Statement of Changes in Beneficial Ownership (4)
February 12 2020 - 6:10PM
Edgar (US Regulatory)
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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OMB Number:
3235-0287
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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
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1. Name and Address of Reporting Person
*
CONGDON DAVID S |
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 _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Executive Chairman |
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(Last)
(First)
(Middle)
C/O OLD DOMINION FREIGHT LINE, INC., 500 OLD DOMINION WAY |
3. Date of Earliest Transaction
(MM/DD/YYYY)
11/11/2019 |
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(Street)
THOMASVILLE, NC 27360
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. 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
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V
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Amount
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(A) or (D)
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Price
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| Common Stock | 11/11/2019 | | G |
V
| 15500 | D | $0 | 716774 (1) | I | By David S. Congdon Revocable Trust dated 12/3/91 |
| Common Stock | | | | | | | | 622476 | I | As co-trustee of Earl E. Congdon GRAT Remainder Trust |
| Common Stock | | | | | | | | 139384 | I | By wife as trustee of Helen S. Congdon Revocable Inter Vivos Trust dated 4/24/12 |
| Common Stock | | | | | | | | 93114 | I | As trustee of Irrevocable Trust Agreement dated 12/18/98 fbo Kathryn Congdon |
| Common Stock | | | | | | | | 93114 | I | As trustee of Irrevocable Trust Agreement dated 12/18/98 fbo Ashlyn Congdon |
| Common Stock | | | | | | | | 9139 (1) | D | |
| Common Stock | | | | | | | | 395000 | I | As trustee of Audrey L. Congdon Irrevocable Trust No. 2 dated 5/28/04 |
| 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 | | | | | | | | 228048 | I | By wife as trustee of the David S. Congdon Irrevocable Trust #1 FBO Marilyn Nowell |
| Common Stock | | | | | | | | 228047 | I | By wife as trustee of the David S. Congdon Irrevocable Trust #1 FBO Kathryn Harrell |
| Common Stock | | | | | | | | 228047 | I | By wife as trustee of the David S. Congdon Irrevocable Trust #1 FBO Ashlyn Congdon |
| Common Stock | | | | | | | | 192891 | I | As trustee of the Audrey Congdon Irrevocable Trust #1 FBO Seth Yowell |
| Common Stock | | | | | | | | 192890 | I | As trustee of the Audrey Congdon Irrevocable Trust #1 FBO Megan Oglesby |
| Common Stock | | | | | | | | 356212 | I | By wife as trustee of David S. Congdon Irrevocable Trust No. 2 dated 11/18/99 |
| Common Stock | | | | | | | | 57063 | I | By 401(k) plan |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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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) | Reflects an exempt transfer of 4,246 shares held directly by the reporting person to the David S. Congdon Revocable Trust dated 12/3/91 on November 14, 2019. |
Reporting Owners
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| 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 |
| Executive Chairman |
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Signatures
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| /s/ David S. Congdon | | 2/12/2020 |
| **Signature of Reporting Person | Date |
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