IRREVOCABLE PROXY AND AGREEMENTProxy and Agreement • March 21st, 2023 • Us Xpress Enterprises Inc • Trucking (no local) • Nevada
Contract Type FiledMarch 21st, 2023 Company Industry JurisdictionThis Irrevocable Proxy and Agreement (this “Proxy and Agreement”), granted and entered into as of March 20, 2023, by each of the Persons set forth on Schedule A (each, a “Stockholder” and, collectively, the “Stockholders”) to and with each of the committee members (each a “Proxy Holder”), each a director of U.S. Xpress Enterprises, Inc., a Nevada corporation (the “Company”), and a member of the Special Committee of the Board of Directors (the “Special Committee”) of the Company, and the Company. Capitalized terms used but not defined herein shall have the meanings given to them in the Merger Agreement (as defined below).