Post-Effective Amendment No. 1 to Form S-8
As
filed
with the Securities and Exchange Commission on June 12, 2006
Registration
No. 333-105880
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)
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Nevada
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88-0320154
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(State
or other jurisdiction of incorporation or
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(I.R.S.
Employer Identification No.)
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organization)
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400
Birmingham Highway
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Chattanooga,
Tennessee
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37419
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(Address
of Principal Executive Offices)
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(Zip
Code)
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Covenant
Transport, Inc. 2003 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)
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Copy
to:
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Mark
A. Scudder, Esq.
Scudder
Law Firm, P.C., L.L.O.
411
South 13th Street, Suite 200
Lincoln,
Nebraska 68508
(402)
435-3223
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DEREGISTRATION
OF SHARES
Covenant
Transport, Inc., a Nevada corporation (the "Company"), originally filed this
registration statement with the Securities and Exchange Commission on June
5,
2003, whereby the Company registered 1,250,000 shares of the Company's Class
A
common stock, $0.01 par value per share ("Common Stock"), that had been approved
for issuance under the Covenant Transport, Inc. 2003 Incentive Stock Plan (the
"2003 Plan").
The
Company now has adopted a new plan, the Covenant Transport, Inc. 2006 Omnibus
Incentive Plan (the "2006 Plan"). Pursuant to Section 1.3 of the 2006 Plan,
shares of Common Stock reserved for issuance under the 2003 Plan in excess
of
the number of shares of Common Stock as to which awards have been awarded
thereunder are available for issuance under the 2006 Plan. As of June 5, 2006,
a
total of 475,819 shares of Common Stock were subject to outstanding but
unexercised option grants, and a total of 766,031 shares of Common Stock were
reserved for future stock grants, under the 2003 Plan. This Post-Effective
Amendment No. 1 is being filed to deregister all shares of Common Stock reserved
for issuance under the 2003 Plan that are not subject to outstanding but
unexercised option grants.
Accordingly,
this Post-Effective Amendment No. 1 is being filed to deregister 766,031 shares
of Common Stock previously registered under the 2003 Plan. A new registration
statement on Form S-8 will be filed by the Company to register shares of Common
Stock issuable under the 2006 Plan.
SIGNATURES
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 Registration Statement on Form S-8 (File No. 333-105880)
to be
signed on its behalf by the undersigned, thereunto duly authorized, in the
City
of Chattanooga, State of Tennessee, on June 12, 2006.
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COVENANT
TRANSPORT, INC.
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By:
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/s/
DAVID R. PARKER
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David
R. Parker
Chairman
of the Board, President, and Chief Executive Officer (Principal Executive
Officer)
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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.
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Signature
and Title
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Date
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/s/
DAVID R. PARKER
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June
12, 2006
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David
R. Parker
Chairman
of the Board, President, and Chief Executive
Officer
(Principal Executive Officer); Director
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/s/
JOEY B. HOGAN
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June
12, 2006
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Joey
B. Hogan
Executive
Vice President and Chief Financial Officer
(Principal
Financial and Accounting Officer)
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/s/
WILLIAM T. ALT
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June
12, 2006
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William
T. Alt
Director
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/s/
ROBERT E. BOSWORTH
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June
12, 2006
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Robert
E. Bosworth
Director
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/s/
HUGH O. MACLELLAN, JR.
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June
12, 2006
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Hugh
O. Maclellan, Jr.
Director
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/s/
BRADLEY A. MOLINE
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June
12, 2006 |
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Bradley
A. Moline
Director
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/s/
NIEL B. NIELSON
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June
12, 2006
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Niel
B. Nielson
Director
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/s/
MARK A. SCUDDER
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June
12, 2006
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Mark
A. Scudder
Director
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