Form 4 - Statement of changes in beneficial ownership of securities
September 03 2024 - 4:55PM
Edgar (US Regulatory)
SEC Form 4
FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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OMB APPROVAL |
OMB Number: |
3235-0287 |
Estimated average burden |
hours per response: |
0.5 |
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b). |
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Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10. |
1. Name and Address of Reporting Person*
C/O OLD DOMINION FREIGHT LINE, INC. |
500 OLD DOMINION WAY |
(Street)
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2. Issuer Name and Ticker or Trading Symbol
OLD DOMINION FREIGHT LINE, INC.
[ ODFL ]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X |
Director |
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10% Owner |
X |
Officer (give title below) |
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Other (specify below) |
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Executive Chairman |
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3. Date of Earliest Transaction
(Month/Day/Year) 08/29/2024
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4. If Amendment, Date of Original Filed
(Month/Day/Year)
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6. Individual or Joint/Group Filing (Check Applicable Line)
X |
Form filed by One Reporting Person |
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Form filed by More than One Reporting Person |
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned |
1. Title of Security (Instr.
3)
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2. Transaction Date
(Month/Day/Year) |
2A. Deemed Execution Date, if any
(Month/Day/Year) |
3. Transaction Code (Instr.
8)
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4. Securities Acquired (A) or Disposed Of (D) (Instr.
3, 4 and 5)
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5.
Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr.
3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr.
4)
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7. Nature of Indirect Beneficial Ownership (Instr.
4)
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Code |
V |
Amount |
(A) or (D) |
Price |
Common Stock |
08/29/2024 |
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S |
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10,000 |
D |
$195.17
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1,391,621 |
I |
By David S. Congdon Revocable Trust dated 12/3/91 |
Common Stock |
08/30/2024 |
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S |
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10,025 |
D |
$190.19
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1,381,596 |
I |
By David S. Congdon Revocable Trust dated 12/3/91 |
Common Stock |
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298,602 |
I |
By wife as trustee of Helen S. Congdon Revocable Inter Vivos Trust dated 4/24/12 |
Common Stock |
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1,867,428 |
I |
As co-trustee of Earl E. Congdon GRAT Remainder Trust |
Common Stock |
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280,612 |
I |
As trustee of Irrevocable Trust Agreement dated 12/18/98 fbo Ashlyn Congdon |
Common Stock |
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949,214 |
I |
As co-trustee of the 1998 Earl E. Congdon Family Trust |
Common Stock |
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977,244 |
I |
As co-trustee of the Earl and Kathryn Congdon Family Irrevocable Trust - 2011 |
Common Stock |
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751,370 |
I |
By wife as trustee of the David S. Congdon Irrevocable Trust #1 FBO Marilyn Nowell |
Common Stock |
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751,366 |
I |
By wife as trustee of the David S. Congdon Irrevocable Trust #1 FBO Kathryn Harrell |
Common Stock |
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751,366 |
I |
By wife as trustee of the David S. Congdon Irrevocable Trust #1 FBO Ashlyn Congdon |
Common Stock |
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578,670 |
I |
As trustee of the Audrey Congdon Irrevocable Trust #1 FBO Megan Oglesby |
Common Stock |
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578,672 |
I |
As trustee of the Audrey Congdon Irrevocable Trust #1 FBO Seth Yowell |
Common Stock |
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281,670 |
I |
As trustee of the Audrey Congdon Irrevocable Trust #2 FBO Megan Oglesby |
Common Stock |
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1,068,636 |
I |
By wife as trustee of David S. Congdon Irrevocable Trust No. 2 dated 11/18/99 |
Common Stock |
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515,870 |
I |
As trustee of Audrey Congdon Irrevocable Trust No. 2 FBO Seth Yowell |
Common Stock |
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111,300 |
I |
As trustee of Yowell Family 2020 GST Trust |
Common Stock |
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1,870 |
I |
As trustee of J. Benjamin Yowell 2020 Trust |
Common Stock |
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1,870 |
I |
As trustee of Clay Yowell 2020 Trust |
Common Stock |
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1,870 |
I |
As trustee of Andrew Yowell 2020 Trust |
Common Stock |
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175,973 |
I |
By 401(k) plan |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivative Security (Instr.
3)
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2. Conversion or Exercise Price of Derivative Security
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3. Transaction Date
(Month/Day/Year) |
3A. Deemed Execution Date, if any
(Month/Day/Year) |
4. Transaction Code (Instr.
8)
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5.
Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr.
3, 4 and 5)
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6. Date Exercisable and Expiration Date
(Month/Day/Year) |
7. Title and Amount of Securities Underlying Derivative Security (Instr.
3 and 4)
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8. Price of Derivative Security (Instr.
5)
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9.
Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr.
4)
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10. Ownership Form: Direct (D) or Indirect (I) (Instr.
4)
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11. Nature of Indirect Beneficial Ownership (Instr.
4)
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Code |
V |
(A) |
(D) |
Date Exercisable |
Expiration Date |
Title |
Amount or Number of Shares |
Explanation of Responses: |
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/s/ David S. Congdon |
09/03/2024 |
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** 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 Number. |
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