Covenant Logistics (NASDAQ: CVLG) CFO forfeits 5,516 performance shares

Rhea-AI Filing Summary

Grant James S III reported disposition transactions in this Form 4 filing.

Covenant Logistics Group EVP and CFO James S. Grant III reported a compensation-related share forfeiture. On the reported date, 5,516 shares of Class A common stock were returned to the issuer at a price of $0.00 per share. The footnote explains this reflects forfeited restricted stock because the company did not achieve established performance targets, as certified by the compensation committee. After this adjustment, Grant directly holds 43,303 shares, indicating this is a revision to prior equity awards rather than an open-market sale.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Grant James S III

Role EVP and CFO

Type	Security	Shares	Price	Value
Disposition	Class A Common Stock	5,516	$0.00	--

Holdings After Transaction: Class A Common Stock — 43,303 shares (Direct)

Footnotes (1)

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Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Grant James S III

(Last) (First) (Middle)

400 BIRMINGHAM HIGHWAY

(Street)

CHATTANOOGA TN 37419

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
COVENANT LOGISTICS GROUP, INC. [ CVLG ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP and CFO

3. Date of Earliest Transaction (Month/Day/Year)
03/06/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

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. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction 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)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	03/06/2026		D		5,516(1)	D	$0	43,303	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction 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 (Month/Day/Year)		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 Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents the forfeiture of restricted stock originally granted under the Third Amended and Restated 2006 Omnibus Incentive Plan, as amended, due to the issuer not achieving the established performance targets, as certified by the issuer's compensation committee on the transaction date.

	/s/ James S. Grant III, by Cody Kofoid, attorney-in-fact, pursuant to a POA previously filed with the SEC	03/10/2026
	** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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FAQ

What insider transaction did Covenant Logistics (CVLG) report on this Form 4?

Covenant Logistics (CVLG) reported that EVP and CFO James S. Grant III forfeited 5,516 shares of Class A common stock. The shares were returned to the company at $0.00 per share as part of an equity compensation adjustment tied to performance targets.

Why did the Covenant Logistics (CVLG) CFO forfeit 5,516 shares?

The 5,516 forfeited shares were restricted stock originally granted under the company’s omnibus incentive plan. They were forfeited because Covenant Logistics did not achieve established performance targets, as certified by the compensation committee on the transaction date, according to the Form 4 footnote.

Was the Covenant Logistics (CVLG) CFO’s Form 4 transaction an open-market sale?

No, the Form 4 shows a disposition to the issuer at $0.00 per share, not an open-market sale. The transaction reflects forfeiture of performance-based restricted stock rather than selling shares into the market for cash proceeds.

How many Covenant Logistics (CVLG) shares does the CFO hold after this forfeiture?

After forfeiting 5,516 restricted shares, EVP and CFO James S. Grant III directly holds 43,303 shares of Covenant Logistics Class A common stock. This post-transaction balance is disclosed in the Form 4 as the total shares following the transaction.

What compensation plan governed the forfeited Covenant Logistics (CVLG) restricted stock?

The forfeited restricted shares were originally granted under Covenant Logistics’ Third Amended and Restated 2006 Omnibus Incentive Plan, as amended. Performance targets under this plan were not met, leading to the compensation committee’s certification and the resulting share forfeiture.