UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
−Removed: The table below sets forth information with respect to purchases of our Class A common stock made by us during the quarter ended September 30, 2025:
−Removed: Total Number of Shares Purchased
−Removed: Average Price Paid per Share
−Removed: Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs (1)
−Removed: Approximate Dollar Value of Shares that May Yet be Purchased Under the Plans or Programs (1)
−Removed: July 1-31, 2025
−Removed: August 1-31, 2025
−Removed: September 1-30, 2025
−Removed: On April 23, 2025, our Board approved the repurchase of up to $50.0 million of our outstanding Class A common stock.
−Removed: Under such authorization, we repurchased less than 0.1 million shares of our Class A common stock for $1.0 million (excluding excise tax) during the three months ended September 30, 2025.
+Added: During the quarter ended March 31, 2026, we did not engage in unregistered sales of securities or any other transactions required to be reported under this Item 2 of Part II on Form 10-Q.
The payment of cash dividends is currently limited by our financing arrangements, including certain covenants under our Credit Facility.
−Removed: We distributed a total of $5.4 million to stockholders in the first nine months of 2025 through dividends.
+Added: We distributed a total of $1.8 million to stockholders in the first three months of 2026 through dividends.
DEF AU LTS UPON SENIOR SECURITIES
3 unchanged sentences
O THER I NFORMATION
−Removed: During the third quarter of 2025 , no director or officer adopted or terminated a Rule 10b5 - 1 trading arrangement or non-Rule 10b5 - 1 trading arrangement.
+Added: On February 20, 2026 , M.
+Added: Paul Bunn , our President , adopted a Rule 10b5 - 1 trading plan, that is intended to satisfy the affirmative defense of Rule 10b5 - 1 (c) under the Exchange Act, pursuant to which up to 458,227 shares of our Class A common stock may be sold (including 416,380 shares of our Class A common stock underlying exercisable options).
+Added: The plan will terminate on November 15, 2028 , subject to early termination for certain specified events set forth in the plan.
+Added: On February 20, 2026 , Joey Ballard , our Executive Vice President and Chief People and Safety Officer , adopted a Rule 10b5 - 1 trading plan, that is intended to satisfy the affirmative defense of Rule 10b5 - 1 (c) under the Exchange Act, pursuant to which up to 12,000 shares of our Class A common stock may be sold.
+Added: The plan will terminate on February 28, 2027 , subject to early termination for certain specified events set forth in the plan .
Fourth Amended and Restated Articles of Incorporation
27 unchanged sentences
COVENANT LOGISTICS GROUP, INC.
−Removed: November 7, 2025
Chief Financial Officer in his capacity as such and as a duly authorized officer on behalf of the issuer
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.