ARCBEST CORP /DE/

The ArcBest Corporation Board of Directors Resolutions approving the Reincorporation of the Company contemplated by Proposal IV is copied below.

Board of Directors

Resolution 5

February 19, 2026

The Board of Directors (the “Board”) of ArcBest Corporation (the “Company”), consented to and adopted the following resolutions at a regular meeting duly called and held on February 19, 2026.

Approval of Reincorporation from Delaware into Texas

WHEREAS, the Board has determined that it is in the best interests of the Company to reincorporate the Company from a corporation organized under the laws of the State of Delaware, into a corporation organized under the laws of the State of Texas (the “Reincorporation”);

WHEREAS, pursuant to the Reincorporation, the Board has been advised, and believes that it is within the Company’s best interest, to approve the Plan of Conversion, a copy of which is included in substantially the final form attached hereto as Exhibit 3 (the “Plan of Conversion”);

WHEREAS, the Company has been advised that upon the completion of the Reincorporation, the Company will cease to be governed by its existing Third Amended and Restated Certificate of Incorporation and existing Ninth Amended and Restated Bylaws and will instead be subject to the provisions of the proposed Texas Certificate of Formation (the “Texas Charter”) and the proposed Texas Bylaws (the “Texas Bylaws”), copies of which are included in substantially the final form attached hereto as Exhibit 4 and Exhibit 5;

NOW THEREFORE, BE IT RESOLVED, the Board declares it advisable and in the best interest of the Company to approve the Reincorporation.

Resolved Further**,**that the Board hereby adopts and approves the Reincorporation, and Plan of Conversion, Texas Charter and Texas Bylaws, attached substantially the final form attached hereto as Exhibit 3, Exhibit 4, and Exhibit 5, respectively.

Resolved Further, that pursuant to the terms of the Reincorporation, and upon the effectiveness of the Reincorporation, the Company will continue in existence as a Texas corporation and will continue to operate its business under the current name, “ArcBest Corporation;”

Resolved Further, that pursuant to the terms of the Reincorporation, and upon the effectiveness of the Reincorporation, the affairs of the Company will cease to be governed by Delaware corporate law and will instead be subject to Texas corporate law;

RESOLVED FURTHER, that the each of the Chief Executive Officer, Chief Financial Officer, and Chief Legal Officer of the Company be, and each of them hereby is, authorized, empowered and directed, for, in the name of, and on behalf of the Company, to take any and all actions necessary or desirable with respect to the Reincorporation, in compliance with the Company’s bylaws and applicable securities laws and regulations.

ArcBest / 2026 PROXY STATEMENT 131