X0303 4 2009-03-31 0 0000928658 COVENANT TRANSPORTATION GROUP INC CVTI 0001220025 SMITH TONY 400 BIRMINGHAM HIGHWAY CHATTANOOGA TN 37419 0 1 0 0 President of Subsidiary Class A Common Stock 2009-03-31 4 A 0 0 0 A 0 D Class A Common Stock 45500 D Class A Common Stock 10000 D Represents a restricted stock award under the 2006 Omnibus Incentive Plan, as such plan may be amended from time to time (the "Incentive Plan"). This grant is void if the stockholders of the issuer do not approve an amendment to the Incentive Plan at the 2009 Annual Meeting, to, among other things, make additional shares available for the grant of awards under the Incentive Plan. Subject to the preceding qualification, the shares subject to the award vest in one-third increments when and to the extent the issuer's Class A common stock trades at or above $4.00, $6.00, and $8.00 for thirty consecutive trading days during the period beginning January 1, 2010, and ending December 31, 2011, subject to continued employment and the specific terms of the award notice. The reporting person acquired an amount equal to approximately $25,000, to be converted to shares based upon the closing price of the issuer's Class A common stock two full trading days following the public release of the issuer's first quarter 2009 earnings. Aggregate amount of securities beneficially owned following the reported transaction does not include the amount of securities that will be acquired upon the conversion to shares of approximately $25,000, based upon the closing price of the issuer's Class A common stock two full trading days following the public release of the issuer's first quarter 2009 earnings. Shares owned jointly by Mr. Smith and his wife, Kathy Smith, as joint tenants with rights of survivorship. /s/ Tony Smith, by Heidi Hornung-Scherr, attorney-in-fact, pursuant to a POA previously filed with the SEC 2009-04-02