X0303 4 2009-09-14 0 0000928658 COVENANT TRANSPORTATION GROUP INC CVTI 0001220829 PARKER DAVID RAY 400 BIRMINGHAM HIGHWAY CHATTANOOGA TN 37419 1 1 1 0 CHAIRMAN, PRESIDENT AND CEO Class A Common Stock 2009-09-14 4 A 0 7500 0 A 109560 D Class A Common Stock 3238477 D Class A Common Stock 100000 I Fn Class A Common Stock 24253 I 401(k) Class B Common Stock 2350000 D Represents a restricted stock award under the 2006 Omnibus Incentive Plan, as such plan may be amended from time to time. The shares subject to the award vest when and if the issuer's Compensation Committee certifies that the issuer's consolidated diluted earnings per share, subject to certain adjustments as set forth in the award notice, for the fiscal year ending December 31, 2010 is equal to or greater than $0.05. Represents (i) the shares disclosed in footnote (1) above, (ii) 76,750 shares owned by Mr. Parker, and (iii) 25,310 restricted shares of the issuer's Class A common stock granted March 31, 2009, pursuant to a transaction previously reported by the reporting person (although the aggregate amount granted in the March 31, 2009, transaction was determined following the reporting deadline for the transaction as it was 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. Parker and his wife, Jacqueline F. Parker, as joint tenants with rights of survivorship, and includes 77,815 shares of Class A Common Stock being held in a grantor retained annuity trust for the benefit of Mr. Parker over which Mrs. Parker serves as trustee with voting control. Shares are owned by the Parker Family Limited Partnership, of which Mr. and Mrs. Parker are the general partners. The number of shares beneficially owned following the reported transaction is equal to Mr. Parker's August 31, 2009, balance in the employer stock fund under the issuer's 401(k) Plan divided by the closing price on August 31, 2009. The fund is unitized and as such does not itself allocate a specific number of shares to each participant. Shares owned jointly by Mr. Parker and his wife, Jacqueline F. Parker, as joint tenants with rights of survivorship. /s/ David Ray Parker, by Heidi Hornung-Scherr, attorney-in-fact, pursuant to a POA previously filed with the SEC 2009-09-16 /s/ Jacqueline F. Parker, by Heidi Hornung-Scherr, attorney-in-fact, pursuant to a POA previously filed with the SEC 2009-09-16