TEMPORARY EQUITY

Prior to our IPO in April 2017, our Class A and Class B Common Stock was considered redeemable under GAAP because of certain repurchase rights granted to our shareholders pursuant to the Schneider National, Inc. Employee Stock Purchase Plan and certain agreements governing ownership of our common stock held by existing shareholders, including members of the Schneider family and their family trusts. As a result, all vested Class A and Class B common shares were recorded as temporary equity (redeemable common shares) on the consolidated balance sheets at their redemption value as of the respective balance sheet dates. Accumulated earnings on the consolidated balance sheets were adjusted for the changes during the period in the current redemption value of vested Class A and Class B redeemable common shares.

All contractual redemption features were removed at the time of the IPO. As a consequence, all outstanding shares of Class A and Class B Common Stock ceased to be considered temporary equity and were reclassified to Shareholders’ Equity, including the associated balances of accumulated earnings and accumulated other comprehensive income. As the common shares have no par value, the amounts recorded in temporary equity for the share redemption value were recorded to additional paid-in capital within Shareholders’ Equity upon the transfer.

The following table shows all changes to temporary equity during the six months ended June 30, 2017.



	Class A Redeemable Common Shares					Class B Redeemable Common Shares					Accumulated Earnings			Accumulated Other Comprehensive Income
	Shares		Amount			Shares		Amount			Accumulated Earnings			Accumulated Other Comprehensive Income			Total
BALANCE—December 31, 2016	83,029,500		$	563,217		73,294,560		$	497,175		$	125,175		$	883		$	1,186,450
Net income	—		—			—		—			22,569			—			22,569
Other comprehensive income	—		—			—		—			—			16			16
Dividends declared at $0.05 per share	—		—			—		—			(7,816		)	—			(7,816		)
Change in redemption value of redeemable common shares	—		67,254			—		59,369			(126,623		)	—			—
Transfer from temporary equity to common equity	(83,029,500	)	(630,471		)	(73,294,560	)	(556,544		)	(13,305		)	(899		)	(1,201,219		)
BALANCE—June 30, 2017	—		$	—		—		$	—		$	—		$	—		$	—