Director at Covenant Logistics (NASDAQ: CVLG) awarded $140K in stock
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
KRAMER D MICHAEL reported acquisition or exercise transactions in this Form 4 filing.
Covenant Logistics Group director D. Michael Kramer reported receiving an equity award of 4,382 shares of Class A Common Stock as annual compensation. The grant represents $140,000 in value, calculated using the closing price on the date of the company’s 2026 annual meeting, and was issued under the Third Amended and Restated 2006 Omnibus Incentive Plan, subject to vesting, forfeiture, and termination conditions. Following this award, Kramer holds 23,118 shares directly. An additional 400 shares are held in a Uniform Transfers to Minors Act account for which he is custodian, and he expressly disclaims beneficial ownership of those custodial shares.
Positive
- None.
Negative
- None.
Insider Trade Summary
3 transactions reported
Mixed
3 txns
Insider
KRAMER D MICHAEL
Role
null
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Grant/Award | Class A Common Stock | 4,382 | $0.00 | -- |
| holding | Class A Common Stock | -- | -- | -- |
| holding | Class A Common Stock | -- | -- | -- |
Holdings After Transaction:
Class A Common Stock — 23,118 shares (Direct, null);
Class A Common Stock — 400 shares (Indirect, As UTMA custodian)
Footnotes (1)
- Share award represents annual equity compensation in the form of a grant of restricted stock units equal to $140,000, divided by the closing price on the date of the Company's 2026 annual meeting of stockholders. The award was made under the Third Amended and Restated 2006 Omnibus Incentive Plan, as amended, and subject to certain vesting, forfeiture, and termination provisions. The shares are held under a Uniform Transfers to Minors Act ("UTMA") account over which Mr. Kramer is the custodian. Mr. Kramer disclaims beneficial ownership of these shares, and this report shall not be deemed an admission that the reporting person is the beneficial owner of these shares for purposes of Section 16 or for any other purpose.
Key Figures
Equity award shares: 4,382 shares
Award value: $140,000
Direct holdings after grant: 23,118 shares
+2 more
5 metrics
Equity award shares
4,382 shares
Class A Common Stock grant as annual equity compensation
Award value
$140,000
Value divided by closing price on 2026 annual meeting date
Direct holdings after grant
23,118 shares
Class A Common Stock held directly by Kramer after award
UTMA custodial holdings
400 shares
Shares held in a UTMA account where Kramer is custodian
Transaction date
May 13, 2026
Date of reported transactions on Form 4
Key Terms
restricted stock units, Third Amended and Restated 2006 Omnibus Incentive Plan, vesting, forfeiture, and termination provisions, Uniform Transfers to Minors Act, +1 more
5 terms
restricted stock units financial
"Share award represents annual equity compensation in the form of a grant of restricted stock units equal to $140,000"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
Third Amended and Restated 2006 Omnibus Incentive Plan financial
"The award was made under the Third Amended and Restated 2006 Omnibus Incentive Plan, as amended"
vesting, forfeiture, and termination provisions financial
"and subject to certain vesting, forfeiture, and termination provisions"
Uniform Transfers to Minors Act financial
"The shares are held under a Uniform Transfers to Minors Act ("UTMA") account over which Mr. Kramer is the custodian"
Section 16 regulatory
"this report shall not be deemed an admission that the reporting person is the beneficial owner of these shares for purposes of Section 16 or for any other purpose"
Section 16 is a U.S. securities law rule that governs the trading and disclosure obligations of company insiders — typically officers, directors and large shareholders — to promote transparency and deter unfair profit-taking. It requires insiders to publicly report their stock trades and allows companies or the issuer to reclaim quick, short-term profits from certain insider trades, like a scoreboard and a refund policy that help investors see and limit possible insider advantage.
FAQ
What insider transaction did CVLG director D. Michael Kramer report?
Kramer reported an equity compensation award of 4,382 shares of Class A Common Stock. The shares were granted at no cash cost as part of his annual director compensation under the company’s omnibus incentive plan, subject to vesting and forfeiture conditions.
What is the value of the stock award reported by CVLG director Kramer?
The award equals $140,000 in value, divided by the closing price on the date of Covenant Logistics’ 2026 annual shareholder meeting. This formula determined the 4,382 awarded shares and reflects standard practice for equity-based director compensation grants.
Under which plan was Kramer’s CVLG stock award granted?
The grant was made under Covenant Logistics Group’s Third Amended and Restated 2006 Omnibus Incentive Plan. This plan governs equity-based compensation, including restricted stock units, and sets the vesting, forfeiture, and termination provisions applicable to Kramer’s award.