* Cover Page * Table of Contents * Notice of Annual Meeting of Stockholders * Important Notice Regarding the Availability of Proxy Materials for       the Stockholder Meeting * Record Date * Proxies * Voting Shares * Proposal I. Election of Directors * Directors of the Company * Governance of the Company * Director Compensation * 2018 Director Compensation Table * Principal Stockholders and Management Ownership * Executive Officers of the Company * Compensation Discussion & Analysis * Compensation Committee Report * Compensation Committee Interlocks and Insider Participation * Summary Compensation Table * 2018 Grants of Plan-Based Awards * Outstanding Equity Awards at 2018 Fiscal Year-End * 2018 Option Exercises and Stock Vested * 2018 Equity Compensation Plan Information * 2018 Pension Benefits * 2018 Non-Qualified Deferred Compensation * Potential Payments upon Termination or Change in Control * CEO Pay Ratio * Certain Transactions and Relationships * Section 16(a) Beneficial Ownership Reporting Compliance * Report of the Audit Committee * Proposal II. Ratification of Appointment of Independent       Registered Public Accounting Firm * Independent Auditor’s Fees and Services * Audit Committee Pre-Approval of Audit and Permissible       Non-Audit Services of Independent Registered Public       Accounting Firm * Proposal III. Advisory Vote on Executive Compensation * Proposal IV. Approval of the ArcBest Ownership Incentive Plan,       as amended and restated * Other Matters * Cost of Solicitation * Stockholder Communication with the Board * Procedure for Submitting Stockholder Proposals for 2020       Annual Meeting * General Matters * Appendix A - Ownership Incentive Plan * Final Page