Exhibit 5.1
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May 8, 2026
Schneider National, Inc.
3101 Packerland Drive
Green Bay, Wisconsin 54313
| RE: | Registration Statement on Form S-8 of Schneider National, Inc. |
Ladies and Gentlemen:
We have acted as your counsel in connection with the issuance by Schneider National, Inc., a Wisconsin corporation (the “Company”), of up to an additional 19,900,000 shares of the Company’s Class B common stock, no par value per share (the “Plan Shares”), pursuant to the Schneider National, Inc. 2017 Omnibus Incentive Plan, as amended and restated (the “Plan”), as described in the Company’s prospectus relating to the Plan dated May 8, 2026 (the “Prospectus”) in connection with the Company’s Registration Statement on Form S-8, to be filed with the Securities and Exchange Commission on May 8, 2026 (the “Registration Statement”).
We have examined: (a) the Plan, the Prospectus and the Registration Statement, (b) the Company’s Amended and Restated Articles of Incorporation and Amended and Restated Bylaws, (c) certain resolutions of the Company’s Board of Directors, and (d) such other proceedings, documents and records as we have deemed necessary to enable us to render this opinion.
Based on the foregoing, and subject to the limitations, qualifications and assumptions set forth herein, we are of the opinion that the Plan Shares have been duly authorized and, upon issuance in accordance with the terms of the Plan, will be validly issued, fully paid and nonassessable.
The foregoing opinions are limited to the laws of the State of Wisconsin as currently in effect, and no opinion is expressed with respect to such laws as subsequently amended, or any other laws, or any effect that such amended or other laws may have on the opinions expressed herein. The foregoing opinions are limited to matters stated herein, and no opinion is implied or may be inferred beyond the matters expressly stated herein. The foregoing opinions are given as of the date hereof and based solely on our understanding of facts in existence as of such date after the aforementioned examination, and we undertake no obligation to advise you of any changes in applicable laws after the date hereof or of any facts that might change the opinions expressed herein that we may become aware of after the date hereof.
