance Lease, Weighted Average Remaining Lease Term 3 years 7 months 6 days 3 years 9 months 18 days
Operating Lease, Weighted Average Discount Rate, Percent 5.00% 4.90%
Finance Lease, Weighted Average Discount Rate, Percent 4.40% 3.60%
Land, Buildings and Improvements [Member]    
Property, Plant and Equipment [Line Items]    
Operating Lease, Weighted Average Remaining Lease Term 8 years 3 months 18 days 8 years 9 months 18 days
Finance Lease, Weighted Average Remaining Lease Term 8 years 3 months 18 days 9 years 3 months 18 days
Operating Lease, Weighted Average Discount Rate, Percent 4.40% 4.10%
Finance Lease, Weighted Average Discount Rate, Percent 4.20% 4.20%
v3.25.0.1
Leases (Maturity Analysis of Lease Liabilities) (Details) - USD ($)
$ in Thousands
Dec. 31, 2024
Dec. 31, 2023
Lessee, Operating Lease, Liability, Payment, Due [Abstract]    
2025 $ 139,070  
2026 98,954  
2027 53,905  
2028 36,971  
2029 23,864  
Thereafter 106,872  
Future minimum lease payments 459,636  
Less: amounts representing interest (64,372)  
Present value of minimum lease payments 395,264  
Operating lease liabilities – current portion (120,715) $ (144,921)
Operating lease liabilities – less current portion 274,549 371,407
Finance Lease, Liability, Payment, Due [Abstract]    
2025 164,614  
2026 106,955  
2027 129,833  
2028 130,591  
2029 70,818  
Thereafter 72,584  
Future minimum lease payments 675,395  
Less: amounts representing interest (77,958)  
Present value of minimum lease payments 597,437  
Finance Lease, Liability, Current (140,134)  
Finance lease liabilities – less current portion $ 457,303 $ 407,150
Finance Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] Finance lease liabilities and long-term debt – current portion  
v3.25.0.1
Leases (Supplemental Cash Flow) (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Leases [Abstract]    
Operating cash flows for operating leases $ 175,898 $ 120,550
Operating cash flows for finance leases 23,286 12,452
Financing cash flows for finance leases $ 134,838 $ 60,887
v3.25.0.1
Leases (Operating Lease Revenue and Rental Income) (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Property, Plant and Equipment [Line Items]      
Gross property and equipment $ 7,104,514 $ 6,720,610  
Less: accumulated depreciation and amortization (2,401,129) (2,104,211)  
Depreciation and amortization of property and equipment [1] 717,522 664,962 $ 594,981
Operating lease revenue 55,154 80,021  
Variable lease revenue $ 911 $ 995  
Operating Lease, Lease Income, Statement of Income or Comprehensive Income [Extensible Enumeration] Total revenue Total revenue  
Revenue Equipment [Member]      
Property, Plant and Equipment [Line Items]      
Gross property and equipment $ 51,900 $ 68,300  
Less: accumulated depreciation and amortization (26,500) (33,200)  
Depreciation and amortization of property and equipment 12,700 13,200  
Total lease revenue 1 [2] 56,065 81,016  
Land, Buildings and Improvements [Member]      
Property, Plant and Equipment [Line Items]      
Operating lease revenue [3] $ 15,379 $ 13,656  
[1] The significant expense categories and amounts align with the segment-level information that is regularly provided to the CODM.
[2] Represents operating revenue earned by the Company for leasing equipment to independent contractors and other third-parties.
[3] Represents non-operating income earned from leasing real estate to third parties.
v3.25.0.1
Leases (Maturity Analysis of Future Lease Revenues) (Details)
$ in Thousands
Dec. 31, 2024
USD ($)
Leases [Abstract]  
2025 $ 46,077
2026 27,926
2027 15,422
2028 4,506
2029 726
Thereafter 3,336
Future minimum lease revenues $ 97,993
v3.25.0.1
Defined Benefit Pension Plan (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Defined Benefit Plan Disclosure [Line Items]    
Defined Benefit Plan, Benefit Obligation $ 32,717 $ 35,401
Total pension plan assets 33,788 35,423
Defined Benefit Plan, Funded (Unfunded) Status of Plan (1,071) (22)
Liability, Defined Benefit Plan, Noncurrent [1] 1,238 847
Amount Recorded in Other Comprehensive Income (Loss) 100 1,400
Defined Benefit Plan, Benefit Obligation, Payment for Settlement   500
Net periodic pension income (expense) 391 (7)
Benefits paid $ 1,363 $ 3,050
Discount Rate (Point in Time) 5.11% 4.85%
Discount Rate (Period of Time) 5.39% 4.73%
Expected long-term rate of return on pension plan assets 6.00% 6.00%
Plan Assets, Actual Allocation 100.00% 100.00%
Plan Assets, Target Allocation 100.00% 100.00%
Contributions During the Period $ 0  
Defined Benefit Plan, Expected Loss, Next Fiscal Year 0  
2025 2,177  
2026 2,334  
2027 2,455  
2028 2,552  
2029 2,554  
2030 through 2034 12,742  
Defined Benefit Plan, Expected Future Benefit Payments, Total $ 24,814  
Defined Benefit Plan, Equity Securities    
Defined Benefit Plan Disclosure [Line Items]    
Plan Assets, Actual Allocation 0.00% 0.00%
Defined Benefit Plan, Debt Security    
Defined Benefit Plan Disclosure [Line Items]    
Plan Assets, Actual Allocation 98.00% 97.00%
Plan Assets, Target Allocation 100.00% 100.00%
Defined Benefit Plan, Cash and Cash Equivalents    
Defined Benefit Plan Disclosure [Line Items]    
Plan Assets, Actual Allocation 2.00% 3.00%
[1] The pension liability is included in "Other long-term liabilities" in the consolidated balance sheets.
v3.25.0.1
Purchase Commitments (Details)
$ in Millions
Dec. 31, 2024
USD ($)
Capital Addition Purchase Commitments Total Revenue Equipment [Member]  
Long-term Purchase Commitment [Line Items]  
Purchase Obligation, Due in Next Twelve Months $ 619.0
Purchase Obligation, Due in Second and Third Year 0.0
Capital Addition Purchase Commitments of Tractors [Member]  
Long-term Purchase Commitment [Line Items]  
Purchase Obligation, Due in Next Twelve Months 552.2
Non revenue equipment purchase commitments [Member]  
Long-term Purchase Commitment [Line Items]  
Purchase Obligation, Due in Next Twelve Months 104.3
Purchase Obligation, Due in Second and Third Year 26.4
Purchase Obligation, Due in Fourth and Fifth Year 8.6
Purchase Obligation, Due after Fifth Year $ 0.0
v3.25.0.1
Contingencies and Legal Proceedings (Detail) - USD ($)
$ in Millions
Dec. 31, 2024
Dec. 31, 2023
Commitments and Contingencies Disclosure [Abstract]    
Accrued legal $ 6.8 $ 4.8
Accrual for Environmental Loss Contingencies, Gross $ 1.4  
v3.25.0.1
Share Repurchase Plans (Details) - USD ($)
shares in Thousands, $ in Thousands
 12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Apr. 19, 2022
Class of Stock [Line Items]        
Stock Repurchased and Retired During Period, Value     $ 299,941  
Knight-Swift Share Repurchase Plan, April 25, 2022        
Class of Stock [Line Items]        
Share Repurchase Program, Authorized, Amount       $ 350,000
Amount remaining $ 200,000 $ 200,000    
Company shares repurchased, shares 0 0    
Stock Repurchased and Retired During Period, Value $ 0 $ 0    
v3.25.0.1
Stock-based Compensation (Stock-based Compensation Expense) (Detail) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Stock-based compensation expense $ 23,557 $ 27,922 $ 33,928
Income tax benefit [1] 4,768 6,166 4,201
Restricted Stock Units Excluding Liability Awards [Member]      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Stock-based compensation expense 22,887 27,543 21,091
Performance Shares Excluding Liability Awards [Member]      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Stock-based compensation expense $ 670 $ 379 $ 12,837
[1] The income tax benefit is calculated by applying the statutory tax rate to stock-based compensation expense for equity awards.
v3.25.0.1
Stock-based Compensation (Unrecognized Stock-based Compensation) (Details)
$ in Thousands
 12 Months Ended
Dec. 31, 2024
USD ($)
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]  
Unrecognized stock-based compensation expense $ 57,840
Weighted Average Period 2 years 1 month 6 days
Restricted Stock Units Excluding Liability Awards [Member]  
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]  
Unrecognized stock-based compensation expense $ 48,567
Weighted Average Period 2 years
Performance Shares Excluding Liability Awards [Member]  
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]  
Unrecognized stock-based compensation expense $ 9,273
Weighted Average Period 2 years 4 months 24 days
v3.25.0.1
Stock-based Compensation (Stock Awards Granted) (Details) - shares
 12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Granted 610,436 529,264 652,827
Restricted Stock Units Excluding Liability Awards [Member]      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Granted 520,331 422,384 534,307
Performance Shares Excluding Liability Awards [Member]      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Granted 90,105 106,880 118,520
v3.25.0.1
Stock-based Compensation (Summary Of Exercise Of Stock Options) (Detail) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2024
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Number of stock options exercised 6,813 76,900  
Intrinsic value of stock options exercised $ 225 $ 1,297  
Cash received upon exercise of stock options 162 2,511  
Income tax benefit $ 44 $ 63  
Share-based Payment Arrangement, Option [Member]      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Stock options outstanding 0   0
v3.25.0.1
Stock-based Compensation (Rollforward of Nonvested Restricted Stock Awards) (Details) - $ / shares
 12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Shares      
Granted 610,436 529,264 652,827
RSUs and restricted stock      
Shares      
Nonvested 1,544,426    
Granted 520,331    
Vested [1] (527,094)    
Forfeited (146,222)    
Nonvested 1,391,441 1,544,426  
Shares withheld for taxes 185,782    
Weighted Average Fair Value      
Nonvested [2] $ 48.71    
Granted [2] 49.66    
Vested [2] 46.13    
Forfeited [2] 51.26    
Nonvested [2] $ 49.77 $ 48.71  
[1] Includes 185,782 shares withheld for taxes which were excluded from the "Common stock issued to employees" activity within the consolidated statements of stockholders' equity.
[2] he fair value of each restricted stock unit is based on the closing market price on the grant date.
v3.25.0.1
Stock-based Compensation (Rollforward of Nonvested Performance Shares) (Details) - $ / shares
 12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Shares      
Granted 610,436 529,264 652,827
Performance units      
Shares      
Nonvested 477,092    
Granted 90,105    
Shares earned above target 19,998    
Vested [1] (103,915)    
Forfeited (178,090)    
Nonvested 305,190 [2] 477,092  
Shares withheld for taxes 37,941    
Weighted Average Fair Value      
Nonvested $ 54.17    
Granted 61.17    
Shares earned above target 42.34    
Vested 43.41    
Forfeited 59.32    
Nonvested $ 59.88 $ 54.17  
[1] Includes 37,941 shares withheld for taxes which were excluded from the "Common stock issued to employees" activity within the consolidated statements of stockholders' equity.
[2] The performance measurement period for units granted in 2021 is January 1, 2022 to December 31, 2024 (three full calendar years). The performance measurement period for units granted in 2022 is January 1, 2023 to December 31, 2025 (three full calendar years). The performance measurement period for units granted in 2023, as well as certain units granted in 2024, is January 1, 2024 to December 31, 2026 (three full calendar years). The performance measurement period for units granted in 2024 is January 1, 2025 to December 31, 2027 (three full calendar years). All performance units, if and to the extent earned, will vest one month following the expiration of the performance measurement period.
v3.25.0.1
Stock-based Compensation (Performance unit fair value assumptions) (Details) - Performance units - $ / shares
 12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Dividend yield [1] 1.09% 0.97% 0.87%
Expected volatility [2] 30.74% 30.09% 33.11%
Average peer volatility [2] 34.89% 33.59% 38.22%
Average peer correlation coefficient [3] 56.00% 58.00% 61.00%
Risk-free rate of return [4] 4.09% 4.08% 4.07%
Expected term (in years) [5] 3 years 1 month 6 days 3 years 3 years 1 month 6 days
Weighted-average fair value of performance units granted $ 61.17 $ 59.74 $ 57.78
[1] The dividend yield, used to project stock price to the end of the performance period, is based on the Company's historical experience and future expectation of dividend payouts. Total stockholder return is determined assuming that dividends are reinvested in the issuing entity over the performance period, which is mathematically equivalent to utilizing a 0% dividend yield.
[2] Management (or peer company) estimated volatility using the Company's (or peer company's) historical share price performance over the remaining performance period as of the grant date.
[3] The correlation coefficients are used to model the way in which each entity tends to move in relation to each other; the correlation assumptions were developed using the same stock price data as the volatility assumptions.
[4] The risk-free interest rate assumption is based on US Treasury securities at a constant maturity with a maturity period that most closely resembles the expected term of the performance award.
[5] Since the Monte Carlo Simulation valuation is an open form model that uses an expected life commensurate with the performance period, the expected life of the performance units was assumed to be the period from the grant date to the end of the performance period.
v3.25.0.1
Stock-based Compensation (Narrative) (Detail)
$ / shares in Units, shares in Thousands
 12 Months Ended
Dec. 31, 2024
USD ($)
$ / shares
shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]  
Maximum purchasing power of common stock for an employee during offering period | $ $ 6,250
Maximum purchasing power of common stock for an employee during a calendar year | $ $ 25,000
Maximum percent of total voting power or value of all classes of common stock which restricts from participation of ESPP 5.00%
2012 ESPP [Member]  
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]  
Number of shares remaining available 700
Number of shares authorized for issuance 1,400
Employment period for eligibility of employees participation 90 days
Percentage of payroll deductions from employees compensation 15.00%
Percentage of fair market value of the purchase price 95.00%
Number of shares purchased by the employees 80
Weighted-average fair value of the shares purchased | $ / shares $ 56.20
Common Stock [Member] | 2014 Plan [Member]  
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]  
Number of shares remaining available 4,300
v3.25.0.1
Weighted Average Shares Outstanding (Calculation Of Basic And Diluted Earnings Per Share Attributable To Stockholders) (Detail) - shares
shares in Thousands
 12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Earnings Per Share [Abstract]      
Basic weighted average common shares outstanding 161,738 161,188 162,260
Dilutive effect of equity awards 435 638 951
Diluted weighted average common shares outstanding 162,173 161,826 163,211
Anti-dilutive shares excluded from diluted earnings per share [1] 435 252 335
[1] Shares were excluded from the dilutive-effect calculation because the outstanding awards' exercise prices were greater than the average market price of the Company's common stock.
v3.25.0.1
Fair Value Measurement (Estimated Fair Values) (Detail) - USD ($)
Dec. 31, 2024
Dec. 31, 2023
Financial Assets:    
Equity method investments 1 [1] $ 104,640,000 $ 102,252,000
Equity Method Investments (Estimated Fair Value) [1] 104,640,000 102,252,000
Financial Liabilities:    
Long-term Debt 1,825,607,000 1,628,079,000
Revolving line of credit 232,000,000 67,000,000
Accounts receivable securitization, Carrying Value 0 526,508,000
Business Combination, Contingent Consideration, Liability [2] 5,203,000 40,859,000
Debt Issuance Costs, Net 200,000 500,000
U. S. Xpress | Class A    
Financial Liabilities:    
Business Combination, Contingent Consideration, Liability [2] 132,287,000 134,107,000
Fair Value, Recurring [Member]    
Financial Liabilities:    
Business Combination, Contingent Consideration, Liability [3] 5,203,000 40,859,000
Fair Value, Recurring [Member] | U. S. Xpress | Class A    
Financial Liabilities:    
Business Combination, Contingent Consideration, Liability [3] 132,287,000 [4] 134,107,000
2021 Term Loan A-2 | Loans Payable [Member]    
Financial Liabilities:    
Debt Issuance Costs, Net 900,000 100,000
2021 Term Loan A-2    
Financial Liabilities:    
Long-term Debt [1],[5] 349,149,000 199,902,000
Term loan, Fair Value [1],[5] 350,000,000 200,000,000
2021 Term Loan A-3    
Financial Liabilities:    
Long-term Debt [1],[5] 779,411,000 799,058,000
Term loan, Fair Value [1],[5] 780,000,000 800,000,000
2023 Term Loan    
Financial Liabilities:    
Long-term Debt [6] 249,459,000 249,135,000
Term loan, Fair Value [6] 250,000,000 250,000,000
2021 Revolver    
Financial Liabilities:    
Revolving line of credit 232,000,000 67,000,000
U.S. Xpress Revenue Equipment Installment Notes    
Financial Liabilities:    
Secured Debt [7] 192,255,000 279,339,000
Debt Instrument, Fair Value Disclosure 600,000 1,300,000
2021 Prudential Notes    
Financial Liabilities:    
Long-term Debt [1],[8] 16,611,000 25,078,000
Term loan, Fair Value [1],[8] 16,621,000 25,100,000
Debt Instrument, Fair Value Disclosure 600,000 1,100,000
Debt Issuance Costs, Net 10,000 22,000
2022 RSA    
Financial Liabilities:    
Debt Issuance Costs, Net   500,000
2023 RSA    
Financial Liabilities:    
Accounts receivable securitization, Carrying Value [1],[9] 458,983,000 526,508,000
Debt Instrument, Fair Value Disclosure [1],[9] 459,200,000 $ 527,000,000
Debt Issuance Costs, Net $ 200,000  
[1] Level 2 inputs used to estimate the fair value.
[2] Refer to Note 4 for information regarding the contingent consideration related to the U.S. Xpress Acquisition.
[3] The Company measures contingent consideration liabilities at fair value each reporting period using significant unobservable inputs classified within Level 3 of the fair value hierarchy. The Company uses a probability weighted value analysis as a valuation technique to convert future estimated cash flows to a single present value amount. The significant unobservable inputs used in the fair value measurements are forecasted operating income and net income over the earnout period, and the probability outcome percentages assigned to each scenario. Significant increases or decreases to either of these inputs would result in a significantly higher or lower liability with a higher liability capped by the contractual maximum of the contingent earnout liabilities. Ultimately, the liability will be equivalent to the amount settled, and the difference between the fair value estimate and amount settled will be recorded in earnings for business combinations.
The following is a rollforward for the summary of changes in the fair value of the Company's contingent consideration liabilities, which are measured at fair value on a recurring basis utilizing Level 3 assumptions:
20242023
Beginning balance$174,966 $4,218 
Change in fair value of contingent consideration (a)
(36,617)— 
Fair value of contingent consideration issuances (b)
— 174,107 
Settlement of contingent consideration (c)
(859)(3,359)
Ending balance$137,490 $174,966 
(a)The fair values of the mandatorily redeemable contingent consideration and other contingent consideration related to the U.S. Xpress Acquisition are based on Monte Carlo simulations that measure the present value of the expected future payments to be made in accordance with the provisions outlined in the purchase agreement, which is a Level 3 fair value measurement. In determining fair value, the Company estimates the future performance using financial projections developed by management about operating income and net income and the volatility associated with operating income and net income. As of December 31, 2024, the Company used volatility rates of 38.0% and 41.0% for operating income and net income, respectively. The Company estimates future payments using the earnout formula and performance targets specified in the purchase agreement and these financial projections. These payments are discounted to present value using a risk-adjusted rate that takes into consideration market-based rates of return that reflect the ability of U.S. Xpress to achieve the targets. As of December 31, 2024 the Company used a discount rate of 5.7%. Changes in financial projections or the risk-adjusted discount rate, would result in a change in the fair value of contingent consideration.
Based on the Company’s ongoing assessment of the fair value of the contingent consideration the Company recorded a net decrease in the estimated fair value of such liabilities of $36.6 million during 2024 which was recognized as a gain and is recorded in "Other income (expense), net" in the Company's consolidated statement of comprehensive income.
(b)Refer to Note 4 for information regarding the initial measurement of the contingent consideration related to the U.S. Xpress Acquisition.
(c)The Company recognized gains of $0.9 million and $3.4 million during 2024 and 2023, respectively. These gains were related to the settlement of certain contingent consideration agreements and are recorded in "Miscellaneous operating expenses" in the Company's consolidated statement of comprehensive income.
[4] As of December 31, 2024, the call option has expired and the mandatorily redeemable contingent consideration is now in the put option period.
[5] As of December 31, 2024, the carrying amounts of the 2021 Term Loan A-2 and 2021 Term Loan A-3 are net of $0.9 million and $0.6 million in deferred loan costs, respectively. As of December 31, 2023, the carrying amounts of the 2021 Term Loan A-2, and 2021 Term Loan A-3 are net of $0.1 million and $0.9 million in deferred loan costs, respectively.
[6] As of December 31, 2024, the carrying amount of the 2023 Term Loan is net of $0.5 million in deferred loan costs. As of December 31, 2023, the carrying amount of the 2023 Term Loan is net of $0.9 million in deferred loan costs.
[7] As of December 31, 2024, the carrying amount of the revenue equipment installment notes included $0.6 million in fair value adjustments.As of December 31, 2023, the carrying amount of the revenue equipment installment notes included $1.3 million in fair value adjustments.
[8] As of December 31, 2024, the carrying amount of the 2021 Prudential Notes is net of $10,000 in deferred loan costs and $0.6 million in fair value adjustments. As of December 31, 2023, the carrying amount of the 2021 Prudential Notes is net of $22,000 in deferred loan costs and $1.1 million in fair value adjustments.
[9] The carrying amount of the 2023 RSA is net of $0.2 million in deferred loan costs as of December 31, 2024. The carrying amount of the 2023 RSA is net of $0.5 million in deferred loan costs as of December 31, 2023.
v3.25.0.1
Fair Value Measurement - Recurring and Nonrecurring Measurements (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Assets, Fair Value Disclosure [Abstract]      
Impairments $ (19,012) $ (2,236) $ (810)
Total pension plan assets 33,788 35,423  
Liabilities, Fair Value Disclosure [Abstract]      
Business Combination, Contingent Consideration, Liability [1] $ 5,203 40,859  
Unobservable Measurement Input, Uncertainty, Description The Company measures contingent consideration liabilities at fair value each reporting period using significant unobservable inputs classified within Level 3 of the fair value hierarchy. The Company uses a probability weighted value analysis as a valuation technique to convert future estimated cash flows to a single present value amount. The significant unobservable inputs used in the fair value measurements are forecasted operating income and net income over the earnout period, and the probability outcome percentages assigned to each scenario. Significant increases or decreases to either of these inputs would result in a significantly higher or lower liability with a higher liability capped by the contractual maximum of the contingent earnout liabilities. Ultimately, the liability will be equivalent to the amount settled, and the difference between the fair value estimate and amount settled will be recorded in earnings for business combinations    
Fair Value, Liability, Recurring Basis, Unobservable Input Reconciliation, Gain (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration] Other income (expense), net    
U. S. Xpress | Class A      
Liabilities, Fair Value Disclosure [Abstract]      
Business Combination, Contingent Consideration, Liability [1] $ 132,287 134,107  
Fair Value, Recurring [Member]      
Assets, Fair Value Disclosure [Abstract]      
Assets, Fair Value Disclosure 0 0  
Total pension plan assets 33,788 35,423  
Liabilities, Fair Value Disclosure [Abstract]      
Business Combination, Contingent Consideration, Liability [2] 5,203 40,859  
Contingent Consideration Gain (Loss) [2] 35,656    
Fair Value, Recurring [Member] | Business Combination Contingent      
Liabilities, Fair Value Disclosure [Abstract]      
Contingent Consideration Gain (Loss) [2] (900) (3,359)  
Fair Value, Recurring [Member] | U. S. Xpress | Class A      
Liabilities, Fair Value Disclosure [Abstract]      
Business Combination, Contingent Consideration, Liability [2] 132,287 [3] 134,107  
Contingent Consideration Gain (Loss) [2] (1,820) [3] 0  
Fair Value, Recurring [Member] | Fixed Income Securities      
Assets, Fair Value Disclosure [Abstract]      
Total pension plan assets 33,399 34,536  
Fair Value, Recurring [Member] | Defined Benefit Plan, Cash      
Assets, Fair Value Disclosure [Abstract]      
Total pension plan assets 389 887  
Fair Value, Recurring [Member] | Fair Value Measurements at Reporting Date Using Level 1 Inputs      
Assets, Fair Value Disclosure [Abstract]      
Total pension plan assets 33,788 35,423  
Liabilities, Fair Value Disclosure [Abstract]      
Business Combination, Contingent Consideration, Liability [2] 0 0  
Fair Value, Recurring [Member] | Fair Value Measurements at Reporting Date Using Level 1 Inputs | U. S. Xpress | Class A      
Liabilities, Fair Value Disclosure [Abstract]      
Business Combination, Contingent Consideration, Liability [2] 0 [3] 0  
Fair Value, Recurring [Member] | Fair Value Measurements at Reporting Date Using Level 1 Inputs | Fixed Income Securities      
Assets, Fair Value Disclosure [Abstract]      
Total pension plan assets 33,399 34,536  
Fair Value, Recurring [Member] | Fair Value Measurements at Reporting Date Using Level 1 Inputs | Defined Benefit Plan, Cash      
Assets, Fair Value Disclosure [Abstract]      
Total pension plan assets 389 887  
Fair Value, Recurring [Member] | Fair Value Measurements at Reporting Date Using Level 2 Inputs [Member]      
Assets, Fair Value Disclosure [Abstract]      
Total pension plan assets 0 0  
Liabilities, Fair Value Disclosure [Abstract]      
Business Combination, Contingent Consideration, Liability [2] 0 0  
Fair Value, Recurring [Member] | Fair Value Measurements at Reporting Date Using Level 2 Inputs [Member] | U. S. Xpress | Class A      
Liabilities, Fair Value Disclosure [Abstract]      
Business Combination, Contingent Consideration, Liability [2] 0 [3] 0  
Fair Value, Recurring [Member] | Fair Value Measurements at Reporting Date Using Level 2 Inputs [Member] | Fixed Income Securities      
Assets, Fair Value Disclosure [Abstract]      
Total pension plan assets 0 0  
Fair Value, Recurring [Member] | Fair Value Measurements at Reporting Date Using Level 2 Inputs [Member] | Defined Benefit Plan, Cash      
Assets, Fair Value Disclosure [Abstract]      
Total pension plan assets 0 0  
Fair Value, Recurring [Member] | Fair Value Measurements at Reporting Date Using Level 3 Inputs [Member]      
Assets, Fair Value Disclosure [Abstract]      
Total pension plan assets 0 0  
Liabilities, Fair Value Disclosure [Abstract]      
Business Combination, Contingent Consideration, Liability [2] 5,203 40,859  
Fair Value, Recurring [Member] | Fair Value Measurements at Reporting Date Using Level 3 Inputs [Member] | U. S. Xpress | Class A      
Liabilities, Fair Value Disclosure [Abstract]      
Business Combination, Contingent Consideration, Liability [2] 132,287 [3] 134,107  
Fair Value, Recurring [Member] | Fair Value Measurements at Reporting Date Using Level 3 Inputs [Member] | Fixed Income Securities      
Assets, Fair Value Disclosure [Abstract]      
Total pension plan assets 0 0  
Fair Value, Recurring [Member] | Fair Value Measurements at Reporting Date Using Level 3 Inputs [Member] | Defined Benefit Plan, Cash      
Assets, Fair Value Disclosure [Abstract]      
Total pension plan assets 0 0  
Fair Value, Nonrecurring [Member]      
Liabilities, Fair Value Disclosure [Abstract]      
Financial and Nonfinancial Liabilities, Fair Value Disclosure 0 0  
Fair Value, Nonrecurring [Member] | Leasehold Improvements [Member]      
Assets, Fair Value Disclosure [Abstract]      
Finite-lived Intangible Assets, Fair Value Disclosure [4] 0    
Impairment of Leasehold [4] (5,974)    
Fair Value, Nonrecurring [Member] | Software      
Assets, Fair Value Disclosure [Abstract]      
Property, Plant, and Equipment, Fair Value Disclosure [5]   0  
Fair Value, Nonrecurring [Member] | Equipment [Member]      
Assets, Fair Value Disclosure [Abstract]      
Property, Plant, and Equipment, Fair Value Disclosure [6] 0 0  
Impairments [6] (12,750) (469)  
Fair Value, Nonrecurring [Member] | Building and Building Improvements [Member]      
Assets, Fair Value Disclosure [Abstract]      
Property, Plant, and Equipment, Fair Value Disclosure [7] 0 0  
Impairments [7] (288) (187)  
Fair Value, Nonrecurring [Member] | Software      
Assets, Fair Value Disclosure [Abstract]      
Impairments [5]   (1,580)  
Fair Value, Nonrecurring [Member] | Fair Value Measurements at Reporting Date Using Level 1 Inputs | Leasehold Improvements [Member]      
Assets, Fair Value Disclosure [Abstract]      
Finite-lived Intangible Assets, Fair Value Disclosure [4] 0    
Fair Value, Nonrecurring [Member] | Fair Value Measurements at Reporting Date Using Level 1 Inputs | Software      
Assets, Fair Value Disclosure [Abstract]      
Property, Plant, and Equipment, Fair Value Disclosure [5]   0  
Fair Value, Nonrecurring [Member] | Fair Value Measurements at Reporting Date Using Level 1 Inputs | Equipment [Member]      
Assets, Fair Value Disclosure [Abstract]      
Property, Plant, and Equipment, Fair Value Disclosure [6] 0 0  
Fair Value, Nonrecurring [Member] | Fair Value Measurements at Reporting Date Using Level 1 Inputs | Building and Building Improvements [Member]      
Assets, Fair Value Disclosure [Abstract]      
Property, Plant, and Equipment, Fair Value Disclosure [7] 0 0  
Fair Value, Nonrecurring [Member] | Fair Value Measurements at Reporting Date Using Level 2 Inputs [Member] | Leasehold Improvements [Member]      
Assets, Fair Value Disclosure [Abstract]      
Finite-lived Intangible Assets, Fair Value Disclosure [4] 0    
Fair Value, Nonrecurring [Member] | Fair Value Measurements at Reporting Date Using Level 2 Inputs [Member] | Software      
Assets, Fair Value Disclosure [Abstract]      
Property, Plant, and Equipment, Fair Value Disclosure [5]   0  
Fair Value, Nonrecurring [Member] | Fair Value Measurements at Reporting Date Using Level 2 Inputs [Member] | Equipment [Member]      
Assets, Fair Value Disclosure [Abstract]      
Property, Plant, and Equipment, Fair Value Disclosure [6] 0 0  
Fair Value, Nonrecurring [Member] | Fair Value Measurements at Reporting Date Using Level 2 Inputs [Member] | Building and Building Improvements [Member]      
Assets, Fair Value Disclosure [Abstract]      
Property, Plant, and Equipment, Fair Value Disclosure [7] 0 0  
Fair Value, Nonrecurring [Member] | Fair Value Measurements at Reporting Date Using Level 3 Inputs [Member] | Leasehold Improvements [Member]      
Assets, Fair Value Disclosure [Abstract]      
Finite-lived Intangible Assets, Fair Value Disclosure [4] 0    
Fair Value, Nonrecurring [Member] | Fair Value Measurements at Reporting Date Using Level 3 Inputs [Member] | Software      
Assets, Fair Value Disclosure [Abstract]      
Property, Plant, and Equipment, Fair Value Disclosure [5]   0  
Fair Value, Nonrecurring [Member] | Fair Value Measurements at Reporting Date Using Level 3 Inputs [Member] | Equipment [Member]      
Assets, Fair Value Disclosure [Abstract]      
Property, Plant, and Equipment, Fair Value Disclosure [6] 0 0  
Fair Value, Nonrecurring [Member] | Fair Value Measurements at Reporting Date Using Level 3 Inputs [Member] | Building and Building Improvements [Member]      
Assets, Fair Value Disclosure [Abstract]      
Property, Plant, and Equipment, Fair Value Disclosure [7] $ 0 $ 0  
[1] Refer to Note 4 for information regarding the contingent consideration related to the U.S. Xpress Acquisition.
[2] The Company measures contingent consideration liabilities at fair value each reporting period using significant unobservable inputs classified within Level 3 of the fair value hierarchy. The Company uses a probability weighted value analysis as a valuation technique to convert future estimated cash flows to a single present value amount. The significant unobservable inputs used in the fair value measurements are forecasted operating income and net income over the earnout period, and the probability outcome percentages assigned to each scenario. Significant increases or decreases to either of these inputs would result in a significantly higher or lower liability with a higher liability capped by the contractual maximum of the contingent earnout liabilities. Ultimately, the liability will be equivalent to the amount settled, and the difference between the fair value estimate and amount settled will be recorded in earnings for business combinations.
The following is a rollforward for the summary of changes in the fair value of the Company's contingent consideration liabilities, which are measured at fair value on a recurring basis utilizing Level 3 assumptions:
20242023
Beginning balance$174,966 $4,218 
Change in fair value of contingent consideration (a)
(36,617)— 
Fair value of contingent consideration issuances (b)
— 174,107 
Settlement of contingent consideration (c)
(859)(3,359)
Ending balance$137,490 $174,966 
(a)The fair values of the mandatorily redeemable contingent consideration and other contingent consideration related to the U.S. Xpress Acquisition are based on Monte Carlo simulations that measure the present value of the expected future payments to be made in accordance with the provisions outlined in the purchase agreement, which is a Level 3 fair value measurement. In determining fair value, the Company estimates the future performance using financial projections developed by management about operating income and net income and the volatility associated with operating income and net income. As of December 31, 2024, the Company used volatility rates of 38.0% and 41.0% for operating income and net income, respectively. The Company estimates future payments using the earnout formula and performance targets specified in the purchase agreement and these financial projections. These payments are discounted to present value using a risk-adjusted rate that takes into consideration market-based rates of return that reflect the ability of U.S. Xpress to achieve the targets. As of December 31, 2024 the Company used a discount rate of 5.7%. Changes in financial projections or the risk-adjusted discount rate, would result in a change in the fair value of contingent consideration.
Based on the Company’s ongoing assessment of the fair value of the contingent consideration the Company recorded a net decrease in the estimated fair value of such liabilities of $36.6 million during 2024 which was recognized as a gain and is recorded in "Other income (expense), net" in the Company's consolidated statement of comprehensive income.
(b)Refer to Note 4 for information regarding the initial measurement of the contingent consideration related to the U.S. Xpress Acquisition.
(c)The Company recognized gains of $0.9 million and $3.4 million during 2024 and 2023, respectively. These gains were related to the settlement of certain contingent consideration agreements and are recorded in "Miscellaneous operating expenses" in the Company's consolidated statement of comprehensive income.
[3] As of December 31, 2024, the call option has expired and the mandatorily redeemable contingent consideration is now in the put option period.
[4] Reflects the non-cash impairment related to the market value of facility leases (within the Truckload segment and the LTL segment).
[5] Reflects the non-cash impairment of software (within the All Other Segments).
[6] Reflects the non-cash impairment of certain revenue equipment held for sale and other equipment (within the Truckload segment and the All Other Segments).
[7] Reflects the non-cash impairment of building improvements (within the Truckload segment and the All Other Segments).
v3.25.0.1
Fair Value Measures and Disclosures - Unobservable inputs reconciliation (Details)
$ in Thousands
 12 Months Ended
Dec. 31, 2024
USD ($)
Dec. 31, 2023
USD ($)
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]    
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Liability Value $ 137,490 $ 174,966
Beginning balance 174,966 4,218
Change in fair value of contingent consideration (a) [1] (36,617) 0
Fair value of contingent consideration issuances (b) [2] 0 174,107
Settlement of contingent consideration (c) [3] (859) (3,359)
Ending balance $ 137,490 174,966
Fair Value, Liability, Recurring Basis, Still Held, Unrealized Gain (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration] Other income (expense), net  
Mark-to-market adjustment for contingent consideration $ 36,600  
Fair Value, Liability, Recurring Basis, Unobservable Input Reconciliation, Gain (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration] Other income (expense), net  
Fair Value, Recurring [Member]    
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]    
Contingent Consideration Gain (Loss) [4] $ (35,656)  
Business Combination Contingent | Fair Value, Recurring [Member]    
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]    
Contingent Consideration Gain (Loss) [4] $ 900 $ 3,359
Measurement Input Volatility Operating Income    
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]    
Business Combination, Contingent Consideration, Liability, Measurement Input 0.380  
Measurement Input Volatility Net Income    
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]    
Business Combination, Contingent Consideration, Liability, Measurement Input 0.410  
Measurement Input, Discount Rate    
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]    
Business Combination, Contingent Consideration, Liability, Measurement Input 0.057  
[1] The fair values of the mandatorily redeemable contingent consideration and other contingent consideration related to the U.S. Xpress Acquisition are based on Monte Carlo simulations that measure the present value of the expected future payments to be made in accordance with the provisions outlined in the purchase agreement, which is a Level 3 fair value measurement. In determining fair value, the Company estimates the future performance using financial projections developed by management about operating income and net income and the volatility associated with operating income and net income. As of December 31, 2024, the Company used volatility rates of 38.0% and 41.0% for operating income and net income, respectively. The Company estimates future payments using the earnout formula and performance targets specified in the purchase agreement and these financial projections. These payments are discounted to present value using a risk-adjusted rate that takes into consideration market-based rates of return that reflect the ability of U.S. Xpress to achieve the targets. As of December 31, 2024 the Company used a discount rate of 5.7%. Changes in financial projections or the risk-adjusted discount rate, would result in a change in the fair value of contingent consideration.
Based on the Company’s ongoing assessment of the fair value of the contingent consideration the Company recorded a net decrease in the estimated fair value of such liabilities of $36.6 million during 2024 which was recognized as a gain and is recorded in "Other income (expense), net" in the Company's consolidated statement of comprehensive income.
[2] Refer to Note 4 for information regarding the initial measurement of the contingent consideration related to the U.S. Xpress Acquisition.
[3] The Company recognized gains of $0.9 million and $3.4 million during 2024 and 2023, respectively. These gains were related to the settlement of certain contingent consideration agreements and are recorded in "Miscellaneous operating expenses" in the Company's consolidated statement of comprehensive income
[4] The Company measures contingent consideration liabilities at fair value each reporting period using significant unobservable inputs classified within Level 3 of the fair value hierarchy. The Company uses a probability weighted value analysis as a valuation technique to convert future estimated cash flows to a single present value amount. The significant unobservable inputs used in the fair value measurements are forecasted operating income and net income over the earnout period, and the probability outcome percentages assigned to each scenario. Significant increases or decreases to either of these inputs would result in a significantly higher or lower liability with a higher liability capped by the contractual maximum of the contingent earnout liabilities. Ultimately, the liability will be equivalent to the amount settled, and the difference between the fair value estimate and amount settled will be recorded in earnings for business combinations.
The following is a rollforward for the summary of changes in the fair value of the Company's contingent consideration liabilities, which are measured at fair value on a recurring basis utilizing Level 3 assumptions:
20242023
Beginning balance$174,966 $4,218 
Change in fair value of contingent consideration (a)
(36,617)— 
Fair value of contingent consideration issuances (b)
— 174,107 
Settlement of contingent consideration (c)
(859)(3,359)
Ending balance$137,490 $174,966 
(a)The fair values of the mandatorily redeemable contingent consideration and other contingent consideration related to the U.S. Xpress Acquisition are based on Monte Carlo simulations that measure the present value of the expected future payments to be made in accordance with the provisions outlined in the purchase agreement, which is a Level 3 fair value measurement. In determining fair value, the Company estimates the future performance using financial projections developed by management about operating income and net income and the volatility associated with operating income and net income. As of December 31, 2024, the Company used volatility rates of 38.0% and 41.0% for operating income and net income, respectively. The Company estimates future payments using the earnout formula and performance targets specified in the purchase agreement and these financial projections. These payments are discounted to present value using a risk-adjusted rate that takes into consideration market-based rates of return that reflect the ability of U.S. Xpress to achieve the targets. As of December 31, 2024 the Company used a discount rate of 5.7%. Changes in financial projections or the risk-adjusted discount rate, would result in a change in the fair value of contingent consideration.
Based on the Company’s ongoing assessment of the fair value of the contingent consideration the Company recorded a net decrease in the estimated fair value of such liabilities of $36.6 million during 2024 which was recognized as a gain and is recorded in "Other income (expense), net" in the Company's consolidated statement of comprehensive income.
(b)Refer to Note 4 for information regarding the initial measurement of the contingent consideration related to the U.S. Xpress Acquisition.
(c)The Company recognized gains of $0.9 million and $3.4 million during 2024 and 2023, respectively. These gains were related to the settlement of certain contingent consideration agreements and are recorded in "Miscellaneous operating expenses" in the Company's consolidated statement of comprehensive income.
v3.25.0.1
Related Party Transactions (Schedule Of Services Received And Provided By Company) (Detail) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Related Party Transaction [Line Items]      
Total revenue $ 7,410,078 $ 7,141,766 $ 7,428,582
Trade receivables, net of allowance for doubtful accounts of $37,797 and $39,458, respectively 803,696 888,603  
Accounts payable 329,697 355,173  
Gross property and equipment 7,104,514 6,720,610  
Other Affiliated Entities [Member]      
Related Party Transaction [Line Items]      
Trade receivables, net of allowance for doubtful accounts of $37,797 and $39,458, respectively [1] 0 23  
Accounts payable [1] 136 37  
Facility and Equipment Leases [Member] | Other Affiliated Entities [Member]      
Related Party Transaction [Line Items]      
Total revenue [1] 1,008 529 0
Received by Knight-Swift [1] 624 158 284
Other Services [Member] | Other Affiliated Entities [Member]      
Related Party Transaction [Line Items]      
Total revenue [1] 0 27 94
Received by Knight-Swift [1] $ 34 410 $ 35
Equipment Purchase      
Related Party Transaction [Line Items]      
Gross property and equipment   $ 6,000  
[1] "Certain affiliates" includes entities that are associated with various board members and executives and require approval by the Audit Committee of the Board prior to completing transactions. Transactions with these entities generally include facility and equipment leases, equipment sales, and other services.
v3.25.0.1
Information by Segment, Geography, and Customer Concentration (Segment Descriptions) (Details)
 12 Months Ended
Dec. 31, 2024
Segment
Segment Reporting Information [Line Items]  
Number of Operating Segments 10
Number of Reportable Segments 4
Segment Reporting, Reconciling Item, Corporate Nonsegment [Member]  
Segment Reporting Information [Line Items]  
Segment Reporting, Description of All Other Segments The All Other Segments include four non-reportable operating segments that consist of support services provided to the Company's customers and independent contractors (including repair and maintenance shop services, equipment leasing, warranty services, and insurance), trailer parts manufacturing, warehousing, and certain driving academy activities, as well as certain corporate expenses (such as legal settlements and accruals, certain impairments, and amortization of intangibles related to the 2017 Merger and various acquisitions).
Truckload [Member] | Operating Segments  
Segment Reporting Information [Line Items]  
Segment Reporting Information, Description of Products and Services The Truckload reportable segment is comprised of three full truckload operating segments that provide similar transportation services to the Company's customers utilizing similar transportation equipment over both irregular (one-way movement) and/or dedicated routes. The Truckload reportable segment consists of irregular route and dedicated, refrigerated, expedited, flatbed, and cross-border operations.
LTL | Operating Segments  
Segment Reporting Information [Line Items]  
Segment Reporting Information, Description of Products and Services Our LTL segment, established in 2021 through the ACT Acquisition and later the acquisitions of MME and DHE, is comprised of one operating segment and provides our customers with regional LTL transportation services through a network of approximately 170 service centers in the Company's geographical footprint. The Company's LTL service also includes national coverage to customers by utilizing partner carriers for areas outside of the Company's direct network.
Logistics [Member] | Operating Segments  
Segment Reporting Information [Line Items]  
Segment Reporting Information, Description of Products and Services The Logistics reportable segment is comprised of one logistics operating segment that provides transportation services to the Company's customers and primarily consists of brokerage and other freight management services utilizing third-party transportation providers and their equipment.
Intermodal [Member] | Operating Segments  
Segment Reporting Information [Line Items]  
Segment Reporting Information, Description of Products and Services The Intermodal reportable segment is comprised of one intermodal operating segment that provides transportation services to the Company's customers. These transportation services include arranging the movement of customers' freight through third-party intermodal rail services on the Company’s trailing equipment (containers and trailers on flat cars), as well as drayage services to transport loads between the railheads and customer locations.
v3.25.0.1
Information by Segment (Summary Of Financial Information By Segments) (Detail)
$ in Thousands
 12 Months Ended
Dec. 31, 2024
USD ($)
Dec. 31, 2023
USD ($)
Dec. 31, 2022
USD ($)
Segment Reporting Information [Line Items]      
Total revenue $ 7,410,078 $ 7,141,766 $ 7,428,582
Salaries, wages, and benefits [1] 2,821,987 2,479,759 2,173,933
Fuel [1] 871,146 878,407 895,603
Operations and maintenance [1] 546,883 473,491 422,872
Insurance and claims [1] 415,652 609,536 455,918
Depreciation and amortization of property and equipment [1] 717,522 664,962 594,981
Purchased transportation [1] 1,170,806 1,190,836 1,444,937
Other segment items [1],[2] 622,694 506,622 348,510
Total operating expenses 7,166,690 6,803,613 6,336,754
Operating income $ 243,388 $ 338,153 $ 1,091,828
Operating ratio 0.967 0.953 0.853
Third Party Carrier Services      
Segment Reporting Information [Line Items]      
Operating income $ (125,500)    
Segment Reporting, Reconciling Item, Corporate Nonsegment [Member]      
Segment Reporting Information [Line Items]      
Total revenue 266,496 $ 462,061 $ 516,735
Salaries, wages, and benefits [1] 268,617 270,330 283,448
Fuel [1] 2,034 2,662 3,962
Operations and maintenance [1],[3] (67,929) (64,178) (54,881)
Insurance and claims [1] 37,485 299,210 217,464
Depreciation and amortization of property and equipment [1] 66,103 69,654 60,466
Purchased transportation [1] 11,212 20,663 32,568
Other segment items [1],[2],[3] (24,825) (24,665) (62,821)
Total operating expenses 292,697 573,676 480,206
Operating income $ (26,201) $ (111,615) [4] $ 36,529
Operating ratio 1.098 1.242 0.929
Intersegment Eliminations [Member]      
Segment Reporting Information [Line Items]      
Total revenue $ (84,139) $ (94,203) $ (95,315)
Salaries, wages, and benefits [1] (2,573) (2,165) (3,368)
Fuel [1] 0 (31) 0
Operations and maintenance [1] (19,623) (22,875) (23,859)
Insurance and claims [1] 0 0 1
Depreciation and amortization of property and equipment [1] 0 0 0
Purchased transportation [1] (22,580) (33,901) (38,637)
Other segment items [1],[2] (39,363) (35,231) (29,452)
Total operating expenses (84,139) (94,203) (95,315)
Operating income $ 0 $ 0 $ 0
Operating ratio 1.000 1.000 1.000
Truckload [Member] | Operating Segments      
Segment Reporting Information [Line Items]      
Total revenue $ 5,034,941 $ 4,698,655 $ 4,531,115
Salaries, wages, and benefits [1] 1,786,201 1,544,819 1,265,931
Fuel [1] 749,067 757,841 749,605
Operations and maintenance [1] 519,485 455,919 395,801
Insurance and claims [1] 316,342 270,560 201,032
Depreciation and amortization of property and equipment [1] 545,773 504,378 453,562
Purchased transportation [1] 453,020 452,242 436,636
Other segment items [1],[2] 496,708 414,919 281,967
Total operating expenses 4,866,596 4,400,678 3,784,534
Operating income $ 168,345 $ 297,977 $ 746,581
Operating ratio 0.967 0.937 0.835
LTL | Operating Segments      
Segment Reporting Information [Line Items]      
Total revenue $ 1,235,547 $ 1,082,454 $ 1,069,554
Salaries, wages, and benefits [1] 681,697 584,836 548,758
Fuel [1] 102,723 100,926 124,884
Operations and maintenance [1] 75,389 57,566 52,592
Insurance and claims [1] 51,988 32,394 32,143
Depreciation and amortization of property and equipment [1] 79,944 67,144 61,819
Purchased transportation [1] 16,961 17,710 19,953
Other segment items [1],[2] 139,455 102,998 102,796
Total operating expenses 1,148,157 963,574 942,945
Operating income $ 87,390 $ 118,880 $ 126,609
Operating ratio 0.929 0.890 0.882
Logistics [Member] | Operating Segments      
Segment Reporting Information [Line Items]      
Total revenue $ 570,001 $ 582,250 $ 920,707
Salaries, wages, and benefits [1] 27,195 24,961 27,197
Fuel [1] 0 0 0
Operations and maintenance [1] 10,993 10,629 8,823
Insurance and claims [1] 5,869 2,424 1,580
Depreciation and amortization of property and equipment [1] 3,445 4,165 2,407
Purchased transportation [1] 470,289 469,909 711,389
Other segment items [1],[2] 28,898 26,744 35,369
Total operating expenses 546,689 538,832 786,765
Operating income $ 23,312 $ 43,418 $ 133,942
Operating ratio 0.959 0.925 0.855
Intermodal [Member] | Operating Segments      
Segment Reporting Information [Line Items]      
Total revenue $ 387,232 $ 410,549 $ 485,786
Salaries, wages, and benefits [1] 60,850 56,978 51,967
Fuel [1] 17,322 17,009 17,152
Operations and maintenance [1] 28,568 36,430 44,396
Insurance and claims [1] 3,968 4,948 3,698
Depreciation and amortization of property and equipment [1] 22,257 19,621 16,727
Purchased transportation [1] 241,904 264,213 283,028
Other segment items [1],[2] 21,821 21,857 20,651
Total operating expenses 396,690 421,056 437,619
Operating income $ (9,458) $ (10,507) $ 48,167
Operating ratio 1.024 1.026 0.901
[1] The significant expense categories and amounts align with the segment-level information that is regularly provided to the CODM.
[2] Other segment items for each reportable segment include operating taxes and licenses, communications, amortization of intangibles, rental expense, impairments, and other miscellaneous operating expenses.
[3] The credits within All Other Segments represent allocations within corporate to the other segments.
[4] The $111.6 million operating loss within our All Other Segments is primarily driven by the $125.5 million operating loss in the third-party insurance business.
v3.25.0.1
Information by Segment, Geography, and Customer Concentration Information by Customer Concentration (Details)
 12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Revenue, Major Customer [Line Items]      
Long lived assets of foreign operations 5.00% 5.00%  
Percentage of foreign operations total revenue 5.00% 5.00% 5.00%
Revenue Benchmark [Member] | Customer Concentration Risk      
Revenue, Major Customer [Line Items]      
Concentration Risk, Threshold Percentage 10.00% 10.00% 10.00%
Revenue Benchmark [Member] | Major Customer And Its Subsidiaries [Member] | Customer Concentration Risk      
Revenue, Major Customer [Line Items]      
Concentration Risk, Percentage 12.60% 11.20% 13.10%