Old Dominion Freight Line Board Changes
Ticker: ODFL · Form: 8-K · Filed: 2024-05-20T00:00:00.000Z
Sentiment: neutral
Topics: board-changes, executive-appointments, governance
Related Tickers: ODFL
TL;DR
ODFL board shakeup: Muldowney out, Canfield & Congdon in. New exec comp details too.
AI Summary
Old Dominion Freight Line, Inc. announced on May 15, 2024, the departure of director Michael J. Muldowney and the election of two new directors, Christopher J. Canfield and David L. Congdon, to its Board of Directors. The company also reported on the appointment of new officers and compensatory arrangements for certain executives.
Why It Matters
Changes in board composition can signal shifts in company strategy or governance, potentially impacting investor confidence and future performance.
Risk Assessment
Risk Level: low — The filing primarily concerns routine board and executive changes, with no immediate financial distress or significant operational disruptions indicated.
Key Players & Entities
- Old Dominion Freight Line, Inc. (company) — Registrant
- Michael J. Muldowney (person) — Departing Director
- Christopher J. Canfield (person) — Newly Elected Director
- David L. Congdon (person) — Newly Elected Director
- May 15, 2024 (date) — Date of earliest event reported
FAQ
Who has departed from the Old Dominion Freight Line, Inc. Board of Directors?
Michael J. Muldowney has departed from the Board of Directors.
Who have been elected as new directors to the Board?
Christopher J. Canfield and David L. Congdon have been elected as new directors.
What is the exact date of the earliest event reported in this 8-K filing?
The date of the earliest event reported is May 15, 2024.
What other items are covered in this 8-K filing besides director changes?
This filing also covers the election of directors, appointment of certain officers, and compensatory arrangements of certain officers.
What is the principal executive office address for Old Dominion Freight Line, Inc.?
The principal executive offices are located at 500 Old Dominion Way, Thomasville, North Carolina 27360.
Filing Stats: 1,134 words · 5 min read · ~4 pages · Grade level 11 · Accepted 2024-05-20 09:32:06
Key Financial Figures
- $0.10 — nge on which registered Common Stock ($0.10 par value) ODFL The Nasdaq Stock Ma
- $0.26 — d declared a quarterly cash dividend of $0.26 per share of common stock, payable on J
Filing Documents
- odfl-20240515.htm (8-K) — 96KB
- odfl-ex99_1.htm (EX-99.1) — 16KB
- img41473322_0.jpg (GRAPHIC) — 39KB
- 0000950170-24-062139.txt ( ) — 294KB
- odfl-20240515.xsd (EX-101.SCH) — 30KB
- odfl-20240515_htm.xml (XML) — 5KB
07. Submission of Matters to a Vote of Security Holders
Item 5.07. Submission of Matters to a Vote of Security Holders. The Company held its Annual Meeting of Shareholders (the "Annual Meeting") on May 15, 2024. The following matters, which are described in more detail in the Company's definitive proxy statement filed with the Securities and Exchange Commission on April 15, 2024, were voted upon by the Company's shareholders at the Annual Meeting. The final voting results are reported below. Proposal 1 – Election of Twelve Directors Each of the following individuals were elected by the shareholders to serve as directors for one-year terms and until their respective successors have been elected and qualified or until their death, resignation, removal or disqualification or until there is a decrease in the number of directors, and received the number of votes set opposite their respective names: Nominee For Withheld Broker Non-Votes Sherry A. Aaholm 95,272,882 2,326,892 2,725,398 David S. Congdon 92,507,355 5,092,419 2,725,398 John R. Congdon, Jr. 93,058,554 4,541,220 2,725,398 Andrew S. Davis 97,044,567 555,207 2,725,398 Kevin M. Freeman 96,604,616 995,158 2,725,398 Bradley R. Gabosch 94,048,221 3,551,553 2,725,398 Greg C. Gantt 93,301,122 4,298,652 2,725,398 John D. Kasarda 89,583,739 8,016,035 2,725,398 Cheryl S. Miller 97,385,275 214,499 2,725,398 Wendy T. Stallings 96,594,000 1,005,774 2,725,398 Thomas A. Stith, III 94,242,014 3,357,760 2,725,398 Leo H. Suggs 90,469,639 7,130,135 2,725,398 Proposal 2 – Approval, on an Advisory Basis, of the Compensation of the Company's Named Executive Officers The compensation of the Company's named executive officers was approved, on an advisory basis, by the shareholders based on the following vote: For Against Abstain Broker Non-Votes 94,432,207 3,092,241 75,326 2,725,398 Proposal 3 – Approval of an Amendment to the Company's Amended and Restated Arti
01. Other Events
Item 8.01. Other Events. On May 20, 2024, the Company issued a press release announcing that the Board had declared a quarterly cash dividend of $0.26 per share of common stock, payable on June 19, 2024, to shareholders of record at the close of business on June 5, 2024. The press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.
01. Financial Statements and Exhibits
Item 9.01. Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 99.1 Press Release dated May 20, 2024 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. OLD DOMINION FREIGHT LINE, INC. By: /s/ Kimberly S. Maready Kimberly S. Maready Vice President – Accounting & Finance (Principal Accounting Officer) Date: May 20, 2024