Old Dominion Freight Line Announces Board Changes: Worthing F. Jackman Elected as Director

Executive Summary

On September 22, 2026, Old Dominion Freight Line, Inc. (NASDAQ: ODFL) filed a Form 8-K under Item 5.02 disclosing leadership updates to its Board of Directors:

1. Retirement of Director: John D. Kasarda, Ph.D. notified the company of his decision to retire from the Board effective immediately. The filing confirms that Dr. Kasarda's retirement is not due to any disagreement with the company regarding operations, policies, or practices.
2. Election of New Independent Director: The Board elected Worthing F. Jackman, age 62, as a director effective immediately. The Board confirmed Mr. Jackman satisfies the independence requirements under Nasdaq rules.

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Director Background & Experience

Mr. Jackman brings deep executive and public company leadership experience:

• Waste Connections, Inc. (WCI):
  • Chief Executive Officer and Director (July 2019 – April 2023)
  • President (July 2018 – April 2023)
  • Chief Financial Officer (September 2004 – July 2018)
  • Vice President – Finance and Investor Relations (April 2003 – August 2004)
• Other Public Directorships:
  • Quanta Services, Inc. (NYSE: PWR): Director, Audit Committee Chairman, and Finance and Investment Committee Member.
  • WillScot Holdings Corporation (NASDAQ: WSC): Executive Chair of the Board.

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Committee Appointments & Compensation

• Committees: Mr. Jackman has been appointed to serve on:
  • Governance and Nomination Committee
  • Talent and Compensation Committee
• Director Compensation: Under the non-employee director compensation program, Mr. Jackman is entitled to receive a pro rata portion of:
  • An annual cash retainer of $110,000
  • An annual restricted stock award with a grant value of $172,000

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Related-Party Disclosures & Governance Considerations

• No arrangements or understandings exist between Mr. Jackman and any other person regarding his selection.
• There are no family relationships with any other directors or executive officers.
• Mr. Jackman holds no direct or indirect material interest in any transactions requiring disclosure under Item 404(a) of Regulation S-K.

Market & Trading Significance: Low. The transition represents an orderly planned director retirement and the addition of a seasoned public company executive with extensive C-suite and board experience, reflecting positive corporate governance without immediate operational disruption.