Director at Covenant Logistics (CVLG) receives 4,382-share equity award

Rhea-AI Filing Summary

Schmidt Herbert J reported acquisition or exercise transactions in this Form 4 filing.

Covenant Logistics Group director Herbert J. Schmidt received an equity grant of 4,382 shares of Class A common stock. The award represents annual equity compensation valued at $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 was issued under the company’s Third Amended and Restated 2006 Omnibus Incentive Plan and is subject to vesting, forfeiture, and termination provisions. Following this grant, Schmidt directly holds 32,988 shares of Class A common stock.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Schmidt Herbert J

Role null

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

Holdings After Transaction: Class A Common Stock — 32,988 shares (Direct, null)

Footnotes (1)

1. [object Object]

Key Figures

Shares granted: 4,382 shares Grant value: $140,000 Price per share: $0.0000 per share +1 more

4 metrics

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

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

Price per share $0.0000 per share Reported transaction price for grant (non-cash award)

Total shares after grant 32,988 shares Director’s direct Class A holdings following the award

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"

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

"The award was made under the ... Incentive Plan, as amended, and subject to certain vesting, forfeiture, and termination provisions"

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^*

Schmidt Herbert J

(Last) (First) (Middle)

1950 LAKE RIDGE DRIVE

(Street)

THE VILLAGES FLORIDA 32162

(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)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	05/13/2026		A(1)		4,382(1)	A	$0	32,988	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. 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/ Herbert J. Schmidt, by Heidi Hornung-Scherr, 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)

FAQ

What did Covenant Logistics (CVLG) director Herbert J. Schmidt receive in this Form 4 filing?

Herbert J. Schmidt received an equity grant of 4,382 shares of Class A common stock as annual compensation. The award is structured as restricted stock units and granted at no cash cost to him under the company’s omnibus incentive plan.

How was the value of Herbert J. Schmidt’s CVLG equity award determined?

The equity award was valued at $140,000, divided by the closing stock price on the date of Covenant Logistics’ 2026 annual meeting. That calculation determined the 4,382-share grant amount recorded as annual equity compensation for the director.

What is Herbert J. Schmidt’s total Covenant Logistics (CVLG) shareholding after this award?

After the 4,382-share grant, Herbert J. Schmidt directly holds 32,988 shares of Covenant Logistics Group Class A common stock. This figure reflects his updated direct ownership position as reported in the Form 4 filing.

Is Herbert J. Schmidt’s CVLG equity award part of a compensation plan?

Yes. The award was granted under Covenant Logistics Group’s Third Amended and Restated 2006 Omnibus Incentive Plan. It represents annual equity compensation for board service and is subject to vesting, forfeiture, and termination provisions specified by the plan.

Does Herbert J. Schmidt pay cash for the CVLG shares granted in this Form 4?

No cash was paid for the 4,382 shares, which were granted at a reported price of $0.0000 per share. The grant functions as non-cash equity compensation valued at $140,000 based on the stock’s closing price at the 2026 annual meeting date.