8-KLeadership ChangesExhibits & Filings

OLD DOMINION FREIGHT LINE, INC. 8-K Report, Executive Changes (Jul 5, 2012)

Filed July 5, 2012For Securities:ODFL

Summary

This 8-K filing from Old Dominion Freight Line, Inc. (ODFL) details the retirement of Joel B. McCarty, Jr., Senior Vice President and former General Counsel and Secretary, effective July 5, 2012. In recognition of his service, Mr. McCarty received a phantom stock award of 1,669 shares, which vested on his retirement date. The award entitles him to a cash payment of $44.09 per share, totaling $73,586.21, to be paid over 24 months, subject to standard withholdings.

Key Highlights

  • 1Joel B. McCarty, Jr., Senior Vice President, has retired from ODFL as of July 5, 2012.
  • 2Mr. McCarty was granted 1,669 shares of phantom stock as recognition for his service in 2012.
  • 3The phantom stock vested on the settlement date of July 5, 2012.
  • 4The total settlement amount for the phantom stock award is $73,586.21, based on an average closing stock price of $44.09.
  • 5The settlement amount will be paid in cash over a 24-month period.
  • 6Payments are subject to a non-compete clause; engagement in competitive activity will result in forfeiture of unpaid amounts.

Frequently Asked Questions

The financial impact is primarily the payout of $73,586.21 in cash, spread over 24 months, to Mr. McCarty. This is a recognized compensation expense tied to his service and retirement.

Phantom stock is a type of executive compensation plan that grants a bonus to an employee based on the value of the company's stock. It was awarded to Mr. McCarty in recognition of his service to the company during 2012.

Yes, the payout is contingent on Mr. McCarty not engaging in competitive activities as defined in the award agreement during the 24-month payment period. If he violates this clause, the remaining unpaid settlement amount will be forfeited.

The payout per share of $44.09 was determined by using the three-day average closing price of ODFL's common stock on June 29, July 2, and July 3, 2012.