FORM 4
[ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

CONGDON DAVID S
2. Issuer Name and Ticker or Trading Symbol

OLD DOMINION FREIGHT LINE INC/VA [ ODFL ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__ X __ Director                      _____ 10% Owner
__ X __ Officer (give title below)      _____ Other (specify below)
Vice Chairman and CEO
(Last)          (First)          (Middle)

C/O OLD DOMINION FREIGHT LINE, INC., 500 OLD DOMINION WAY
3. Date of Earliest Transaction (MM/DD/YYYY)

6/16/2016
(Street)

THOMASVILLE, NC 27360
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock   6/16/2016     G   V 3475   D $0   32340   I   By wife as trustee of Seay Family Trust dated 11/21/2012  
Common Stock   8/16/2016     S    1660   D $69.77   (1) 294813   I   As trustee of Audrey L. Congdon Irrevocable Trust No. 2 dated 5/28/04  
Common Stock                  685469   I   By David S. Congdon Revocable Trust dated 12/3/91  
Common Stock                  89384   I   By wife as trustee of Helen S. Congdon Revocable Inter Vivos Trust dated 4/24/12  
Common Stock                  92410   I   As trustee of Irrevocable Trust Agreement dated 12/18/98 fbo Kathryn Congdon  
Common Stock                  92409   I   As trustee of Irrevocable Trust Agreement dated 12/18/98 fbo Marilyn Congdon  
Common Stock                  92410   I   As trustee of Irrevocable Trust Agreement dated 12/18/98 fbo Ashlyn Congdon  
Common Stock                  299251   I   By wife as trustee of David S. Congdon Irrevocable Trust No. 2 dated 11/18/99  
Common Stock                  629776   I   By wife as trustee of David S. Congdon Irrevocable Trust No. 1 dated 12/1/92  
Common Stock                  645976   I   As co-trustee of Earl E. Congdon GRAT Remainder Trust  
Common Stock                  316405   I   As co-trustee of the 1998 Earl E. Congdon Family Trust  
Common Stock                  318357   I   As co-trustee of the Earl and Kathryn Congdon Family Irrevocable Trust - 2011  
Common Stock                  385781   I   As trustee of Audrey L. Congdon Irrevocable Trust No. 1 dated 12/1/92  
Common Stock                  188318   I   As trustee of David S. Congdon Grantor Retained Annuity Trust 2014  
Common Stock                  158490   I   As trustee of David S. Congdon Grantor Retained Annuity Trust 2015  
Common Stock                  5334   D    
Common Stock                  55467   I   By 401(k) plan  

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
6. Date Exercisable and Expiration Date 7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Explanation of Responses:
( 1)  The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $69.76 to $69.79, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
CONGDON DAVID S
C/O OLD DOMINION FREIGHT LINE, INC.
500 OLD DOMINION WAY
THOMASVILLE, NC 27360
X
Vice Chairman and CEO

Signatures
/s/ David S. Congdon 8/17/2016
** Signature of Reporting Person Date


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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