Covenant Logistics (CVLG) president details insider tax-withheld shares

Rhea-AI Filing Summary

Covenant Logistics Group, Inc. reported an insider equity transaction by its President, who is an officer of the company. On 12/31/2025, the company withheld 5,753 shares of Class A common stock to cover tax obligations when previously granted restricted stock vested. The withholding is reported at a price of $22.04 per share.

After this transaction, the President beneficially owns 154,697 Class A shares directly, 5,030 shares indirectly through a spouse, and an additional 42,037 shares indirectly through the company’s 401(k) plan. The 401(k) position is based on the account balance in the employer stock fund divided by the closing price on December 31, 2025.

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

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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^*

BUNN PAUL

(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)
	President

3. Date of Earliest Transaction (Month/Day/Year)
12/31/2025

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	12/31/2025		F(1)		5,753(1)	D	$22.04	154,697	D
Class A Common Stock								5,030	I	By Spouse
Class A Common Stock								42,037(2)	I	401(k)

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 number of shares deemed withheld to satisfy tax withholding obligations upon vesting of restricted stock previously granted to the Reporting Person.

2. The number of shares beneficially owned following the reported transaction is equal to the Reporting Person's December 31, 2025 account balance in the employer stock fund under the issuer's 401(k) plan, divided by the closing price on December 31, 2025. The plan is unitized and as such does not itself allocate a specific number of shares to each participant.

	/s/ Paul Bunn, by Heidi Hornung-Scherr, attorney-in-fact, pursuant to a POA previously filed with the SEC	01/05/2026
	** 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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transaction did Covenant Logistics (CVLG) report in this filing?

The filing reports that the President of Covenant Logistics Group, Inc. had 5,753 shares of Class A common stock withheld on 12/31/2025 to satisfy tax obligations upon vesting of previously granted restricted stock.

At what price were CVLG shares withheld to cover taxes for the president?

The 5,753 withheld Class A common shares were reported at a price of $22.04 per share.

How many Covenant Logistics (CVLG) shares does the president now own directly?

Following the reported transaction, the President beneficially owns 154,697 Class A common shares directly.

What indirect CVLG share ownership does the president report through a spouse?

The President reports indirect beneficial ownership of 5,030 Class A common shares of Covenant Logistics Group, Inc. through a spouse.

How are the president’s CVLG shares in the 401(k) plan calculated?

The filing explains that the 42,037 shares shown are calculated by dividing the President’s December 31, 2025 account balance in the employer stock fund under the 401(k) plan by the closing price on that date, because the plan is unitized and does not allocate specific shares to each participant.

What role does the reporting person hold at Covenant Logistics (CVLG)?

The reporting person is identified as an officer of Covenant Logistics Group, Inc. with the title of President.