UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
______________________________________________________________________
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
June 1, 2004
______________________________________________________________________
COVENANT TRANSPORT, INC.
(Exact name of registrant as specified in its charter)
Nevada 0-24960 88-0320154
(State or other jurisdiction (Commission File Number) (I.R.S. Employer
of incorporation) Identification No.)
400 Birmingham Hwy.
Chattanooga, TN 37419
(Address of principal executive office, including zip code)
(423) 821-1212
(Registrant's telephone number,
including area code)
Item 1. Changes in Control of Registrant.
Not applicable.
Item 2. Acquisition or Disposition of Assets.
Not applicable.
Item 3. Bankruptcy or Receivership.
Not applicable.
Item 4. Changes in Registrant's Certifying Accountant.
Not applicable.
Item 5. Other Events and Regulation FD Disclosure.
Not applicable.
Item 6. Resignations of Registrant's Directors.
Not applicable.
Item 7. Financial Statements and Exhibits.
Not applicable.
Item 8. Change in Fiscal Year.
Not applicable.
Item 9. Regulation FD Disclosure.
Not applicable.
Item 10. Amendments to the Registrant's Code of Ethics, or Waiver of a
Provision of the Code of Ethics.
Not applicable.
Item 11. Temporary Suspension of Trading Under Registrant's Employee
Benefit Plans.
Under the Covenant Transport, Inc. Profit Sharing & 401(k) Plan (the
"Plan"), SunTrust will be removed as the Plan's retirement plan provider and
replaced by Diversified Investment Advisors, Inc., to be effective July 1, 2004.
Covenant Transport, Inc., a Nevada corporation (the "Registrant"), formally
notified its directors and executive officers, as well as the Plan participants,
of this change and of the resulting blackout period by mailing written notices
dated May 28, 2004. The Registrant also furnished a supplemental notice to its
directors and executive officers on June 8, 2004 (together with the May 28, 2004
notice, the "Notices").
The Notices stated that the blackout period temporarily restricts Plan
participants from directing and diversifying investments in their individual
accounts or otherwise acting under the Plan (i.e. no allocations, changes,
exchanges, or distributions) and restricts the Registrant's directors and
executive officers from directly or indirectly purchasing, selling, or otherwise
acquiring or transferring any shares of the Registrant's Class A common stock,
$.01 par value, listed on the Nasdaq National Market under the symbol, "CVTI."
The blackout period is scheduled to commence after the close of business on June
30, 2004, and end during the week of July 25, 2004.
If there are any questions concerning the contents of the Notices or the
blackout period, one should contact the Registrant's new retirement plan
provider, Diversified Investment Advisors, Inc., via telephone, toll-free, at
1-888-676-5512, or Jon Huston, Director of Human Resources, by mail, c/o
Covenant Transport, Inc., 400 Birmingham Highway, Chattanooga, TN 37419, or via
telephone at 1-423-822-4232. Any stockholder or other interested person may
obtain, without charge, the actual beginning and ending dates of the blackout
period by contacting Diversified Investment Advisors, Inc. during the blackout
period and for a period of two years after the ending date of the blackout
period.
Registrant and the Plan administrator confirmed receipt of written notice
on June 1, 2004, in satisfaction of the notice requirement under Section
101(i)(2)(E) of the Employment Retirement Income Security Act of 1974, as
amended.
Item 12. Results of Operations and Financial Condition.
Not applicable.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
COVENANT TRANSPORT, INC.
Date: June 8, 2004 By: /s/ Michael W. Miller
--------------------------------
Michael W. Miller
Executive Vice President and
Chief Operating Officer