Is Benjamin Carson Sr’s CVLG share grant a market purchase or sale?

The transaction is a grant or award, not an open-market purchase or sale. It reflects compensation paid in stock under Covenant Logistics’ omnibus incentive plan, with a reported grant price of $0.0000 per share in the filing.

What plan governs the new Covenant Logistics (CVLG) share award?

The grant was made under Covenant Logistics’ Third Amended and Restated 2006 Omnibus Incentive Plan, as amended. This plan governs equity compensation and includes vesting, forfeiture, and termination provisions for the awarded restricted stock units.

Covenant Logistics (CVLG) director receives $140,000 restricted stock grant

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

CARSON BENJAMIN SR reported acquisition or exercise transactions in this Form 4 filing.

COVENANT LOGISTICS GROUP, INC. director Benjamin Carson Sr received an equity grant of 4,382 shares of Class A Common Stock. The award represents annual equity compensation equal to $140,000, calculated by dividing that amount by the closing share price on the date of the company’s 2026 annual meeting of stockholders. The grant, made at a per-share price of $0.0000 in this filing, was issued under the Third Amended and Restated 2006 Omnibus Incentive Plan and is subject to vesting, forfeiture, and termination provisions. Following this grant, Carson directly holds 32,174 shares of Class A Common Stock.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider CARSON BENJAMIN SR

Role null

Type	Security	Shares	Price	Value
Grant/Award	Class A Common Stock	4,382	$0.00	--

Holdings After Transaction: Class A Common Stock — 32,174 shares (Direct, null)

Footnotes (1)

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Key Figures

Shares granted: 4,382 shares Grant value: $140,000 Per-share grant price: $0.0000 per share +2 more

5 metrics

Shares granted 4,382 shares Annual equity compensation grant on May 13, 2026

Grant value $140,000 Annual equity compensation amount used to size RSU grant

Per-share grant price $0.0000 per share Reported transaction price for the stock award

Post-transaction holdings 32,174 shares Director’s direct Class A Common Stock holdings after grant

Meeting reference year 2026 annual meeting Date whose closing price determined RSU count

Key Terms

restricted stock units, annual equity compensation, Third Amended and Restated 2006 Omnibus Incentive Plan, vesting, forfeiture, and termination provisions

4 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.

annual equity compensation financial

"Share award represents annual equity compensation in the form of a grant of restricted stock units equal to $140,000"

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"

Form 4 Insider Transactions: What Each Field Means →

05/15/2026 - 05:46 PM

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^*

CARSON BENJAMIN SR

(Last)

(First)

(Middle)

400 BIRMINGHAM HIGHWAY

(Street)

CHATTANOOGA

TENNESSEE

37419

(City)

(State)

(Zip)

UNITED STATES

(Country)

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

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/13/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock	05/13/2026		A⁽¹⁾		4,382⁽¹⁾	A	$0	32,174	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

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.

	/s/ Benjamin Carson Sr., by Cody Kofoid, attorney-in-fact, pursuant to a POA previously filed with the SEC	05/15/2026
	** 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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What did Covenant Logistics (CVLG) director Benjamin Carson Sr receive in this Form 4?

Benjamin Carson Sr received 4,382 shares of Class A Common Stock as an equity grant. This award is part of his annual compensation and increases his direct holdings to 32,174 shares after the transaction.

How was the value of Benjamin Carson Sr’s CVLG equity award determined?

The award represents annual equity compensation of $140,000, divided by the closing price on the date of Covenant Logistics’ 2026 annual meeting. That calculation set the number of restricted stock units granted to the director.

What are Benjamin Carson Sr’s CVLG holdings after this equity award?

After receiving 4,382 Class A Common shares as an equity grant, Benjamin Carson Sr directly owns 32,174 shares. These holdings reflect his position following the reported Form 4 transaction dated May 13, 2026.