SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K
Annual Report Pursuant to Section 15(d) of
the Securities Exchange Act of 1934 for the
fiscal year ended
December 31, 1995
Commission File Number 333-562
KNIGHT TRANSPORTATION, INC.
401(k) PLAN AND TRUST AGREEMENT
(Full title of the plan)
KNIGHT TRANSPORTATION, INC.
5601 West Buckeye Road
Phoenix, Arizona 85043
(602) 269-2000
(Name of issuer of the securities held pursuant to the plan
and the address of the issuer's principal executive office)
<PAGE>
KNIGHT TRANSPORTATION, INC.
401(k) PLAN AND TRUST AGREEMENT
PN 001
EIN: 86-0649974
FORM 5500
FINANCIAL STATEMENTS
AND SUPPLEMENTARY INFORMATION
-----------------------------------------------------------------------
FOR THE YEAR ENDED
DECEMBER 31, 1995
<PAGE>
KNIGHT TRANSPORTATION, INC. 401(k) PLAN
AND TRUST AGREEMENT
PN 001
EIN: 86-0649974
Year Ended December 31, 1995
Table of Contents
-----------------
Page No.
--------
Auditor's Report 1 - 2
Statement of Net Assets Available for Plan Benefits
December 31, 1995 and 1994 3
Statement of Changes in Net Assets Available for Plan
Benefits With Fund Information
For the Year Ended December 31, 1995 4
Notes to Financial Statements 5 - 7
Supplementary Information
Schedule of Assets Held for Investment Purposes
December 31, 1995 8
Schedule of Reportable Transactions
For the Year Ended December 31, 1995 9
<PAGE>
KNIGHT TRANSPORTATION, INC. 401(k) PLAN
AND TRUST AGREEMENT
PN 001
EIN: 86-0649974
Form 5500, Item 26b(1)
Year Ended December 31, 1995
July 3, 1996
INDEPENDENT AUDITOR'S REPORT
Trustees
Knight Transportation, Inc. 401(k) Plan
Phoenix, Arizona
We have audited the accompanying statement of net assets available for plan
benefits of Knight Transportation, Inc. 401(k) Plan and Trust Agreement as of
December 31, 1995 and 1994, and the related statement of changes in net assets
available for plan benefits with fund information for the year ended December
31, 1995. These financial statements are the responsibility of the Plan's
management. Our responsibility is to express an opinion on these financial
statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the net assets available for plan benefits of Knight
Transportation, Inc. 401(k) Plan and Trust Agreement as of December 31, 1995 and
1994, and the changes in net assets available for plan benefits for the year
ended December 31, 1995, in conformity with generally accepted accounting
principles.
-continued-
<PAGE>
KNIGHT TRANSPORTATION, INC. 401(k) PLAN
AND TRUST AGREEMENT
PN 001
EIN: 86-0649974
Form 5500, Item 26b(1)
Year Ended December 31, 1995
July 3, 1996
INDEPENDENT AUDITOR'S REPORT
-continued-
Our audits were made for the purpose of forming an opinion on the basic
financial statements taken as a whole. The schedule of assets held for
investment purposes and schedule of reportable transactions on pages 8 and 9 are
presented for the purposes of additional analysis and are not a required part of
the basic financial statements but are supplementary information required by the
Department of Labor's Rules and Regulations for Reporting and Disclosure under
the Employee Retirement Income Security Act of 1974. Such information has been
subjected to the auditing procedures applied in the audits of the basic
financial statements and, in our opinion, is fairly stated in all material
respects in relation to the basic financial statements taken as a whole.
TULL FORSBERG & OLSON
<PAGE>
KNIGHT TRANSPORTATION, INC. 401(k) PLAN
AND TRUST AGREEMENT
PN 001
EIN: 86-0649974
Form 5500, Item 31
Statement of Net Assets Available for Plan Benefits
December 31, 1995 and 1994
1995 1994
---- ----
ASSETS
Investments
At fair value:
Shares of registered investment companies:
Investment Co. of America - Equity
Growth Fund $452,793 $246,376
The Bond Fund of America - Corporate
Bond Fund 101,733 50,431
Participant loans receivable 20,910 14,645
Dean Witter Liquid Asset Fund -
Money Market 115,852 57,613
-------- --------
Total investments 691,288 369,065
-------- --------
Receivables
Employer's contributions 54,024 39,126
Participant's contributions 28,311 47,519
Rollover contributions 0 15,206
Other receivables 0 1,921
-------- --------
Total receivables 82,335 103,772
-------- --------
TOTAL ASSETS 773,623 472,837
LIABILITIES
Total Liabilities 0 0
-------- --------
Net Assets Available for Plan Benefits $773,623 $472,837
======== ========
The accompanying notes are an integral part of these financial statements.
<PAGE>
KNIGHT TRANSPORTATION, INC. 401(k) PLAN AND TRUST AGREEMENT
PN 001
EIN: 86-0649974
Form 5500, Item 32
Statement of Changes in Net Assets Available for Plan Benefits With
Fund Information
For the Year Ended December 31, 1995
<TABLE>
<CAPTION>
Dean Witter The Bond Investment
Liquid Fund of Company of Participant
Asset Fund America, Inc. America Loans
-------------- ---------------- --------------- --------------
<S> <C> <C> <C>
ADDITIONS
ADDITIONS TO NET ASSETS ATTRIBUTED TO:
Investment income
Unrealized appreciation in
fair value of assets $7,222 $67,988
Interest $5,180 $1,618
Dividends 6,387 27,220
-------------- ---------------- --------------- --------------
5,180 13,609 95,208 1,618
-------------- ---------------- --------------- --------------
Contributions
Employer
Participants 55,194 31,764 81,589
Rollover 1,677 360 360
-------------- ---------------- --------------- --------------
56,871 32,124 81,949 0
-------------- ---------------- --------------- --------------
Total Additions 62,051 45,733 177,157 1,618
-------------- ---------------- --------------- --------------
DEDUCTIONS
DEDUCTIONS FROM NET ASSETS ATTRIBUTED TO:
Benefits Paid to Participants 18,582 9,586 31,327 8,562
Administrative Expenses 51
-------------- ---------------- --------------- --------------
Total Deductions 18,633 9,586 31,327 8,562
-------------- ---------------- --------------- --------------
Net increase prior to interfund transfers 43,418 36,147 145,830 (6,944)
Interfund transfers 14,821 15,155 60,587 13,209
-------------- ---------------- --------------- --------------
Net Increase (Decrease) 58,239 51,302 206,417 6,265
Net assets available for benefits:
Beginning of year 57,613 50,431 246,376 14,645
-------------- ---------------- --------------- --------------
End of year $115,852 $101,733 $452,793 $20,910
============== ================ =============== ==============
</TABLE>
<TABLE>
<CAPTION>
Other Total
-------------- --------------
<S> <C> <C>
ADDITIONS
ADDITIONS TO NET ASSETS ATTRIBUTED TO:
Investment income
Unrealized appreciation in
fair value of assets $75,210
Interest 6,798
Dividends 33,607
-------------- --------------
$0 115,615
-------------- --------------
Contributions
Employer 54,024 54,024
Participants 28,311 196,858
Rollover 2,397
-------------- --------------
82,335 253,279
-------------- --------------
Total Additions 82,335 368,894
-------------- --------------
DEDUCTIONS
DEDUCTIONS FROM NET ASSETS ATTRIBUTED TO:
Benefits Paid to Participants 68,057
Administrative Expenses 51
-------------- --------------
Total Deductions 0 68,108
-------------- --------------
Net increase prior to interfund transfers 82,335 300,786
Interfund transfers (103,772) 0
-------------- --------------
Net Increase (Decrease) (21,437) 300,786
Net assets available for benefits:
Beginning of year 103,772 472,837
-------------- --------------
End of year $82,335 $773,623
============== ==============
</TABLE>
The accompanying notes are an integral part of these financial statements.
<PAGE>
KNIGHT TRANSPORTATION, INC. 401(k) PLAN
AND TRUST AGREEMENT
PN 001
EIN: 86-0649974
Form 5500 - Year Ended December 31, 1995
Notes to Financial Statements
NOTE 1. DESCRIPTION OF PLAN
The following description of the Knight Transportation, Inc.
(Company) 401(k) Plan and Trust Agreement (Plan) provides only
general information. Participants should refer to the Plan
agreement for a more complete description of the Plan's
provisions.
General The Plan is a defined contribution plan covering basically
all full time employees of the Company who have one year of
service and are age nineteen or older. It is subject to the
provisions of the Employee Retirement Income Security Act of 1974
(ERISA).
Contributions Each year, participants may contribute a portion of
their compensation to the Plan. For 1995 the maximum amount that
can be contributed is $9,240. Participants may also contribute
amounts representing distributions from other qualified plans. The
Company contributes 50 percent of the participant's salary
reduction contributions for the year, not to exceed $750. For
1995, the Company set the level of its matching contribution at
$625 per participant. For Plan years beginning after December 31,
1994, these contributions may be made with either cash or common
stock of the Company. For 1995, the contributions will be made
with cash. The Company may also make a discretionary contribution
at the option of the Company's Board of Directors. These
contributions can be either cash or common stock of the Company.
Participant Accounts Each participant's account is credited with
the participant's contribution, company matching contribution,
company discretionary contribution, if any, and plan earnings on
participant's account balance. Forfeited balances of terminated
participants' nonvested accounts are used to reduce future Company
contributions. The benefit to which a participant is entitled is
the benefit that can be provided from the participant's vested
account.
Vesting Participants are immediately vested in their contributions
plus earnings. Vesting in the Company's matching and discretionary
portion of their accounts plus earnings is based on years of
service. A participant is 100 percent vested after five years of
service.
Investment Options Upon enrollment in the Plan, a participant may
direct his contributions in any of three investment options:
Investment Co. of America - Equity Growth Fund Funds are
invested in shares of a registered investment company that
invests mainly in common stocks and U. S. Treasury
securities.
<PAGE>
KNIGHT TRANSPORTATION, INC. 401(k) PLAN
AND TRUST AGREEMENT
PN 001
EIN: 86-0649974
Form 5500 - Year Ended December 31, 1995
Notes to Financial Statements
-Continued-
NOTE 1. DESCRIPTION OF PLAN (Continued)
The Bond Fund of America - Corporate Bond Fund Funds are
invested in shares of a registered investment company that
invests mainly in corporate bonds and U. S. Treasury
securities.
Dean Witter Liquid Assets - Money Market Fund Funds are
invested in an interest bearing account.
Company matching contributions may be invested in either the Dean
Witter Liquid Assets Money Market Fund or common stock of the
Company. For 1995, the matching contribution was invested in the
Money Market Fund.
Participants may change their investment options twice a year.
Payment of Benefits Upon the participant's separation from service
as a result of death, disability or retirement at age 65, the
employee's account balance from employer contributions will be
100% nonforfeitable and paid in a lump-sum. The Plan has
provisions for hardship distributions.
Participant Loans Participants may borrow from their fund accounts
a minimum of $1,000 and to a maximum equal to the lessor of
$50,000 or 50% of their nonforfeitable account balances. Payments
are made through payroll deductions. The loans are secured by 50%
of the nonforfeitable balance in the participant's account. All
loans are considered a directed investment of the participant.
Plan Expenses The Company incurs all major expenses associated
with the Plan.
Concentration of Credit Risk and Financial Instruments Financial
instruments which potentially subject the Plan to concentrations
of credit risk consist of a deposit with an investment custodian.
NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Accounting The financial statements are prepared on the
accrual basis of accounting.
Estimates The preparation of financial statements in conformity
with generally accepted accounting principles requires the Plan
Administrator to make estimates and assumptions that affect
certain reported amounts and disclosures. Accordingly, actual
results may differ from those estimates.
-continued-
<PAGE>
KNIGHT TRANSPORTATION, INC. 401(k) PLAN
AND TRUST AGREEMENT
PN 001
EIN: 86-0649974
Form 5500 - Year Ended December 31, 1995
Notes to Financial Statements
-Continued-
NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
Investment Valuation and Income Recognition Investments in the
Plan are adjusted to their fair market value as of the balance
sheet date. Shares of registered investment companies are valued
at quoted market prices which represent the net asset value of
shares held by the Plan at year end. Participant loans are valued
at cost, which approximates fair value.
Purchases and sales of securities are recorded on a trade-date
basis. Interest income is recorded on the accrual basis. Dividends
are recorded on the ex-dividend date.
Payment of Benefits Benefit payments are recorded when paid.
NOTE 3. PLAN TERMINATION
Although it has not expressed any intent to do so, the Company has
the right under the Plan to terminate the Plan at any time. In the
event of Plan termination, participants will become 100 percent
vested in their accounts.
NOTE 4. TAX STATUS
Effective January 1, 1995, the Plan adopted a new prototype plan.
Subsequent to the balance sheet date the Internal Revenue Service
has determined and informed the Company by letter that the Plan
and related Trust are designed in accordance with applicable
sections of the Internal Revenue Code.
<PAGE>
SUPPLEMENTARY INFORMATION
--------------------------------------------------------------
<PAGE>
KNIGHT TRANSPORTATION, INC. 401(k) PLAN
AND TRUST AGREEMENT
PN 001
EIN: 86-0649974
Form 5500, Item 27a
Schedule of Assets Held for Investment Purposes
Year Ended December 31, 1995
<TABLE>
<CAPTION>
(a) (b) Identity of issue, borrower, (c) Description of investment (d) Cost (e) Current
lessor, or similar party including maturity date, Value
rate of interest, collateral,
par or maturity value
- --- -------------------------------- ----------------------------- -------- -----------
<S> <C> <C> <C>
American Funds Group/Investment 20,952.939 shares @ $21.610 per $401,514 $452,793
Company of America share
American Funds Group/Bond Fund 7,329.448 shares @ $13.880 per share 99,338 101,733
of America
Dean Witter Trust Company/Liquid Money Market Account 115,852 115,852
Assets
Participant Loans 8.75% to 10% 0 20,910
-------- --------
TOTAL $616,704 $691,288
======== ========
</TABLE>
<PAGE>
KNIGHT TRANSPORTATION, INC. 401(k) PLAN AND TRUST AGREEMENT
PN 001
EIN: 86-0649974
Form 5500, Item 27d
Schedule of Reportable Transactions
Year Ended December 31, 1995
<TABLE>
<CAPTION>
(a) Identity (b) Description (c)Purchase (d) Selling (e) Lease (f) Expense (g) Cost of (h) Current (I) Net
of party of asset (include price price rental incurred asset value of gain
involved interest rate and with asset on or
maturity in case transaction transaction (loss)
of a loan) date
- ------------ --------------- ----------- ----------- --------- --------------- ----------- ------------- ----------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
American Investment Co. of $44,888 $44,888 $44,888
Funds Group America
American The Bond Fund of 13,352 13,352 13,352
Funds Group America
Dean Witter Sears Liquid 64,373 64,373 64,373
Trust Company Assets/Cash
</TABLE>
<PAGE>
Pursuant to the requirements of the Securities Exchange Act of
1934, the trustees (or other persons who administer the employee benefit plan)
have duly caused this annual report to be signed on its behalf by the
undersigned hereunto duly authorized.
KNIGHT TRANSPORTATION, INC. 401(k)
PLAN AND TRUST AGREEMENT
Dated: July 11, 1996 By /s/ Donald A. Bliss
----------------- ------------------------------------------
Donald A. Bliss, Chairman of the
Advisory Committee (Plan Administrator),
on behalf of the Plan
Dated: July 11, 1996 KNIGHT TRANSPORTATION, INC.,
----------------- Plan Sponsor
By /s/ Clark A. Jenkins
------------------------------------------
Clark A. Jenkins
Chief Financial Officer
-2-
<PAGE>
EXHIBIT INDEX
-------------
Exhibit No. Description
- ----------- -----------
Exhibit 23 Consent of Tull, Forsberg & Olson, independent public accountants.
-3-
TF & O
Certified Public Accountants
Consent of Independent Public Accountants
We hereby consent to the use of our report dated July 3, 1996,
on the net assets available for Plan benefits of the Knight Transportation, Inc.
401(k) Plan and Trust Agreement as of December 31, 1995 and 1994, and the
related statement of changes in net assets available for Plan benefits with fund
information for the year ended December 31, 1995, included in this report on
Form 11-K for the Knight Transportation, Inc. 401(k) Plan and Trust Agreement.
TULL, FORSBERG & OLSON
Phoenix, Arizona
July 11, 1996
John J. Tull
Franklin C. Forsberg
Lynn C. Olson
Jacob Shaphren
Philip D. Miller
Richard A. Kobasic
5225 N. Central Avenue, Suite 220, Phoenix, Arizona 85012
(602) 277-5447
Fax (602) 285-9872