Old Dominion (NASDAQ: ODFL) legal chief reports stock grant and tax share disposition

Rhea-AI Filing Summary

Old Dominion Freight Line senior vice president Ross H. Parr reported equity compensation and a related tax transaction in company stock. On February 11, 2026, he acquired 3,272 shares of common stock at $0, described as a grant, award, or other acquisition. On February 12, 2026, 262 shares were disposed of at $185.51 per share to cover tax obligations through a payment of exercise price or tax liability by delivering securities. After these transactions, he directly held 43,958 common shares and indirectly held 624 shares through a 401(k) plan.

Insider Trade Summary

3 transactions reported

Mixed 3 txns

Insider Parr Ross H.

Role SVP - Legal Affairs GC and Sec

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	262	$185.51	$49K
Grant/Award	Common Stock	3,272	$0.00	--
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 43,958 shares (Direct); Common Stock — 624 shares (Indirect, By 401(k) plan)

Footnotes (1)

Form 4 Insider Transactions: What Each Field Means →

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

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^*

Parr Ross H.

(Last) (First) (Middle)

C/O OLD DOMINION FREIGHT LINE, INC.

500 OLD DOMINION WAY

(Street)

THOMASVILLE NC 27360

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
OLD DOMINION FREIGHT LINE, INC. [ ODFL ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP - Legal Affairs GC and Sec

3. Date of Earliest Transaction (Month/Day/Year)
02/11/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	02/11/2026		A		3,272	A	$0	44,220	D
Common Stock	02/12/2026		F		262	D	$185.51	43,958	D
Common Stock								624	I	By 401(k) plan

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction 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 (Month/Day/Year)		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: 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:

	/s/ Ross H. Parr	02/13/2026
	** 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.

FAQ

What insider transactions did ODFL executive Ross H. Parr report?

Ross H. Parr reported receiving 3,272 shares of Old Dominion Freight Line common stock as a grant and disposing of 262 shares to satisfy tax obligations. These transactions adjusted his direct and indirect holdings without indicating an open-market purchase or sale.

How many ODFL shares did Ross H. Parr acquire in the latest Form 4?

Ross H. Parr acquired 3,272 shares of Old Dominion Freight Line common stock at a price of $0 per share, recorded as a grant, award, or other acquisition. This reflects stock-based compensation rather than a cash-funded market purchase of shares.

Why were 262 ODFL shares disposed of in Ross H. Parr’s filing?

The 262 Old Dominion Freight Line shares were disposed of to pay tax obligations or exercise costs by delivering shares. The transaction used code F, which indicates payment of exercise price or tax liability rather than a discretionary market sale by the executive.

What is Ross H. Parr’s ODFL share ownership after these transactions?

After the reported transactions, Ross H. Parr directly held 43,958 shares of Old Dominion Freight Line common stock and indirectly held 624 shares through a 401(k) plan. This reflects his updated beneficial ownership position as reported in the Form 4 filing.

What role does Ross H. Parr hold at Old Dominion Freight Line (ODFL)?

Ross H. Parr serves as Senior Vice President – Legal Affairs, General Counsel, and Secretary at Old Dominion Freight Line. His Form 4 filing reflects transactions in company common stock tied to his position as an officer of the trucking and logistics company.