Annual Statement of Changes in Beneficial Ownership (5)

FORM 5

[ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
[ ] Form 3 Holdings Reported
[ ] Form 4 Transactions Reported

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

ANNUAL STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

1. Name and Address of Reporting Person ^* GERDIN MICHAEL J	2. Issuer Name and Ticker or Trading Symbol HEARTLAND EXPRESS INC [HTLD]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) __ X __ Director __ X __ 10% Owner __ X __ Officer (give title below) __ X __ Other (specify below) Chief Executive Officer / Co-Trustee of 10% Owner
(Last) (First) (Middle) 901 NORTH KANSAS AVENUE	3. Statement for Issuer's Fiscal Year Ended (MM/DD/YYYY) 12/31/2016
(Street) NORTH LIBERTY, IA 52317 (City) (State) (Zip)	4. If Amendment, Date Original Filed (MM/DD/YYYY)	6. Individual or Joint/Group Filing (Check Applicable Line) _ X _ Form Filed by One Reporting Person ___ Form Filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security (Instr. 3)	2. Trans. Date	2A. Deemed Execution Date, if any	3. Trans. Code (Instr. 8)	4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1.Title of Security (Instr. 3)	2. Trans. Date	2A. Deemed Execution Date, if any	3. Trans. Code (Instr. 8)	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	1/15/2016		G ⁽¹⁾	4131278	D	$0	14137815	I	Trustee of GRATs ⁽²⁾
Common Stock	1/15/2016		G ⁽¹⁾	2333854	A	$0	5003805	I	Co-Trustee of Trust ⁽³⁾
Common Stock	1/15/2016		G ⁽¹⁾	1797424	A	$0	8050474	I	Co-Trustee of Trust ⁽⁴⁾
Common Stock	1/19/2016		G ⁽⁵⁾	6000000	D	$0	2050474	I	Co-Trustee of Trust ⁽⁴⁾
Common Stock	1/19/2016		G ⁽⁵⁾	6000000	A	$0	20137815	I	Trustee of GRATs ⁽²⁾
Common Stock	5/9/2016		G	9480	D	$0	2040994	I	Co-Trustee of Trust ⁽⁴⁾
Common Stock	5/9/2016		G	3160	A	$0	35744	I	Trustee of Trusts ⁽⁶⁾
Common Stock	6/28/2016		G ⁽¹⁾	1128461	D	$0	19009354	I	Trustee of GRATs ⁽²⁾
Common Stock	6/28/2016		G ⁽¹⁾	596076	A	$0	5398814	I	Co-Trustee of Trust ⁽⁷⁾
Common Stock	6/28/2016		G ⁽¹⁾	532385	A	$0	2573379	I	Co-Trustee of Trust ⁽⁴⁾
Common Stock	8/11/2016		G ⁽¹⁾	314567	D	$0	18694787	I	Trustee of GRATs ⁽²⁾
Common Stock	8/11/2016		G ⁽¹⁾	314567	A	$0	2887946	I	Co-Trustee of Trust ⁽⁴⁾
Common Stock	8/19/2016		G ⁽¹⁾	299207	D	$0	18395580	I	Trustee of GRATs ⁽²⁾
Common Stock	8/19/2016		G ⁽¹⁾	299207	A	$0	3187153	I	Co-Trustee of Trust ⁽⁴⁾
Common Stock	10/6/2016		G ⁽⁸⁾	2043372	D	$0	0	I	Co-Trustee of Trust ⁽⁸⁾
Common Stock	10/6/2016		G ⁽⁸⁾	681124	A	$0	681124	D
Common Stock	11/30/2016		G ⁽¹⁾	283724	D	$0	18111856	I	Trustee of GRATs ⁽²⁾
Common Stock	11/30/2016		G ⁽¹⁾	283724	A	$0	3470877	I	Co-Trustee of Trust ⁽⁴⁾
Common Stock	12/7/2016		G ⁽¹⁾	1448410	D	$0	16663446	I	Trustee of GRATs ⁽²⁾
Common Stock	12/7/2016		G ⁽¹⁾	1448410	A	$0	4919287	I	Co-Trustee of Trust ⁽⁴⁾
Common Stock							1936276	I	Co-General Partner of Partnership ⁽⁹⁾

*Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g.* , puts, calls, warrants, options, convertible securities)**
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	4. Trans. Code (Instr. 8)	5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (MM/DD/YYYY)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of Derivative Securities Beneficially Owned at End of Issuer's Fiscal Year (Instr. 4)	10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	4. Trans. Code (Instr. 8)	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)			11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:
( 1)	Annuity distributions made from grantor retained annuity trusts (GRATs) created for the benefit of Ann Gerdin.
( 2)	Mr. Gerdin is the trustee of GRATs established by Ann S. Gerdin for her benefit. As trustee, Mr. Gerdin has sole voting and dispositive power over the shares owned by these GRATs.
( 3)	Mr. Gerdin is one of the beneficiaries of the 2007 Gerdin Heartland Trust. A remainder interest of 2,333,854 shares was distributed from a GRAT created for the benefit of Mrs. Gerdin to the 2007 Gerdin Heartland Trust. The two other beneficiaries of the 2007 Gerdin Heartland Trust, Julie Durr and Angela Janssen, also reported the distribution of the remainder interest. Mr. Gerdin, Mrs. Durr, and Mrs. Janssen became co-trustees on January 19, 2016. Beneficial ownership was disclaimed with respect to this trust because none of the trustees have the power to vote or dispose shares without the consent of the other two trustees.
( 4)	Mr. Gerdin, Mrs. Durr, Mrs. Janssen, and Mrs. Gerdin serve as co-trustees over shares held by the Ann S. Gerdin Revocable Trust. As co-trustees, they have shared voting and dispositive powers with respect to this trust. Beneficial ownership is disclaimed for Mr. Gerdin, Mrs. Durr, and Mrs. Janssen.
( 5)	Shares transferred to two GRATs created for the benefit of Ann Gerdin. These shares were transferred from the Ann S. Gerdin Revocable Trust. Mr. Gerdin serves as trustee over these three GRATs and has no pecuniary interest other than an indirect remainder interest, if any. As trustee, Mr. Gerdin has voting and dispositive powers. Beneficial ownership is disclaimed.
( 6)	Mr. Gerdin became sole trustee on January 19, 2016 over shares held by trusts created for the benefit of his children. As trustee, Mr. Gerdin has voting and dispositive powers with respect to this trust. Beneficial ownership is disclaimed.
( 7)	Mr. Gerdin is one of the beneficiaries of the 2009 Gerdin Heartland Trust. A remainder interest of 596,076 shares was distributed from a GRAT created for the benefit of Mrs. Gerdin to the 2009 Gerdin Heartland Trust. The two other beneficiaries of the 2009 Gerdin Heartland Trust, Mrs. Durr and Mrs. Janssen, also reported the distribution of the remainder interest. Mr. Gerdin, Mrs. Durr, and Mrs. Janssen became co-trustees on January 19, 2016. Beneficial ownership is disclaimed with respect to this trust because none of the trustees have the power to vote or dispose shares without the consent of the other two trustees.
( 8)	Mr. Gerdin was one of the beneficiaries of the 2005 Gerdin Children's Trust. This trust was terminated and the 2,043,372 shares were distributed equally to the three beneficiaries. The two other beneficiaries of the 2005 Gerdin Children's Trust, Mrs. Durr and Mrs. Janssen, also reported the distribution of the remainder interest. Mr. Gerdin, Mrs. Durr, and Mrs. Janssen became co-trustees on January 19, 2016. Beneficial ownership was disclaimed with respect to this trust because none of the trustees have the power to vote or dispose shares without the consent of the other two trustees.
( 9)	The Ann S. Gerdin Revocable Trust, Mr. Gerdin, Mrs. Durr, and Mrs. Janssen are co-general partners of Gerdin Family Investments LP. None of the Ann S. Gerdin Revocable Trust, Mr. Gerdin, Mrs. Durr, or Mrs. Janssen has voting and dispositive powers with respect to this partnership without the consent of at least one other co-general partner. Lawrence D. Crouse previously served as voting trustee over the shares represented by a voting trust certificate as of the event date. This voting trust agreement was terminated on January 19, 2016. Beneficial ownership is disclaimed except to the extent of each such reporting person's percentage ownership of general and limited partner shares in the partnership. These shares have been held since 1997.

Reporting Owners
Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
GERDIN MICHAEL J 901 NORTH KANSAS AVENUE NORTH LIBERTY, IA 52317	X	X	Chief Executive Officer	Co-Trustee of 10% Owner

Signatures
/S/Michael J. Gerdin		1/31/2017
^** Signature of Reporting Person		Date

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
*	If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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