Filing Details
- Accession Number:
- 0001225208-22-001215
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2022-01-31 21:45:34
- Reporting Period:
- 2022-01-27
- Accepted Time:
- 2022-01-31 21:45:34
- SEC Url:
- Form 4 Filing
Issuer
| Cik | Name | Symbol | Sector (SIC) | IRS No |
|---|---|---|---|---|
| 702165 | Norfolk Southern Corp | NSC | Railroads, Line-Haul Operating (4011) | 521188014 |
Insiders
| Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
|---|---|---|---|---|---|---|---|
| 1305086 | A James Squires | 650 W Peachtree St Nw Atlanta GA 30308 | Chairman And Ceo | Yes | Yes | No | No |
Reported Non-Derivative Transactions
| Sec. Name | Acquisiton - Disposition | Date | Amount | Price | Remaning Holdings | Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|---|---|---|---|---|---|
| Common Stock | Acquisiton | 2022-01-28 | 62,880 | $92.76 | 118,420 | No | 4 | M | Direct | |
| Common Stock | Acquisiton | 2022-01-28 | 2,982 | $0.00 | 121,402 | No | 4 | M | Direct | |
| Common Stock | Acquisiton | 2022-01-28 | 2,250 | $0.00 | 123,652 | No | 4 | M | Direct | |
| Common Stock | Disposition | 2022-01-28 | 962 | $268.22 | 122,690 | No | 4 | F | Direct | |
| Common Stock | Disposition | 2022-01-28 | 1,275 | $268.22 | 121,415 | No | 4 | F | Direct | |
| Common Stock | Disposition | 2022-01-28 | 62,880 | $269.36 | 58,535 | No | 4 | S | Direct |
| Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|
| No | 4 | M | Direct | |
| No | 4 | M | Direct | |
| No | 4 | M | Direct | |
| No | 4 | F | Direct | |
| No | 4 | F | Direct | |
| No | 4 | S | Direct |
Reported Derivative Transactions
| Sec. Name | Sec. Type | Acquisiton - Disposition | Date | Amount | Price | Amount - 2 | Price - 2 |
|---|---|---|---|---|---|---|---|
| Common Stock | Option (right to buy, granted 2022) | Acquisiton | 2022-01-27 | 16,510 | $0.00 | 16,510 | $270.98 |
| Common Stock | Restricted Stock Units | Acquisiton | 2022-01-27 | 7,970 | $0.00 | 7,970 | $0.00 |
| Common Stock | Option (right to buy, granted 2015) | Disposition | 2022-01-28 | 62,880 | $0.00 | 62,880 | $92.76 |
| Common Stock | Restricted Stock Units | Disposition | 2022-01-28 | 2,250 | $0.00 | 2,250 | $0.00 |
| Common Stock | Restricted Stock Units | Disposition | 2022-01-28 | 2,982 | $0.00 | 2,982 | $0.00 |
| Remaning Holdings | Exercise Date | Expiration Date | Equity Swap Involved | Transaction Form Type | Transaction Code | Nature of Ownership |
|---|---|---|---|---|---|---|
| 16,510 | 2026-01-27 | 2032-01-26 | No | 4 | A | Direct |
| 23,776 | No | 4 | A | Direct | ||
| 0 | 2019-06-01 | 2025-05-31 | No | 4 | M | Direct |
| 21,526 | No | 4 | M | Direct | ||
| 18,544 | No | 4 | M | Direct |
Reported Non-Derivative Holdings
| Sec. Name | Remaning Holdings | Nature of Ownership | Explanation |
|---|---|---|---|
| Common Stock | 167 | Indirect | By 401(k) Plan |
| Common Stock | 48,613 | Indirect | By Spouse |
| Common Stock | 11,637 | Indirect | By the E.H. Squires Irrevocable Trust |
| Common Stock | 11,637 | Indirect | By the M.O. Squires Irrevocable Trust |
Footnotes
- Reports the number of Restricted Stock Units, exempt under Section 16(b), granted and credited to the account of the reporting person on January 28, 2019, under the terms of the Norfolk Southern Corporation Long-Term Incentive Plan. Each Unit is the economic equivalent of one share of Common Stock. These Units ultimately will be settled in Common Stock, vesting ratably in four annual installments beginning on the first anniversary of the grant date. This distribution represents the third of four installments.
- Reports the number of Restricted Stock Units, exempt under Section 16(b), granted and credited to the account of the reporting person on January 28, 2021, under the terms of the Norfolk Southern Corporation Long-Term Incentive Plan. Each Unit is the economic equivalent of one share of Common Stock. These Units ultimately will be settled in Common Stock, vesting ratably in four annual installments beginning on the first anniversary of the grant date. This distribution represents the first of four installments.
- Represents the approximate number of whole shares of Common Stock estimated -- on the basis of the unit accounting system used by the Plan Administrator -- as of January 28, 2022, to have been credited to the reporting person's account in the Norfolk Southern Corporation Thrift and Investment Plan (TIP), a trusted 401(k) plan. In accordance with TIP's terms applicable to all participants, acquisitions were made at various times and at various prices.
- Represents shares held by irrevocable trust for the benefit of the reporting person's child. The reporting person's spouse is the trustee of the trust. The reporting person has no pecuniary interest or investment control over these shares.
- Reports the grant to the reporting person of an option to purchase shares of common stock under the Norfolk Southern Corporation Long-Term Incentive Plan (a 16b-3 plan).
- Reports the number of Restricted Stock Units, exempt under Section 16(b), granted and credited to the account of the reporting person on January 27, 2022, under the terms of the Norfolk Southern Corporation Long-Term Incentive Plan. Each Unit is the economic equivalent of one share of Common Stock. These Units ultimately will be settled in Common Stock, vesting ratably in four annual installments beginning on the first anniversary of the grant date.
- Reflects exercise and resulting cancellation of stock option, in a single transaction, exempt from Section 16(b). The stock option was granted under the Long-Term Incentive Plan (a Rule 16b-3 plan).
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