Covenant Logistics (NASDAQ: CVLG) director granted $140K in stock-based compensation

Rhea-AI Filing Summary

Welborn Wesley Miller reported acquisition or exercise transactions in this Form 4 filing.

Covenant Logistics Group director Wesley Miller received an equity grant of 4,382 shares of Class A Common Stock as annual compensation. The award equals $140,000, calculated using the closing price on the company’s 2026 annual meeting date, and was granted under the company’s omnibus incentive plan. Following this award, Miller directly holds 67,244 shares, and the grant is subject to vesting, forfeiture, and termination provisions.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Welborn Wesley Miller

Role null

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

Holdings After Transaction: Class A Common Stock — 67,244 shares (Direct, null)

Footnotes (1)

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Key Figures

Equity grant shares: 4,382 shares Grant value: $140,000 Shares after transaction: 67,244 shares

3 metrics

Equity grant shares 4,382 shares Annual director equity compensation grant

Grant value $140,000 Director annual equity compensation determined at 2026 annual meeting price

Shares after transaction 67,244 shares Director’s direct Class A Common Stock holdings post-grant

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

"grant of restricted stock units equal to $140,000, divided by the closing price"

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"

Third Amended and Restated 2006 Omnibus Incentive Plan financial

"The award was made under the Third Amended and Restated 2006 Omnibus Incentive Plan"

vesting, forfeiture, and termination provisions financial

"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^*

Welborn Wesley Miller

(Last) (First) (Middle)

103 ROBIN HOOD TRAIL

(Street)

LOOKOUT MOUNTAIN TENNESSEE 37350

(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	67,244	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/ Wesley Miller Welborn, 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 insider transaction did Covenant Logistics (CVLG) disclose for Wesley Miller?

Wesley Miller received an equity grant of 4,382 shares. The Class A Common Stock award represents Miller’s annual director compensation and was granted at no cash cost, calculated from a total value of $140,000 using the closing price on the 2026 annual meeting date.

What is the dollar value of Wesley Miller’s new stock award at Covenant Logistics (CVLG)?

The stock award is valued at $140,000. The company determined the number of granted shares by dividing $140,000 by the closing stock price on the date of Covenant Logistics’ 2026 annual meeting of stockholders, resulting in 4,382 shares of Class A Common Stock.

How many Covenant Logistics (CVLG) shares does Wesley Miller hold after this Form 4 transaction?

After the grant, Wesley Miller holds 67,244 shares. This total reflects his direct ownership of Class A Common Stock following the 4,382-share equity award reported in the Form 4, which was issued as part of his annual director compensation package.

Was the Covenant Logistics (CVLG) equity award to Wesley Miller a market purchase or a compensation grant?

The transaction is a compensation grant, not a market purchase. The Form 4 codes it as an acquisition through grant or award, with a zero transaction price, indicating stock-based compensation awarded under the company’s omnibus incentive plan rather than open-market buying.

Are Wesley Miller’s new Covenant Logistics (CVLG) shares subject to vesting conditions?

Yes, the award is subject to vesting and forfeiture. The company notes the restricted stock unit grant under its omnibus incentive plan includes vesting, forfeiture, and termination provisions, meaning Miller’s ability to retain or realize value from the award depends on meeting those conditions.