WITNESSETH:Credit Agreement • August 9th, 2000 • Old Dominion Freight Line Inc/Va • Trucking (no local) • North Carolina
RECITALSCredit Agreement • March 20th, 2000 • Old Dominion Freight Line Inc/Va • Trucking (no local) • North Carolina
FOURTH AMENDMENT TO CREDIT AGREEMENTCredit Agreement • August 13th, 1997 • Old Dominion Freight Line Inc/Va • Trucking (no local) • North Carolina
OLD DOMINION FREIGHT LINE, INC. Up To $100,000,000 Aggregate Offering Price of Common Stock ($0.10 par value per share) AT-THE-MARKET EQUITY OFFERING SALES AGREEMENTTerms Agreement • February 2nd, 2011 • Old Dominion Freight Line Inc/Va • Trucking (no local) • New York
Old Dominion Freight Line, Inc., a Virginia corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell from time to time to or through Stifel, Nicolaus & Company, Incorporated (“Stifel Nicolaus Weisel” or “Stifel Nicolaus”), as sales agent and/or principal (“Agent”), up to that number of shares of the Company’s common stock, $0.10 par value per share (the “Common Stock”), having an aggregate offering price of up to $100,000,000 (the “Shares”) on the terms set forth in Section 2 of this Sales Agreement (the “Agreement”). The Company agrees that whenever it determines to sell Shares directly to the Agent as principal, it will enter into a separate agreement (each, a “Terms Agreement”) in substantially the form of Annex I hereto, relating to such sale in accordance with Section 3 of this Agreement. The Company and Stifel Nicolaus Weisel agree that any such Terms Agreement will be described in a separate Prospectus Supplement (as defined in
2,440,000 Shares OLD DOMINION FREIGHT LINE, INC. Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • August 6th, 2004 • Old Dominion Freight Line Inc/Va • Trucking (no local) • New York
THIRD AMENDED AND RESTATED CREDIT AGREEMENT among OLD DOMINION FREIGHT LINE, INC., as Borrower THE LENDERS NAMED HEREIN, as Lenders WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent, Swingline Lender and an Issuing Lender and BANK OF...Credit Agreement • March 23rd, 2023 • Old Dominion Freight Line, Inc. • Trucking (no local) • New York
SUBSIDIARY GUARANTY AGREEMENT Dated as of February 25, 2005 from THE SUBSIDIARY GUARANTORS NAMED HEREIN for the benefit of THE HOLDERS OF THE NOTES RE: $50,000,000 4.68% Series A Senior Notes, Tranche A, due February 25, 2015 $25,000,000 4.68% Series...Subsidiary Guaranty Agreement • March 16th, 2005 • Old Dominion Freight Line Inc/Va • Trucking (no local)
SUBSIDIARY GUARANTY AGREEMENT, dated as of February 25, 2005 (the “Guaranty”), from each of Odis, Inc., and such Subsidiaries as shall become parties hereto in accordance with Section 13 hereof (each a “Subsidiary Guarantor” and collectively the “Subsidiary Guarantors”), for the benefit of the holders from time to time of the Notes (as defined below) (the “Holders”). Capitalized terms used herein are defined in Section 14 hereof or the Note Purchase Agreement referred to below.
SECOND AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • November 5th, 2012 • Old Dominion Freight Line Inc/Va • Trucking (no local) • North Carolina
THIS EMPLOYMENT AGREEMENT (the “Agreement”), made and entered into on the 30th day of October, 2012, to be effective as of the 1st day of November, 2012, by and between OLD DOMINION FREIGHT LINE, INC. (the “Company”), a corporation organized and existing under the laws of the State of Virginia and having its principal office at Thomasville, North Carolina; and EARL E. CONGDON (the “Executive”), an individual residing at Fort Lauderdale, Florida.
SECOND AMENDED AND RESTATED CREDIT AGREEMENT among OLD DOMINION FREIGHT LINE, INC., as Borrower THE LENDERS NAMED HEREIN, as Lenders WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent, Swingline Lender and an Issuing Lender and BANK OF...Credit Agreement • November 21st, 2019 • Old Dominion Freight Line, Inc. • Trucking (no local) • New York
THIS SECOND AMENDED AND RESTATED CREDIT AGREEMENT, dated as of the 21st day of November, 2019, is made among OLD DOMINION FREIGHT LINE, INC., a Virginia corporation (the “Borrower”), the banks and financial institutions listed on the signature pages hereto or that become parties hereto after the date hereof, and WELLS FARGO BANK, NATIONAL ASSOCIATION (“Wells Fargo”), as agent for the Lenders.
AMENDED AND RESTATED CREDIT AGREEMENT among OLD DOMINION FREIGHT LINE, INC., THE LENDERS NAMED HEREIN, WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent and BRANCH BANKING AND TRUST COMPANY, as Syndication Agent $250,000,000 Senior...Credit Agreement • December 21st, 2015 • Old Dominion Freight Line Inc/Va • Trucking (no local) • New York
THIS AMENDED AND RESTATED CREDIT AGREEMENT, dated as of the 15 day of December, 2015, is made among OLD DOMINION FREIGHT LINE, INC., a Virginia corporation (the “Borrower”), the banks and financial institutions listed on the signature pages hereto or that become parties hereto after the date hereof, and WELLS FARGO BANK, NATIONAL ASSOCIATION (“Wells Fargo”), as agent for the Lenders.
WITNESSETH:First Amendment and Agreement • March 16th, 2001 • Old Dominion Freight Line Inc/Va • Trucking (no local)
WITNESSETH:Third Amendment and Agreement • August 12th, 2002 • Old Dominion Freight Line Inc/Va • Trucking (no local)
PROTOTYPE DEFINED CONTRIBUTION PLAN Sponsored By J.P. Morgan Retirement Plan Services, LLC BASIC PLAN DOCUMENT #01Prototype Defined Contribution Plan • October 27th, 2009 • Old Dominion Freight Line Inc/Va • Trucking (no local)
The Sponsor hereby establishes this Plan for use by its clients who wish to adopt a qualified retirement plan. This Plan shall be interpreted in a manner consistent with the intention of the adopting Employer that this Plan satisfies Internal Revenue Code Sections 401 and 501. Any Plan and Trust established hereunder shall be so established for the exclusive benefit of Plan Participants and their Beneficiaries and shall be administered under the following terms and conditions:
CREDIT AGREEMENT among OLD DOMINION FREIGHT LINE, INC., THE LENDERS NAMED HEREIN, and WACHOVIA BANK, NATIONAL ASSOCIATION, as Agent $110,000,000 Senior Unsecured Revolving Credit Facility Lead Arranger and Sole Book-Runner: WACHOVIA CAPITAL MARKETS,...Credit Agreement • September 28th, 2005 • Old Dominion Freight Line Inc/Va • Trucking (no local) • North Carolina
THIS CREDIT AGREEMENT, dated as of the 22 day of September, 2005, is made among OLD DOMINION FREIGHT LINE, INC., a Virginia corporation (the “Borrower”), the banks and financial institutions listed on the signature pages hereto or that become parties hereto after the date hereof, and WACHOVIA BANK, NATIONAL ASSOCIATION (“Wachovia”), as agent for the Lenders. Capitalized terms used herein shall have the meanings given to such terms in Article I.
OLD DOMINION FREIGHT LINE, INC. Restricted Stock Award Agreement (Employees)Restricted Stock Award Agreement • February 23rd, 2022 • Old Dominion Freight Line, Inc. • Trucking (no local) • North Carolina
THIS AGREEMENT (together with Schedule A attached hereto, the “Agreement”), effective as of the date specified as the “Grant Date” on Schedule A attached hereto, is between OLD DOMINION FREIGHT LINE, INC., a Virginia corporation (the “Company”), and the individual identified on Schedule A attached hereto, an Employee of the Company or an Affiliate (the “Participant”).
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • June 3rd, 2008 • Old Dominion Freight Line Inc/Va • Trucking (no local) • North Carolina
THIS EMPLOYMENT AGREEMENT (the “Agreement”), made and entered into on the 28th day of May, 2008, to be effective as of the 1st day of June, 2008, by and between OLD DOMINION FREIGHT LINE, INC. (the “Company”), a corporation organized and existing under the laws of the State of Virginia and having its principal office at Thomasville, North Carolina, and Earl E. Congdon (the “Executive”), an individual residing at Fort Lauderdale, Florida.
CREDIT AGREEMENT among OLD DOMINION FREIGHT LINE, INC., THE LENDERS NAMED HEREIN, and WACHOVIA BANK, NATIONAL ASSOCIATION, as Agent $80,000,000 Senior Unsecured Revolving Credit Facility Lead Arranger and Sole Book-Runner: WACHOVIA SECURITIES, INC....Credit Agreement • August 14th, 2003 • Old Dominion Freight Line Inc/Va • Trucking (no local) • North Carolina
THIS CREDIT AGREEMENT, dated as of the 30th day of June, 2003, is made among OLD DOMINION FREIGHT LINE, INC., a Virginia corporation (the “Borrower”), the banks and financial institutions listed on the signature pages hereto or that become parties hereto after the date hereof, and WACHOVIA BANK, NATIONAL ASSOCIATION (“Wachovia”), as agent for the Lenders. Capitalized terms used herein shall have the meanings given to such terms in Article I.
OLD DOMINION FREIGHT LINE, INC. Restricted Stock Unit Agreement (Performance- Based) (Employees)Restricted Stock Unit Agreement • February 23rd, 2022 • Old Dominion Freight Line, Inc. • Trucking (no local) • North Carolina
THIS AGREEMENT (together with Schedule A attached hereto, the “Agreement”), effective as of the date specified as the “Grant Date” on Schedule A attached hereto, is between OLD DOMINION FREIGHT LINE, INC., a Virginia corporation (the “Company”), and the individual identified on Schedule A attached hereto, an Employee of the Company or an Affiliate (the “Participant”).
SECOND AMENDMENT TO AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • February 6th, 2012 • Old Dominion Freight Line Inc/Va • Trucking (no local)
THIS SECOND AMENDMENT TO AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this “Second Amendment”), made and entered into this 31st day of January, 2012, to be effective as of May 31, 2012, by and between OLD DOMINION FREIGHT LINE, INC. (the “Company”), a corporation organized and existing under the laws of the Commonwealth of Virginia and having its principal office at Thomasville, North Carolina, and John R. Congdon (the “Executive”), an individual residing at Richmond, Virginia.
OLD DOMINION FREIGHT LINE, INC. $100,000,000 5.85% Series A Senior Notes, Tranche A, due April 25, 2016 $75,000,000 5.85% Series A Senior Notes, Tranche B, due April 25, 2016Note Purchase Agreement • May 1st, 2006 • Old Dominion Freight Line Inc/Va • Trucking (no local) • New York
OLD DOMINION FREIGHT LINE, INC., a Virginia corporation (the “Company”), agrees with the Purchasers listed in the attached Schedule A (the “Purchasers”) to this Note Purchase Agreement (this “Agreement”) as follows:
FIRST AMENDMENT TO AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • May 28th, 2010 • Old Dominion Freight Line Inc/Va • Trucking (no local)
THIS FIRST AMENDMENT TO AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this “Amendment”), made and entered into this 24th day of May, 2010, to be effective as of May 31, 2010, by and between OLD DOMINION FREIGHT LINE, INC. (the “Company”), a corporation organized and existing under the laws of the State of Virginia and having its principal office at Thomasville, North Carolina, and Earl E. Congdon (the “Executive”), an individual residing at Fort Lauderdale, Florida.
AMENDMENT TO OLD DOMINION FREIGHT LINE, INC. PHANTOM STOCK AWARD AGREEMENTStock Award Agreement • December 19th, 2019 • Old Dominion Freight Line, Inc. • Trucking (no local) • North Carolina
THIS AMENDMENT (the “Amendment”) is made effective as of the 16th day of December, 2019 (the “Effective Date”), between Old Dominion Freight Line, Inc., a Virginia corporation (the “Company”), and _________________ (the “Participant”) to amend the Phantom Stock Award Agreement(s) under the Old Dominion Freight Line, Inc. 2012 Phantom Stock Plan identified on Schedule A, to the extent indicated on Schedule A.
FIRST AMENDMENT TO NOTE PURCHASE AND PRIVATE SHELF AGREEMENTNote Purchase and Private Shelf Agreement • March 23rd, 2023 • Old Dominion Freight Line, Inc. • Trucking (no local) • New York
SECOND AMENDMENT TO AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • February 6th, 2012 • Old Dominion Freight Line Inc/Va • Trucking (no local)
THIS SECOND AMENDMENT TO AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this “Second Amendment”), made and entered into this 31st day of January, 2012, to be effective as of May 31, 2012, by and between OLD DOMINION FREIGHT LINE, INC. (the “Company”), a corporation organized and existing under the laws of the Commonwealth of Virginia and having its principal office at Thomasville, North Carolina, and Earl E. Congdon (the “Executive”), an individual residing at Fort Lauderdale, Florida.
AMENDMENT NO. 1 TO AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • January 6th, 2011 • Old Dominion Freight Line Inc/Va • Trucking (no local) • North Carolina
THIS AMENDMENT NO. 1 TO AMENDED AND RESTATED CREDIT AGREEMENT, dated as of the 31st day of December, 2010 (this “Amendment”), is entered into among OLD DOMINION FREIGHT LINE, INC., a Virginia corporation (the “Borrower”), the Lenders and Wells Fargo Bank, National Association, as successor-by-merger to Wachovia Bank, National Association, as agent for the Lenders (the “Administrative Agent”).
EMPLOYMENT AGREEMENTEmployment Agreement • June 10th, 2004 • Old Dominion Freight Line Inc/Va • Trucking (no local) • North Carolina
THIS EMPLOYMENT AGREEMENT (the “Agreement”), made and entered into on the 17th day of May, 2004, to be effective as of the 1st day of June, 2004, by and between OLD DOMINION FREIGHT LINE, INC. (the “Company”), a corporation organized and existing under the laws of the State of Virginia and having its principal office at Thomasville, North Carolina, and Earl E. Congdon (the “Executive”), an individual residing at Fort Lauderdale, Florida.
WITNESSETH:Real Estate Purchase Contract • August 12th, 2002 • Old Dominion Freight Line Inc/Va • Trucking (no local) • North Carolina
FIRST AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT ANDCredit Agreement • September 12th, 2016 • Old Dominion Freight Line Inc/Va • Trucking (no local)
THIS FIRST AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT AND COMMITMENT INCREASE AGREEMENT (this “First Amendment and Commitment Increase Agreement”), dated as of September 9, 2016, is among Old Dominion Freight Line, Inc., a Virginia corporation (the “Borrower”), the Lenders party hereto that have agreed to increase their Commitment as set forth herein (the “Increasing Lenders” and each individually an “Increasing Lender”), the other banks and financial institutions party hereto (together with the Increasing Lenders, the “Lenders”), and Wells Fargo Bank, National Association, as Administrative Agent and an Issuing Lender (the “Administrative Agent”).
AMENDMENT TO OLD DOMINION FREIGHT LINE, INC. PHANTOM STOCK AWARD AGREEMENTStock Award Agreement • December 19th, 2019 • Old Dominion Freight Line, Inc. • Trucking (no local) • North Carolina
THIS AMENDMENT (the “Amendment”) is made effective as of the 16th day of December, 2019 (the “Effective Date”), between Old Dominion Freight Line, Inc., a Virginia corporation (the “Company”), and _________________ (the “Participant”) to amend the Phantom Stock Award Agreement(s) under the Old Dominion Freight Line, Inc. Phantom Stock Plan identified on Schedule A, to the extent indicated on Schedule A.
JOINT FILING AGREEMENTJoint Filing Agreement • September 9th, 2010 • Old Dominion Freight Line Inc/Va • Trucking (no local)
This Joint Filing Agreement may be executed in one or more counterparts, each of which shall be deemed to be an original instrument, but all of such counterparts together shall constitute but one agreement.
AMENDMENT TO OLD DOMINION FREIGHT LINE, INC. DIRECTOR PHANTOM STOCK AWARD AGREEMENTPhantom Stock Award Agreement • February 26th, 2020 • Old Dominion Freight Line, Inc. • Trucking (no local) • North Carolina
THIS AMENDMENT (the “Amendment”) is made effective as of the 16th day of December, 2019 (the “Effective Date”), between Old Dominion Freight Line, Inc., a Virginia corporation (the “Company”), and _________________ (the “Participant”) to amend the Director Phantom Stock Award Agreement(s) under the Old Dominion Freight Line, Inc. Director Phantom Stock Plan identified on Schedule A, to the extent indicated on Schedule A.
FIRST AMENDMENT to the LOAN AGREEMENT, dated JULY 10, 2002, between OLD DOMINION FREIGHT LINE, INC. and FIRST UNION COMMERCIAL CORPORATION Dated as of June 30, 2003Loan Agreement • August 14th, 2003 • Old Dominion Freight Line Inc/Va • Trucking (no local) • North Carolina
THIS FIRST AMENDMENT, dated June 30, 2003 (this “Amendment”), is made in respect of the Loan Agreement, dated as of July 10, 2002, among OLD DOMINION FREIGHT LINE, INC., and FIRST UNION COMMERCIAL CORPORATION (the “Loan Agreement”). Capitalized terms used but not defined herein shall have the meanings given to such terms in the Loan Agreement. Unless otherwise specified, section references herein refer to sections set forth in the Loan Agreement, as amended by this Amendment.
FIRST AMENDMENT TO SECOND AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • July 27th, 2015 • Old Dominion Freight Line Inc/Va • Trucking (no local)
THIS FIRST AMENDMENT TO SECOND AMENDED AND RESTATED EMPLOYMENT AGREEMENT (the “Amendment”), is made and entered into on the 23rd day of July, 2015, to be effective as of the 1st day of November, 2015, by and between OLD DOMINION FREIGHT LINE, INC. (the “Company”), a corporation organized and existing under the laws of the Commonwealth of Virginia and having its principal office at Thomasville, North Carolina, and EARL E. CONGDON (the “Executive”), an individual residing at Fort Lauderdale, Florida.
SECOND AMENDMENT TO SECOND AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • October 26th, 2016 • Old Dominion Freight Line Inc/Va • Trucking (no local)
THIS SECOND AMENDMENT TO SECOND AMENDED AND RESTATED EMPLOYMENT AGREEMENT (the “Amendment”), is made and entered into on the 20th day of October, 2016, to be effective immediately, by and between OLD DOMINION FREIGHT LINE, INC. (the “Company”), a corporation organized and existing under the laws of the Commonwealth of Virginia and having its principal office at Thomasville, North Carolina, and Earl E. Congdon (the “Executive”), an individual residing at Fort Lauderdale, Florida.
SECOND AMENDMENT TO AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • October 26th, 2016 • Old Dominion Freight Line Inc/Va • Trucking (no local)
THIS SECOND AMENDMENT TO AMENDED AND RESTATED EMPLOYMENT AGREEMENT (the “Amendment”), is made and entered into on the 20th day of October, 2016, to be effective immediately, by and between OLD DOMINION FREIGHT LINE, INC. (the “Company”), a corporation organized and existing under the laws of the Commonwealth of Virginia and having its principal office at Thomasville, North Carolina, and David S. Congdon (the “Executive”), an individual residing at High Point, North Carolina.
