Old Dominion Freight Line Elects New Directors, Updates Executive Agreements

TL;DR

ODFL adds two directors and updates exec pay. Board shakeup incoming?

AI Summary

Old Dominion Freight Line, Inc. announced on December 18, 2024, changes in its board of directors and executive compensation. Specifically, the company elected two new directors, Michael J. McEvoy and David L. Storch, to its Board, effective immediately. Additionally, the company entered into new employment agreements with certain executive officers, including a new employment agreement with its President and CEO, effective December 18, 2024.

Why It Matters

Changes in board composition and executive compensation 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 compensation changes, with no immediate financial distress or significant operational shifts indicated.

Key Players & Entities

• Old Dominion Freight Line, Inc. (company) — Registrant
• Michael J. McEvoy (person) — Newly elected director
• David L. Storch (person) — Newly elected director
• December 18, 2024 (date) — Effective date of director elections and new agreements

FAQ

Key Financial Figures

• $0.10 — nge on which registered Common Stock ($0.10 par value) ODFL The Nasdaq Stock Ma

Filing Documents

• odfl-20241218.htm (8-K) — 40KB
• 0000950170-24-137910.txt ( ) — 150KB
• odfl-20241218.xsd (EX-101.SCH) — 24KB
• odfl-20241218_htm.xml (XML) — 5KB

From the Filing

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 18, 2024 OLD DOMINION FREIGHT LINE, INC. (Exact name of Registrant as Specified in Its Charter) Virginia 0-19582 56-0751714 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No.) 500 Old Dominion Way Thomasville , North Carolina 27360 (Address of Principal Executive Offices) (Zip Code) Registrant's Telephone Number, Including Area Code: (336) 889-5000 Not Applicable (Former Name or Former Address, if Changed Since Last Report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol(s) Name of each exchange on which registered Common Stock ($0.10 par value) ODFL The Nasdaq Stock Market LLC Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (240.12b-2 of this chapter). Emerging growth company If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On December 18, 2024, Leo H. Suggs notified Old Dominion Freight Line, Inc. (the "Company") of his decision to retire from the Board of Directors of the Company (the "Board") at the end of his current term. Mr. Suggs will continue to serve as a director through the Company's 2025 Annual Meeting of Shareholders and will not stand for re-election at such meeting. Mr. Suggs's decision to retire from the Board was not due to any disagreement with the Company on any matter relating to the Company's operations, policies or practices. 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/ Clayton G. Brinker Clayton G. Brinker Vice President – Accounting and Finance (Principal Accounting Officer) Date: December 18, 2024