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. [ ODFL ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__X__ Director                    _____ 10% Owner
__X__ Officer (give title below)    _____ Other (specify below)
Executive Chairman
(Last)          (First)          (Middle)

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

11/18/2021
(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 11/18/2021  S  3094 D$352.32 (1)856370 (2)I By David S. Congdon Revocable Trust dated 12/3/91 
Common Stock 11/18/2021  S  6043 D$353.41 (3)850327 I By David S. Congdon Revocable Trust dated 12/3/91 
Common Stock 11/18/2021  S  6132 D$354.20 (4)844195 I By David S. Congdon Revocable Trust dated 12/3/91 
Common Stock 11/18/2021  S  1731 D$354.99 (5)842464 I By David S. Congdon Revocable Trust dated 12/3/91 
Common Stock 11/19/2021  S  6901 D$350.75 (6)835563 I By David S. Congdon Revocable Trust dated 12/3/91 
Common Stock 11/19/2021  S  10319 D$351.60 (7)825244 I By David S. Congdon Revocable Trust dated 12/3/91 
Common Stock 11/19/2021  S  5959 D$352.72 (8)819285 I By David S. Congdon Revocable Trust dated 12/3/91 
Common Stock 11/19/2021  S  2346 D$353.65 (9)816939 I By David S. Congdon Revocable Trust dated 12/3/91 
Common Stock         12763 (10)D  
Common Stock         933714 I As co-trustee of Earl E. Congdon GRAT Remainder Trust 
Common Stock         122116 (11)I By wife as trustee of Helen S. Congdon Revocable Inter Vivos Trust dated 4/24/12 
Common Stock         0 (12)I As trustee of Irrevocable Trust Agreement dated 12/18/98 fbo Kathryn Congdon 
Common Stock         140030 I As trustee of Irrevocable Trust Agreement dated 12/18/98 fbo Ashlyn Congdon 
Common Stock         474607 I As co-trustee of the 1998 Earl E. Congdon Family Trust 
Common Stock         481222 (13)I As co-trustee of the Earl and Kathryn Congdon Family Irrevocable Trust - 2011 
Common Stock         342072 I By wife as trustee of the David S. Congdon Irrevocable Trust #1 FBO Marilyn Nowell 
Common Stock         342070 I By wife as trustee of the David S. Congdon Irrevocable Trust #1 FBO Kathryn Harrell 
Common Stock         342070 I By wife as trustee of the David S. Congdon Irrevocable Trust #1 FBO Ashlyn Congdon 
Common Stock         289335 I As trustee of the Audrey Congdon Irrevocable Trust #1 FBO Megan Oglesby 
Common Stock         289336 I As trustee of the Audrey Congdon Irrevocable Trust #1 FBO Seth Yowell 
Common Stock         202420 I As trustee of the Audrey Congdon Irrevocable Trust #2 FBO Megan Oglesby 
Common Stock         534318 I By wife as trustee of David S. Congdon Irrevocable Trust No. 2 dated 11/18/99 
Common Stock         257935 I As trustee of Audrey Congdon Irrevocable Trust No. 2 FBO Seth Yowell 
Common Stock         55650 I As trustee of Yowell Family 2020 GST Trust 
Common Stock         276 (14)I As trustee of J. Benjamin Yowell 2020 Trust 
Common Stock         276 (14)I As trustee of Clay Yowell 2020 Trust 
Common Stock         276 (14)I As trustee of Andrew Yowell 2020 Trust 
Common Stock         73900 (15)I By wife as trustee of the Helen Congdon 2020-1 Irrevocable Trust 
Common Stock         86539 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 Security3. Trans. Date3A. Deemed Execution Date, if any4. 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 Date7. 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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount 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 $351.74 to $352.73, 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.
(2) Reflects transfers of (i) 840 shares to the Helen S. Congdon Revocable Inter Vivos Trust 2012 on February 16, 2021, (ii) 840 shares to individual family members and family trusts on February 16, 2021, (iii) 8,045 shares held directly by the reporting person to the David S. Congdon Revocable Trust dated 12/3/91 on May 27, 2021 and (iv) 92,771 shares from the David Congdon 2020-1 Irrevocable Trust formed 8/4/20 on August 18, 2021.
(3) The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $352.77 to $353.74, 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.
(4) The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $353.77 to $354.73 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.
(5) The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $354.86 to $355.30 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.
(6) The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $350.22 to $351.19 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.
(7) The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $351.23 to $352.16 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.
(8) The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $352.24 to $353.16 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.
(9) The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $353.23 to $354.22 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.
(10) Reflects transfers of 8,045 shares held directly by the reporting person to the David S. Congdon Revocable Trust dated 12/3/91 on May 27, 2021.
(11) Reflects transfers of (i) 840 shares from the David S. Congdon Revocable Trust dated 12/3/91 on February 16, 2021, (ii) 70 shares to the Kathryn Leigh Congdon Revocable Declaration of Trust - 2006 on February 16, 2021, (iii) 70 shares to the Marilyn Marie Congdon Revocable Declaration of Trust - 2006 on February 16, 2021, (iv) 70 shares to the Ashlyn Lane Congdon Revocable InterVivos Trust - 12/7/10 on February 16, 2021 and (v) 26,100 shares from the Helen Congdon 2020-1 Irrevocable Trust on May 5, 2021.
(12) Reflects a transfer of 140,030 shares on November 4, 2021 to the Kathryn Leigh Congdon Revocable Declaration of Trust - 2006.
(13) Reflects transfers of (i) 580 shares from the Earl E. Congdon Revocable Trust 1990 on February 23, 2021 and (ii) 587 shares from the Kathryn W. Congdon Revocable Trust - 1990 on February 23, 2021.
(14) Reflects transfers of (i) 68 shares from Sara Smith Yowell on February 25, 2021 and (ii) 64 shares from Seth M. Yowell on February 25, 2021.
(15) Reflects a transfer of 26,100 shares to the Helen S. Congdon Revocable Inter Vivos Trust 2012 on May 5, 2021.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
CONGDON DAVID S
C/O OLD DOMINION FREIGHT LINE, INC.
500 OLD DOMINION WAY
THOMASVILLE, NC 27360
X
Executive Chairman

Signatures
/s/ David S. Congdon11/22/2021
**Signature of Reporting PersonDate

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