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Filing Details

Accession Number:: 0000054480-12-000041
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2012-02-24 11:13:02
Reporting Period:: 2012-02-22

Filing Date:: 2012-02-24
Accepted Time:: 2012-02-24 11:13:02
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
1382924	J William Wochner	Kansas City Southern Po Box 219335 Kansas City MO 64121-9335	Sr Vp & Chief Legal Officer	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
Common Stock	Acquisiton	2012-02-22	2,700	$0.00	113,388	No	4	A	Direct
Common Stock	Disposition	2012-02-22	30,000	$66.74	83,388	No	4	S	Direct
Common Stock	Disposition	2012-02-23	1,394	$67.38	81,994	No	4	F	Direct

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

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	Employee Stock Option (Right to Buy)	Acquisiton	2012-02-22	2,037	$0.00	2,037	$66.99

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
2,037		2022-02-21	No	4	A	Direct

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Common Stock	17,177	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)	$12.55	2003-01-16	2013-01-15	1,148	1,148	Direct
Common Stock	LSAR	$12.55			1,148	1,148	Direct
Common Stock	Employee Stock Option (Right to Buy)	$14.60	2005-01-02	2014-01-01	6,000	6,000	Direct
Common Stock	LSAR	$14.60			6,000	6,000	Direct
Common Stock	Employee Stock Option (Right to Buy)	$14.53	2004-02-09	2014-02-08	1,102	1,102	Direct
Common Stock	LSAR	$14.53			1,102	1,102	Direct
Common Stock	Employee Stock Option (Right to Buy)	$34.11	2012-02-23	2017-02-22	22,500	22,500	Direct
Common Stock	LSAR	$34.11			22,500	22,500	Direct
Common Stock	Employee Stock Option (Right to Buy)	$35.41	2013-03-01	2020-02-29	6,800	6,800	Direct
Common Stock	Employee Stock Option (Right to Buy)	$52.62		2021-02-22	2,830	2,830	Direct

Expiration Date	Amount	Remaning Holdings	Nature of Ownership
2013-01-15	1,148	1,148	Direct
	1,148	1,148	Direct
2014-01-01	6,000	6,000	Direct
	6,000	6,000	Direct
2014-02-08	1,102	1,102	Direct
	1,102	1,102	Direct
2017-02-22	22,500	22,500	Direct
	22,500	22,500	Direct
2020-02-29	6,800	6,800	Direct
2021-02-22	2,830	2,830	Direct

Footnotes

1,447 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.
Includes 308 shares acquired through the KCS Employee Stock Purchase Plan.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $66.4904 to $66.97, 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.
Includes 1.106 shares acquired under the KCS Employee Stock Ownership Plan ("ESOP") since the date of the reporting person's last ownership report. Additionally, prior to December 31, 2011, these shares were held in the ESOP. Effective December 31, 2011, all assets of the ESOP were merged into the KCS 401(k) and Profit Sharing Plan.
Limited Stock Appreciation Rights ("LSARs") are granted in tandem with stock options. LSARs become exercisable only following a change-in-control of the Company in lieu of related options and are exercisable only for cash. LSARs terminate when the related options are exercised or terminated.
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 2,267 of these options became exercisable on November 19, 2010. The second target was met and 2,267 of these options became exercisable on December 8, 2010. The third target was met and 2,266 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.