OLD DOMINION FREIGHT LINE, INC. — Director's Dealing 2021

Jan 29, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: OLD DOMINION FREIGHT LINE, INC. (ODFL)
CIK: 0000878927
Period of Report: 2020-05-07

Reporting Person: CONGDON DAVID S (Director, Executive Chairman)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-05-07	Common Stock	G	26300	—	Disposed	760188	Indirect
2021-01-27	Common Stock	A	5743	—	Acquired	18119	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	86201	Indirect
Common Stock	96016	Indirect
Common Stock	474607	Indirect
Common Stock	933714	Indirect
Common Stock	477535	Indirect
Common Stock	534318	Indirect
Common Stock	139890	Indirect
Common Stock	139890	Indirect
Common Stock	342072	Indirect
Common Stock	342070	Indirect
Common Stock	342070	Indirect
Common Stock	289335	Indirect
Common Stock	289336	Indirect
Common Stock	55650	Indirect
Common Stock	0	Indirect
Common Stock	202420	Indirect
Common Stock	257935	Indirect
Common Stock	144	Indirect
Common Stock	144	Indirect
Common Stock	144	Indirect

Footnotes

F1: On March 25, 2020, the common stock of Old Dominion Freight Line, Inc. began trading on a 3-for-2 stock split-adjusted basis, resulting in the reporting person's ownership of 348,311 additional shares of common stock.

F2: Reflects transfers of (i) 6,501 shares held directly by the reporting person to the David S. Congdon Revocable Trust on May 27, 2020; (ii) 300,000 shares from the David S. Congdon Revocable Trust to the David Congdon 2020-1 Irrevocable Trust on August 4, 2020; (iii) 32,752 shares from Kathryn W. Congdon 2018 GRAT to the David S. Congdon Revocable Trust on September 19, 2020; (iv) 32,752 shares from Earle E. Congdon 2018 GRAT to the David S. Congdon Revocable Trust on September 19, 2020; (v) 10,150 shares from the David S. Congdon Revocable Trust to the Kathryn L. Congdon Revocable Trust on November 3, 2020; (vi) 10,150 shares from the David S. Congdon Revocable Trust to the Marilyn M. Congdon Revocable Trust on November 3, 2020; and (vii) 10,150 shares from the David S. Congdon Revocable Trust to the Ashlyn L. Congdon Revocable Trust on November 3, 2020.

F3: On March 25, 2020, the common stock of Old Dominion Freight Line, Inc. began trading on a 3-for-2 stock split-adjusted basis, resulting in the reporting person's ownership of 6,292 additional shares of common stock.

F4: Reflects a transfer of 6,501 shares held directly by the reporting person to the David S. Congdon Revocable Trust dated 12/3/91 on May 27, 2020.

F5: On March 25, 2020, the common stock of Old Dominion Freight Line, Inc. began trading on a 3-for-2 stock split-adjusted basis, resulting in the reporting person's ownership of 28,555 additional shares of common stock.

F6: On March 25, 2020, the common stock of Old Dominion Freight Line, Inc. began trading on a 3-for-2 stock split-adjusted basis, resulting in the reporting person's ownership of 69,692 additional shares of common stock.

F7: Reflects transfers of (i) 100,000 shares from the Helen S. Congdon Revocable Inter Vivos Trust 2012 to the Helen Congdon 2020-1 Irrevocable Trust on April 30, 2020; and (ii) 13,060 shares from the Helen S. Congdon Revocable Inter Vivos Trust 2012 to the Helen S. Congdon Equalization Trust 2020 on December 29, 2020.

F8: On March 25, 2020, the common stock of Old Dominion Freight Line, Inc. began trading on a 3-for-2 stock split-adjusted basis, resulting in the reporting person's ownership of 158,202 additional shares of common stock.

F9: On March 25, 2020, the common stock of Old Dominion Freight Line, Inc. began trading on a 3-for-2 stock split-adjusted basis, resulting in the reporting person's ownership of 311,238 additional shares of common stock.

F10: On March 25, 2020, the common stock of Old Dominion Freight Line, Inc. began trading on a 3-for-2 stock split-adjusted basis, resulting in the reporting person's ownership of 159,178 additional shares of common stock.

F11: On March 25, 2020, the common stock of Old Dominion Freight Line, Inc. began trading on a 3-for-2 stock split-adjusted basis, resulting in the reporting person's ownership of 178,106 additional shares of common stock.

F12: On March 25, 2020, the common stock of Old Dominion Freight Line, Inc. began trading on a 3-for-2 stock split-adjusted basis, resulting in the reporting person's ownership of 46,630 additional shares of common stock.

F13: On March 25, 2020, the common stock of Old Dominion Freight Line, Inc. began trading on a 3-for-2 stock split-adjusted basis, resulting in the reporting person's ownership of 114,024 additional shares of common stock.

F14: On March 25, 2020, the common stock of Old Dominion Freight Line, Inc. began trading on a 3-for-2 stock split-adjusted basis, resulting in the reporting person's ownership of 114,023 additional shares of common stock.

F15: On March 25, 2020, the common stock of Old Dominion Freight Line, Inc. began trading on a 3-for-2 stock split-adjusted basis, resulting in the reporting person's ownership of 96,445 additional shares of common stock.

F16: Reflects a transfer of 55,650 shares from Sara Smith Yowell to the Yowell Family 2020 FST Trust on November 24, 2020.

F17: Reflects transfers of (i) 296,250 shares from the Audrey L. Congdon Irrevocable Trust #2 to the Audrey Condon Irrevocable Trust #2 FBO Megan Oglesby on November 2, 2020; (ii) 93,830 shares from the Audrey L. Congdon Irrevocable Trust #2 to the Audrey Condon Irrevocable Trust #2 FBO Megan Oglesby on November 2, 2020; and (iii) 38,315 shares from the Audrey L. Congdon Irrevocable Trust #2 to the Audrey Condon Irrevocable Trust #2 FBO Seth Yowell on November 2, 2020.

F18: Reflects transfers of (i) 296,250 shares from the Audrey L. Congdon Irrevocable Trust #2 2004 to the Audrey Congdon Irrevocable Trust #2 FBO Megan Oglesby on November 2, 2020; and (ii) 93,830 shares from the Audrey Congdon Irrevocable Trust #2 FBO Megan Oglesby to the Megan Elise Oglesby Revocable Inter Vivos Trust 2014 on November 12, 2020.

F19: Reflects transfers of (i) 296,250 shares from the Audrey L. Congdon Irrevocable Trust #2 2004 to the Audrey Congdon Irrevocable Trust #2 FBO Megan Oglesby on November 2, 2020; and (ii) 38,315 shares from the Audrey Congdon Irrevocable Trust #2 FBO Seth Yowell to Seth Yowell on November 12, 2020.

F20: Reflects transfers of (i) 73 shares from Sara Yowell to the J. Benjamin Yowell 2020 Trust on November 24, 2020; and (ii) 71 shares from Seth Yowell to the J. Benjamin Yowell 2020 Trust on November 24, 2020.

F21: Reflects transfers of (i) 73 shares from Sara Yowell to the Clay Yowell 2020 Trust on November 24, 2020; and (ii) 71 shares from Seth Yowell to the Clay Yowell 2020 Trust on November 24, 2020.

F22: Reflects transfers of (i) 73 shares from Sara Yowell to the Andrew Yowell 2020 Trust on November 24, 2020; and (ii) 71 shares from Seth Yowell to the Andrew Yowell 2020 Trust on November 24, 2020.