As filed with the Securities and Exchange Commission on June 5, 2003
Registration No. 333-67559
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Post-Effective Amendment No. 1
to
FORM S-8
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
Covenant Transport, Inc.
(Exact name of registrant as specified in its charter)
Nevada 88-0320154
-------------------------------- --------------------------------------
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
400 Birmingham Highway
Chattanooga, Tennessee 37419
-------------------------------- --------------------------------------
(Address of Principal Executive (Zip Code)
Offices)
Covenant Transport, Inc. 1998 Non-Officer Incentive Stock Plan
(Full title of the plan)
David R. Parker
Chairman, President, and Chief Executive Officer
Covenant Transport, Inc.
400 Birmingham Highway
Chattanooga, Tennessee 37419
(Name and address of agent for service)
(423) 821-1212
(Telephone number, including area code, of agent for service)
Copy to:
Mark A. Scudder, Esq.
Scudder Law Firm, P.C., L.L.O.
411 South 13th Street, Suite 200
Lincoln, Nebraska 68508
(402) 435-3223
DEREGISTRATION OF SHARES
As originally filed on November 19, 1998, this Registration Statement
registered 200,000 shares of the Common Stock of Covenant Transport, Inc. (the
"Company") which had been approved for issuance under the Company's 1998
Non-Officer Incentive Stock Plan (the "1998 Non-Officer Plan"). The Company now
has adopted a new plan, the Covenant Transport, Inc. 2003 Incentive Stock Plan
(the "2003 Plan") to which shares remaining available for grant under the 1998
Non-Officer Plan may be transferred for the purpose of new grants. As of May 31,
2003, a total of 23,083 shares of the Company's Common Stock were subject to
outstanding but unexercised option grants, and a total of 56,433 shares were
reserved for future stock grants under the 1998 Non-Officer Plan. This
post-effective Amendment is being filed to deregister all shares of the
Company's stock reserved for issuance under the 1998 Non-Officer Plan that are
not subject to outstanding but unexercised option grants.
Accordingly, this post-effective Amendment is being filed to deregister
56,433 shares previously registered for the 1998 Non-Officer Plan. A new Form
S-8 Registration Statement will be filed by the Company to register shares
issuable under the 2003 Plan.
SIGNATURES
THE REGISTRANT. Pursuant to the requirements of the Securities Act of 1933,
the Registrant certifies that it has reasonable grounds to believe that it meets
all of the requirements for filing on Form S-8 and has duly caused this
Post-Effective Amendment No. 1 to the Form S-8 Registration Statement No.
333-67559 to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Chattanooga, State of Tennessee, on this 5th day of
June, 2003.
COVENANT TRANSPORT, INC., a
Nevada corporation
By /s/ Mark A. Scudder, attorney-in-fact
-------------------------------------------
David R. Parker
Chairman of the Board, President, and Chief
Executive Officer; Director (principal
executive officer)
Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed by the following persons in the
capacities and on the dates indicated.
Signature and Title Date
/s/ Mark A. Scudder, attorney-in-fact June 5, 2003
------------------------------------------------------
David R. Parker
Chairman of the Board, President, and Chief Executive
Officer; Director (principal executive officer)
/s/ Joey B. Hogan June 5, 2003
------------------------------------------------------
Joey B. Hogan
Executive Vice President and Chief Financial Officer
(principal financial and accounting officer)
/s/ Mark A. Scudder, attorney-in-fact June 5, 2003
------------------------------------------------------
Michael W. Miller
Director
/s/ Mark A. Scudder, attorney-in-fact June 5, 2003
------------------------------------------------------
William T. Alt
Director
/s/ Mark A. Scudder, attorney-in-fact June 5, 2003
------------------------------------------------------
Robert E. Bosworth
Director
/s/ Mark A. Scudder, attorney-in-fact June 5, 2003
------------------------------------------------------
Hugh O. Maclellan, Jr.
Director
/s/ Bradley A. Moline June 5, 2003
------------------------------------------------------
Bradley A. Moline
Director
June 5, 2003
------------------------------------------------------
Niel B. Nielson
Director
/s/ Mark A. Scudder June 5, 2003
------------------------------------------------------
Mark A. Scudder
Director