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Filing Details

Accession Number:: 0000054480-13-000066
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2013-03-08 17:05:38
Reporting Period:: 2013-03-06

Filing Date:: 2013-03-08
Accepted Time:: 2013-03-08 17:05:38
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
54480	Kansas City Southern	KSU	Railroads, Line-Haul Operating (4011)	440663509

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1224125	K Warren Erdman	Kansas City Southern Po Box 219335 Kansas City MO 64121-9335	Executive Vice President	No	Yes	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock	Disposition	2013-03-06	369	$105.00	49,145	No	4	S	Direct
Common Stock	Disposition	2013-03-08	3,510	$104.20	45,635	No	4	S	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	S	Direct
No	4	S	Direct

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Common Stock	970	Indirect	Held by 401(k) & P/S Plan

Reported Derivative Holdings

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Sec. Name	Sec. Type	Price	Date	Expiration Date	Amount	Remaning Holdings	Nature of Ownership
Common Stock	Employee Stock Option (Right to Buy)	$35.41	2013-03-01	2020-02-29	11,400	11,400	Direct
Common Stock	Employee Stock Option (Right to Buy)	$52.62		2021-02-22	4,980	4,980	Direct
Common Stock	Employee Stock Option (Right to Buy)	$66.99		2022-02-21	3,362	3,362	Direct
Common Stock	Employee Stock Option (Right to Buy)	$97.77		2023-02-20	2,620	2,620	Direct

Expiration Date	Amount	Remaning Holdings	Nature of Ownership
2020-02-29	11,400	11,400	Direct
2021-02-22	4,980	4,980	Direct
2022-02-21	3,362	3,362	Direct
2023-02-20	2,620	2,620	Direct

Footnotes

2,634 of these shares represent performance shares that were earned on February 21, 2013 when the KCS Compensation and Organization Committee determined that the 2012 performance goals were met. These performance shares will not vest until February 28, 2014. With respect to these shares, the reporting person does not have the right to vote, receive, or be entitled to receive, cash or non-cash dividends or any other beneficial rights as a shareholder of the Company.
2,541 of these shares represent performance shares that were earned on February 22, 2012 when the KCS Compensation and Organization Committee determined that the 2011 performance goals were met. These performance shares will not vest until February 28, 2014. With respect to these shares, the reporting person does not have the right to vote, receive, or be entitled to receive, cash or non-cash dividends or any other beneficial rights as a shareholder of the Company.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $104.18 to $104.29, inclusive. The reporting person undertakes to provide to Kansas City Southern, any security holder of Kansas City Southern, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
Prior to March 1, 2013, this option may become exercisable in 1/3 increments if the daily closing price of Kansas City Southern's common stock on the New York Stock Exchange is greater than or equal to $38.95, $42.85, and $47.14, respectively, for at least 30 consecutive trading days. The first target was met and 3,800 of these options became exercisable on November 19, 2010. The second target was met and 3,800 of these options became exercisable on December 8, 2010. The third target was met and 3,800 of these options became exercisable on January 7, 2011.
These options become exercisable in three equal installments beginning on the first anniversary of the date of grant.