-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, V4KWoNd4RNu4ab9RL/2mYRb43YRCKiCymb0zsVlBYeghFZzN3H9BXewvxqC8LW9l R80yzaZBikfJe3zYTrY+0Q== 0000950168-99-000330.txt : 19990215 0000950168-99-000330.hdr.sgml : 19990215 ACCESSION NUMBER: 0000950168-99-000330 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19990212 GROUP MEMBERS: AUDREY CONGDON GROUP MEMBERS: MARK L. PENLEY GROUP MEMBERS: MATTHEW PENLEY GROUP MEMBERS: MELISSA PENLEY GROUP MEMBERS: VANSTORY KAREN C SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: OLD DOMINION FREIGHT LINE INC/VA CENTRAL INDEX KEY: 0000878927 STANDARD INDUSTRIAL CLASSIFICATION: TRUCKING (NO LOCAL) [4213] IRS NUMBER: 560751714 STATE OF INCORPORATION: VA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: SEC FILE NUMBER: 005-43352 FILM NUMBER: 99534838 BUSINESS ADDRESS: STREET 1: 1730 WESTCHESTER DR CITY: HIGH POINT STATE: NC ZIP: 27260 BUSINESS PHONE: 3368895000 MAIL ADDRESS: STREET 1: P O BOX 2006 CITY: HIGH POINT STATE: NC ZIP: 27261 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: VANSTORY KAREN C CENTRAL INDEX KEY: 0001067865 STANDARD INDUSTRIAL CLASSIFICATION: [] FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: PO BOX 2006 CITY: HIGH POINT STATE: NC ZIP: 27261 BUSINESS PHONE: 3368895000 MAIL ADDRESS: STREET 1: KAREN C VANSTORY STREET 2: PO BOX 2006 CITY: HIGH POINT STATE: NC ZIP: 27261 SC 13G/A 1 OLD DOMINION FREIGHT - VANSTORY SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 7)* Old Dominion Freight Line, Inc. (Name of Issuer) Common Stock ($.10 par value) (Title of Class of Securities) 679580100 (CUSIP Number) Check the following box if a fee is being paid with this statement [ ] *The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page. The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see Notes). 1. NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Karen C. Vanstory 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) (b) X 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION USA NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: 5. SOLE VOTING POWER 2,714 (See Item 4) 6. SHARED VOTING POWER -0- (See Item 4) 7. SOLE DISPOSITIVE POWER 2,714 (See Item 4) 8. SHARED DISPOSITIVE POWER -0- (See Item 4) 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,714 10. CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [ ] 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 0.0 % 12. TYPE OF REPORTING PERSON IN (See Item 4) 1. NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Karen C. Vanstory, Custodian 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) (b) X 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION USA NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: 5. SOLE VOTING POWER 91,617 (See Item 4) 6. SHARED VOTING POWER -0- (See Item 4) 7. SOLE DISPOSITIVE POWER 91,617 (See Item 4) 8. SHARED DISPOSITIVE POWER -0- (See Item 4) 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 91,617 10. CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [ ] 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 1.1% 12 TYPE OF REPORTING PERSON IN (See Item 4) 1. NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Karen C. Vanstory Revocable Trust, dated November 6, 1992 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) (b) X 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION North Carolina NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: 5. SOLE VOTING POWER 302,612 (See Item 4) 6. SHARED VOTING POWER -0- (See Item 4) 7. SOLE DISPOSITIVE POWER 302,612 (See Item 4) 8. SHARED DISPOSITIVE POWER -0- (See Item 4) 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 302,612 10. CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [ ] 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 3.6% 12. TYPE OF REPORTING PERSON OO (See Item 4) 1. NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Karen Congdon Vanstory Irrevocable Trust #1, dated December 1, 1992 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) (b) X 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION North Carolina NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: 5. SOLE VOTING POWER -0- (See Item 4) 6. SHARED VOTING POWER 52,241 (See Item 4) 7. SOLE DISPOSITIVE POWER -0- (See Item 4) 8. SHARED DISPOSITIVE POWER 52,241 (See Item 4) 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 52,241 10. CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [ ] 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 0.6 % 12. TYPE OF REPORTING PERSON OO (See Item 4) 1. NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Irrevocable Trust, dated December 18, 1998, fbo Melissa Penly 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) (b) X 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION North Carolina NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: 5. SOLE VOTING POWER 3,300 (See Item 4) 6. SHARED VOTING POWER -0- (See Item 4) 7. SOLE DISPOSITIVE POWER 3,300 (See Item 4) 8. SHARED DISPOSITIVE POWER -0- (See Item 4) 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 3,300 10. CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [ ] 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 0.0% 12. TYPE OF REPORTING PERSON OO (See Item 4) 1. NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Irrevocable Trust, dated December 18, 1998, fbo Matthew Penly 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) (b) X 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION North Carolina NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: 5. SOLE VOTING POWER 3,300 (See Item 4) 6. SHARED VOTING POWER -0- (See Item 4) 7. SOLE DISPOSITIVE POWER 3,300 (See Item 4) 8. SHARED DISPOSITIVE POWER -0- (See Item 4) 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 3,300 10. CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [ ] 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 0.0% 12. TYPE OF REPORTING PERSON OO (See Item 4) 1. NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Irrevocable Trust, dated December 18, 1998, fbo Mark Penly 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) (b) X 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION North Carolina NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: 5. SOLE VOTING POWER 3,300 (See Item 4) 6. SHARED VOTING POWER -0- (See Item 4) 7. SOLE DISPOSITIVE POWER 3,300 (See Item 4) 8. SHARED DISPOSITIVE POWER -0- (See Item 4) 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 3,300 10. CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [ ] 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 0.0% 12. TYPE OF REPORTING PERSON OO (See Item 4) Item 1. (a) Name of Issuer: Old Dominion Freight Line, Inc. (b) Address of Issuer's Principal Executive Offices: 1730 Westchester Drive High Point, NC 27262 Item 2. (a) Names of Persons Filing: (i) Karen C. Vanstory (ii) Karen C. Vanstory, Custodian (iii) Karen C. Vanstory Revocable Trust, dated November 6, 1992 (iv) Karen Congdon Vanstory Irrevocable Trust #1, dated December 1, 1992 (v) Irrevocable Trust, dated December 18, 1998, fbo Melissa Penly (vi) Irrevocable Trust, dated December 18, 1998, fbo Matthew Penly (vii) Irrevocable Trust, dated December 18, 1998, fbo Mark Penly (b) Address of Principal Business Office: As to (i) through (vii): 5412 Horse Trail Road Summerfield, NC 27358 (c) Place of Organization or Citizenship: (i) and (ii) USA (iii) through (vii) North Carolina (d) Title of Class of Securities: Common Stock ($.10 par value) (e) CUSIP Number: 679580100 Item 3. If This Statement Is Filed Pursuant to Rules 13d-1(b), or 13d-2(b), Check Whether the Person Filing Is a ... Not Applicable. This is a joint filing by the persons identified in Item 2, above, pursuant to Rule 13d-1(c) and Rule 13d-1(f) but not a group filing. Item 4. Ownership The securities reported herein are beneficially owned by Karen C. Vanstory, Karen C. Vanstory, as Custodian for her children, Karen C. Vanstory Revocable Trust, dated November 6, 1992, Karen Congdon Vanstory Irrevocable Trust #1, dated December 1, 1992, Irrevocable Trust, dated December 18, 1998, fbo Melissa Penly, Irrevocable Trust, dated December 18, 1998, fbo Matthew Penly, and Irrevocable Trust, dated December 18, 1998, fbo Mark Penly. The total securities reported is 459,084 shares of the Issuer's Common Stock, which constitutes 5.5% of such shares as of December 31, 1998. As of December 31, 1998, Karen C. Vanstory owns directly 2,714 shares (0.0%) of the Issuer's Common Stock. As of December 31, 1998, Karen C. Vanstory, as Custodian for her children, owns directly 91,617 shares (1.1%) of the Issuer's Common Stock. As of December 31, 1998, Karen C. Vanstory Revocable Trust, dated November 6, 1992, owns directly 302,262 shares (3.6%) of the Issuer's Common Stock. Karen Vanstory, as Trustee, has sole voting and sole dispositive power over those shares. As of December 31, 1998, Karen Congdon Vanstory Irrevocable Trust #1, dated December 1, 1992, owns directly 52,241 shares (0.6%) of the Issuer's Common Stock. Although Audrey L. Congdon, as Trustee, has sole voting and sole dispositive power over those shares, they are shown below under c(ii) and c(iv) as shared voting and shared power to dispose, because members of the grantor's family are beneficiaries of the trust. As of December 31, 1998, an Irrevocable Trust, dated December 18, 1998, fbo Melissa Penly, has sole voting and dispositive power with respect to 3,300 shares (0.0%) of the Issuer's Common Stock. Karen C. Vanstory is the trustee. Melissa Penly is a child of Karen C. Vanstory. As of December 31, 1998, an Irrevocable Trust, dated December 18, 1998, fbo Matthew Penly, has sole voting and dispositive power with respect to 3,300 shares (0.0%) of the Issuer's Common Stock. Karen C. Vanstory is the trustee. Matthew Penly is a child of Karen C. Vanstory. As of December 31, 1998, an Irrevocable Trust, dated December 18, 1998, fbo Mark Penly, has sole voting and dispositive power with respect to 3,300 shares (0.0%) of the Issuer's Common Stock. Karen C. Vanstory is the trustee. Mark Penly is a child of Karen C. Vanstory. (a) Amount Beneficially Owned: (i) 2,714 (ii) 91,617 (iii) 302,612 (iv) 52,241 (v) 3,300 (vi) 3,300 (vii) 3,300 (b) Percent of Class (i) 0.0% (ii) 1.1% (iii) 3.6% (iv) 0.6% (v) 0.0% (vi) 0.0% (vii) 0.0% (c) Number of Shares as to which such person has: (i) Sole power to vote or to direct the vote (i) 2,714 (ii) 91,617 (iii) 302,612 (v) 3,300 (vi) 3,300 (vii) 3,300 (ii) Shared power to vote or to direct the vote (iv) 52,241 (iii) Sole power to dispose or to direct the disposition of (i) 2,714 (ii) 91,617 (iii) 302,612 (v) 3,300 (vi) 3,300 (vii) 3,300 (iv) Shared power to dispose or to direct the disposition of (iv) 52,241 Item 5. Ownership of Five Percent or Less of a Class If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following [ ]. Not Applicable Item 6. Ownership of More than Five Percent on Behalf of Another Person See information in Item 4, above. Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company Not Applicable Item 8. Identification and Classification of Members of the Group See Item 3 and Item 4, above. Item 9. Notice of Dissolution of Group Not Applicable Item 10. Certification By signing below, we certify that, to the best of our knowledge and belief, the securities referred to above were acquired in the ordinary course of business and were not acquired for the purpose of and do not have the effect of changing or influencing the control of the issuer of such securities and were not acquired in connection with or as a participant in any transaction having such purposes or effect. This report shall not be construed as an admission by the persons filing the report that they are the beneficial owner of any securities covered by this report. After reasonable inquiry and to the best of our knowledge and belief we certify that the information set forth in this statement is true, complete and correct. February 12, 1999. KAREN C. VANSTORY Karen C. Vanstory ----------------- Karen C. Vanstory KAREN C. VANSTORY, Custodian Karen C. Vanstory ----------------- Karen C. Vanstory, Custodian for Mark A. Penley, Matthew Penley and Melissa Penley KAREN C. VANSTORY REVOCABLE TRUST, dated November 6, 1992 By: Karen C. Vanstory ----------------- Karen C. Vanstory, Trustee KAREN CONGDON VANSTORY IRREVOCABLE TRUST #1, dated December 1, 1992 By: Audrey Congdon ----------------- Audrey Congdon, Trustee IRREVOCABLE TRUST, DATED DECEMBER 18, 1998, FBO MELISSA PENLY By: Karen C. Vanstory ------------------------------ Karen C. Vanstory, Trustee IRREVOCABLE TRUST, DATED DECEMBER 18, 1998, FBO MATTHEW PENLY By: Karen C. Vanstory ------------------------------ Karen C. Vanstory, Trustee IRREVOCABLE TRUST, DATED DECEMBER 18, 1998, FBO MARK PENLY By: Karen C. Vanstory ------------------------------ Karen C. Vanstory, Trustee JOINT FILING AGREEMENT In accordance with Rule 13d-1 (f) (1) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agrees to the joint filing with each other of the attached statement on Schedule 13G and to all amendments to such statement and that such statement and all amendments to such statement is made on behalf of each of them. IN WITNESS WHEREOF, the undersigned hereby execute this agreement on February 12, 1999. KAREN C. VANSTORY Karen C. Vanstory ----------------- Karen C. Vanstory KAREN C. VANSTORY, Custodian Karen C. Vanstory ----------------- Karen C. Vanstory, Custodian for Mark A. Penley, Matthew Penley and Melissa Penley KAREN C. VANSTORY REVOCABLE TRUST, dated November 6, 1992 By: Karen C. Vanstory ----------------- Karen C. Vanstory, Trustee KAREN CONGDON VANSTORY IRREVOCABLE TRUST #1, dated December 1, 1992 By: Audrey Congdon ----------------- Audrey Congdon, Trustee IRREVOCABLE TRUST, DATED DECEMBER 18, 1998, FBO MELISSA PENLY By: Karen C. Vanstory ------------------------------ Karen C. Vanstory, Trustee IRREVOCABLE TRUST, DATED DECEMBER 18, 1998, FBO MATTHEW PENLY By: Karen C. Vanstory ------------------------------ Karen C. Vanstory, Trustee IRREVOCABLE TRUST, DATED DECEMBER 18, 1998, FBO MARK PENLY By: Karen C. Vanstory ------------------------------ Karen C. Vanstory, Trustee -----END PRIVACY-ENHANCED MESSAGE-----