Edgar Filing: HEARTLAND EXPRESS INC

Schedule 13G/A 2009 Gerdin Heartland Trust Amendment No. 3

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

____________________________________________________

SCHEDULE 13G/A

Under the Securities Exchange Act of 1934

Amendment No. 3

____________________________________________________

Heartland Express, Inc.

(Name of Issuer)

____________________________________________________

COMMON STOCK

(Title of Class of Securities)

422347 10 4

(CUSIP Number)

December 31, 2013

(Date of Event Which Requires Filing of this Statement)

____________________________________________________

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

[ ] Rule 13d-1(b)

[ ] Rule 13d-1(c)

[ X ] Rule 13d-1(d)



*	The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

CUSIP NO.: 422347 10 4



1.	Names of Reporting Persons. I.R.S Indentification Nos. of above persons (entities only).

	2009 Gerdin Heartland Trust UTA 07/15/2009

2.	Check the appropriate box if a member of a group:
	(a) [ ]
	(b) [ X ]
3.	SEC USE ONLY
4.	Citizenship or place of organization: United States of America


Number of shares beneficially owned by each reporting person with:
5.	Sole voting power

	7,143,584
6.	Shared voting power

	—
7.

	7,143,584
8.	Shared dispositive power

	—
9.	Aggregate amount beneficially owned by each reporting person

	7,143,584
10.	Check if the aggregate amount in Row (9) excludes certain shares
10.	[ ]
11.	Percent of class represented by amount in Row (9)

	8.1% (1)
12.	Type of reporting person

	OO

(1) Based on 87,704,993 shares of Common Stock outstanding as of December 31, 2013.



Item 1.



	(a)	Name of issuer

		Heartland Express, Inc.

	(b)	Address of issuer's principal executive offices

		901 North Kansas Avenue North Liberty, IA 52317



Item 2.



	(a)	Name of person filing

		2009 Gerdin Heartland Trust

	(b)	Address of principal business office or, if none, residence

		Lawrence D. Crouse, Trustee
		P.O. Box 480
		Burke, SD 57523

	(c)	Citizenship

		United States of America

	(d)	Title of Class of Securities

		Common Stock, par value $0.01 per share

	(e)	CUSIP Number
		422347 10 4



Item 3.	If this statement is filed pursuant to Rule 13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: Not applicable



(a)	[ ]	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).

(b)	[ ]	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).

(c)	[ ]	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).

(d)	[ ]	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8).

(e)	[ ]	An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);

(f)	[ ]	An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);

(g)	[ ]	A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G);

(h)	[ ]	A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);

(i)	[ ]	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);

(j)	[ ]	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J);

(k)	[ ]	Group, in accordance with § 240.13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:



Item 4.	Ownership

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.



	(a)	Amount beneficially owned
		7,143,584

	(b)	Percent of class:
		8.1% (1)

	(c)	Number of shares as to which the person has:

		(i)	Sole power to vote or to direct the vote:
			7,143,584

		(ii)	Shared power to vote or to direct the vote:
			—

		(iii)	Sole power to dispose or to direct the disposition of:
			7,143,584

		(iv)	Shared power to dispose or to direct the disposition of:
			—

(1) Based on 87,704,993 shares of Common Stock outstanding as of December 31, 2013.



Item 5.	Ownership of Five Percent or Less of a Class

[ ] The reporting person has ceased to be the beneficial owner of more than 5% of the class of securities.



Item 6.	Ownership of More than Five Percent on Behalf of Another Person

Not applicable.



Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person

Not applicable.



Item 8.	Identification and Classification of Members of the Group

Not applicable.



Item 9.	Notice of Dissolution of Group

Not applicable.



Item 10.	Certification

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

Signature

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.



	Lawrence D. Crouse, trustee of the 2009 Gerdin Heartland Trust


	/s/ Thomas E. Hill, as power of attorney

Dated: February 10, 2014