NORFOLK SOUTHERN CORP — fact timeline

Brian Barr was appointed as Chief Operating Officer at NORFOLK SOUTHERN CORP.

“the Board appointed Brian Barr as Chief Operating Officer of the Company, effective as of June 1, 2026.”

John Orr resigned as Executive Vice President & Chief Operating Officer at NORFOLK SOUTHERN CORP.

“On May 31, 2026, John Orr, Executive Vice President & Chief Operating Officer of Norfolk Southern Corporation (the “Company”), notified the Company of his intention to resign from the Company for “good reason” on account of proposed changes in the Company’s operations that would result in a diminution of his duties and responsibilities.”

NORFOLK SOUTHERN CORP shareholders approved Advisory Resolution on Executive Compensation (Say on Pay) at the 2026-05-07 meeting.

“Shareholders approved, on an advisory basis, the resolution on executive compensation, as disclosed in the proxy statement for the 2026 Annual Meeting of Shareholders, by the following count: Votes For Votes Against Abstentions Broker Non-Votes 145,144,991 8,525,943 971,510 29,538,903”

NORFOLK SOUTHERN CORP shareholders approved Ratification of Appointment of Independent Registered Public Accounting Firm KPMG LLP at the 2026-05-07 meeting.

“Shareholders ratified the appointment of KPMG LLP as the Corporation's independent registered public accounting firm for the year ending December 31, 2026, by the following count: Votes For Votes Against Abstentions 173,549,280 10,296,435 335,631”

NORFOLK SOUTHERN CORP shareholders approved Election of twelve directors each to serve for a one-year term at the 2026-05-07 meeting.

“Shareholders elected the following twelve directors, each to serve for a one-year term, by the following count: Votes For Votes Against Abstentions Broker Non-Votes Richard H. Anderson 152,512,632 1,482,330 647,482 29,538,903 William Clyburn, Jr. 152,233,704 1,979,216 429,524 29,538,903 Philip S. Davidson 153,435,546 849,468 357,430 29,538,903 Francesca A. DeBiase 152,004,541 2,298,676 339,227 29,538,903 Marcela E. Donadio 151,629,036 2,673,402 340,005 29,538,903 Sameh Fahmy 152,607,463 1,676,013 358,967 29,538,903 Mark R. George 153,449,212 856,767 336,465 29,538,903 Mary K. Heitkamp 152,207,108 2,012,797 422,539 29,538,903 John C. Huffard, Jr. 148,653,437 5,622,830 366,177 29,538,903 Christopher T. Jones 153,454,635 805,321 382,488 29,538,903 Gilbert H. Lamphere 152,909,098 1,380,458 352,888 29,538,903 Lori J. Ryerkerk 152,274,397 1,924,124 443,923 29,538,903”

NORFOLK SOUTHERN CORP reported first quarter 2026 results: revenue $3.0 billion, net income $547 million, EPS $2.43.

“a dynamic first quarter ATLANTA, April 24, 2026 – Norfolk Southern Corporation (NYSE: NSC) announced Friday its first quarter 2026 financial results. In the quarter, revenue was $3.0 billion, income from railway operations was $877 million, operating ratio was 70.7%, and diluted earnings per share were $2.43. Adjusting the results to exclude merger-related expenses”

NORFOLK SOUTHERN CORP amended Amended and Restated Participation Agreement with BA Leasing BSC, LLC valued at approximately $498.7 million (effective 2026-04-01).

“On April 1, 2026 (the “Closing Date”), Norfolk Southern Corporation (the “Company”), through its wholly-owned freight railroad subsidiary Norfolk Southern Railway Company (“NSRC”), entered into certain amended and restated agreements to renew the lease of its corporate headquarters building located at 650 West Peachtree Street NW, Atlanta, Georgia (the “Building”) for an additional five-year term.”

Claude Mongeau resigned as Chair of the Board of Directors at NORFOLK SOUTHERN CORP.

“On June 2, 2025, Claude Mongeau, Chair of the Board of Directors (the “Board”) of Norfolk Southern Corporation (the “Company”) resigned from the Board for personal reasons.”

NORFOLK SOUTHERN CORP incurred senior notes of $400,000,000 aggregate principal amount with BofA Securities, Inc., SMBC Nikko Securities America, Inc. and Wells Fargo Securities, LLC at 5.100% per annum maturing 2035.

“On May 2, 2025, Norfolk Southern Corporation (the "Registrant") completed its offering of $400,000,000 aggregate principal amount of its 5.100% Senior Notes due 2035 (the "Notes") pursuant to an Underwriting Agreement, dated April 28, 2025 (the "Agreement"), by and among the Registrant and BofA Securities, Inc., SMBC Nikko Securities America, Inc. and Wells Fargo Securities, LLC, as representatives of the several underwriters named therein.”

Lori J. Ryerkerk was elected as Director at NORFOLK SOUTHERN CORP.

“On January 27, 2025, the Board of Directors (the “Board”) of Norfolk Southern Corporation (the “Company”) elected Lori J. Ryerkerk to serve as a member of the Board of the Company.”

Alan H. Shaw resigned as Director at NORFOLK SOUTHERN CORP.

“On September 30, 2024, Alan H. Shaw confirmed his resignation from the Board of Directors of Norfolk Southern Corporation, effective immediately.”

Jason A. Zampi was appointed as Executive Vice President, Chief Financial Officer and Treasurer at NORFOLK SOUTHERN CORP.

“On September 24, 2024, the Board of Directors (the “Board”) of Norfolk Southern Corporation (the “Company”) appointed Jason A. Zampi, the current Acting Chief Financial Officer, as Executive Vice President, Chief Financial Officer and Treasurer (“CFO”).”

Jason A. Zampi was appointed as Acting Chief Financial Officer at NORFOLK SOUTHERN CORP.

“Jason A. Zampi, the current Senior Vice President Finance & Treasurer, is being appointed as the Acting Chief Financial Officer of the Company, effective immediately.”

Mark R. George changed role as President and Chief Executive Officer at NORFOLK SOUTHERN CORP.

“Mark R. George, the current Executive Vice President and Chief Financial Officer of the Company, has been appointed as President and Chief Executive Officer of the Company, as a member of the Board and as a member of the Executive Committee of the Board, effective immediately.”

Alan H. Shaw was terminated as President and Chief Executive Officer at NORFOLK SOUTHERN CORP.

“terminated Alan H. Shaw, President and Chief Executive Officer of the Company, in connection with preliminary findings from an ongoing investigation conducted by independent counsel that determined Shaw violated Company policies by engaging in a consensual relationship with the Company’s Chief Legal Officer.”

NORFOLK SOUTHERN CORP shareholders approved Ancora Bylaw Proposal to repeal any provision or amendment of Norfolk Southern’s Bylaws Adopted by the Board Without Shareholder Approval After July 25, 2023 at the 2024-05-09 meeting.

“Proposal 5 – Ancora Bylaw Proposal to repeal any provision or amendment of Norfolk Southern’s Bylaws Adopted by the Board Without Shareholder Approval After July 25, 2023 Shareholders approved a proposal submitted by Ancora Group to repeal any provision or amendment of Norfolk Southern’s Bylaws adopted by the Board without shareholder approval after July 25, 2023, by the following count: Votes For Votes Against Abstentions Broker Non-Votes 105,852,005 66,786,301 4,862,233 5,384,701”

NORFOLK SOUTHERN CORP shareholders rejected Shareholder Proposal Regarding an Annual Report on Lobbying Activities, Policies, and Communications at the 2024-05-09 meeting.

“Proposal 4 – Shareholder Proposal Regarding an Annual Report on Lobbying Activities, Policies, and Communications Shareholder did not approve the shareholder proposal, by the following count: Votes For Votes Against Abstentions Broker Non-Votes 67,237,257 105,805,718 4,457,564 5,384,701”

NORFOLK SOUTHERN CORP shareholders rejected Advisory Resolution on Executive Compensation at the 2024-05-09 meeting.

“Proposal 3 – Advisory Resolution on Executive Compensation (“Say on Pay”) Shareholders did not approve the advisory resolution on executive compensation, by the following count: Votes For Votes Against Abstentions Broker Non-Votes 47,617,715 122,902,245 6,980,579 5,384,701”

NORFOLK SOUTHERN CORP shareholders approved Ratification of Appointment of Independent Registered Public Accounting Firm at the 2024-05-09 meeting.

“Proposal 2 – Ratification of Appointment of Independent Registered Public Accounting Firm Shareholders ratified the appointment of KPMG LLP as the Corporation’s independent registered public accounting firm for the year ending December 31, 2024, by the following count: Votes For Votes Against Abstentions 172,513,214 9,428,447 943,579”

NORFOLK SOUTHERN CORP shareholders approved Election of Directors at the 2024-05-09 meeting.

“The thirteen directors elected at the Annual Meeting to serve for a one-year term, are Richard H. Anderson, William Clyburn, Jr., Philip S. Davidson, Francesca A. DeBiase, Marcela E. Donadio, Sameh Fahmy, Mary Kathryn “Heidi” Heitkamp, John C. Huffard, Jr., Christopher T. Jones, Thomas C. Kelleher, Gilbert Lamphere, Claude Mongeau, and Alan H. Shaw.”

NORFOLK SOUTHERN CORP reported financial results for first quarter 2024.

“Norfolk Southern confirms first quarter 2024 results in-line with preliminary release”

NORFOLK SOUTHERN CORP reported first quarter 2024 results: revenue $3,004 million, EPS $0.23. Guidance reaffirmed.

“(NYSE: NSC) announced Tuesday preliminary first quarter 2024 financial results. Preliminary first quarter 2024 results GAAP Results Adjusted Results Railway operating revenues $ 3,004 million $ 3,004 million Railway operating expenses $ 2,791 million $ 2,100 million Income from railway operations $ 213 million $ 904 million Operating ratio 92.9 % 69.9 % Diluted”

Paul B. Duncan departed as Executive Vice President & Chief Operating Officer at NORFOLK SOUTHERN CORP.

“The Company also announced that Paul B. Duncan will depart from his position as Executive Vice President & Chief Operating Officer of the Company, effective March 31, 2024.”

John Orr was appointed as Executive Vice President & Chief Operating Officer at NORFOLK SOUTHERN CORP.

“On March 18, 2024, Board of Directors Norfolk Southern Corporation (the “Company”) appointed John Orr as Executive Vice President & Chief Operating Officer, effective March 20, 2024.”

Ann A. Adams departed as Executive Vice President and Chief Transformation Officer at NORFOLK SOUTHERN CORP.

“On February 1, 2024, Norfolk Southern Corporation (the “Company”) announced that Ann A. Adams will be leaving her position as Executive Vice President and Chief Transformation Officer of the Company, effective March 16, 2024 (the “Transition Date”).”

NORFOLK SOUTHERN CORP incurred term loan of $1,000 million with Bank of America, N.A. maturing 364-day.

“The Term Loan Credit Agreement establishes a 364-day, $1,000 million, unsecured delayed draw term loan facility under which the Registrant can borrow for general corporate purposes.”

NORFOLK SOUTHERN CORP incurred revolving credit of $800 million with Wells Fargo Bank, N.A. maturing 5-year.

“The New Revolving Credit Agreement establishes a 5-year, $800 million, unsecured revolving credit facility under which the Registrant can borrow (i) to refinance the Existing Revolving Credit Agreement (as defined below), (ii) to pay fees, commissions and expenses in connection with the New Revolving Credit Agreement and (iii) for general corporate purposes.”

NORFOLK SOUTHERN CORP reported financial results for full-year 2023.

“Norfolk Southern reports fourth quarter and full-year 2023 results”

NORFOLK SOUTHERN CORP reported financial results for fourth quarter 2023.

“Norfolk Southern reports fourth quarter and full-year 2023 results”

NORFOLK SOUTHERN CORP incurred senior notes of $600,000,000 aggregate principal amount of its 5.950% Senior Notes due 2064 with Citigroup Global Markets Inc., Goldman Sachs & Co. LLC and U.S. Bancorp Investments, Inc., as representatives at 5.950% per annum maturing 2064.

“he Registrant and Citigroup Global Markets Inc., Goldman Sachs & Co. LLC and U.S. Bancorp Investments, Inc., as representatives of”

NORFOLK SOUTHERN CORP incurred senior notes of $400,000,000 aggregate principal amount of its 5.550% Senior Notes due 2034 with Citigroup Global Markets Inc., Goldman Sachs & Co. LLC and U.S. Bancorp Investments, Inc., as representatives at 5.550% per annum maturing 2034.

“completed its offering of $400,000,000 aggregate principal amount of its 5.550% Senior Notes due 2034”

NORFOLK SOUTHERN CORP entered into Underwriting Agreement with Citigroup Global Markets Inc., Goldman Sachs & Co. LLC and U.S. Bancorp Investments, Inc. valued at $1,000,000,000 aggregate principal amount of Notes (i) $400,000,000 5.550% Senior Notes due 2034 and (effective 2023-11-20).

“On November 20, 2023, Norfolk Southern Corporation (the "Registrant") entered into an Underwriting Agreement (the "Underwriting Agreement") with Citigroup Global Markets Inc., Goldman Sachs & Co. LLC and U.S. Bancorp Investments, Inc., as representatives of the several underwriters named therein, to issue and sell (i) $400,000,000 aggregate principal amount of the Registrant's 5.550% Senior Notes due 2034 (the "2034 Notes") at a public offering price equal to 99.985% of the aggregate principal amount of the 2034 Notes and (ii) $600,000,000 aggregate principal amount of the Registrant's 5.950% Senior Notes due 2064 (the "2064 Notes" and, together with the 2034 Notes, the "Notes") at a public offering price equal to 99.721% of the aggregate principal amount of the 2064 Notes (the "Offering").”

NORFOLK SOUTHERN CORP reported third quarter 2023 results: revenue $3.0 billion, net income $478 million, EPS $2.10.

“the safe, reliable, and resilient railroad our customers and shareholders expect, and we have an incredibly bright future.” Third Quarter Summary · Railway operating revenues of $3.0 billion, down $372 million, or 11%, compared to third quarter 2022. · Income from railway operations was $756 million inclusive of a $163 million charge associated with the Eastern Ohio”

NORFOLK SOUTHERN CORP incurred senior notes of $600,000,000 aggregate principal amount of its 5.050% Senior Notes due 2030 and $1,000,000,000 aggregate principal amoun with BofA Securities, Inc., Morgan Stanley & Co. LLC and Wells Fargo Securities, LLC as representatives of the several underwriters at 5.050% per annum for the 2030 Notes and 5.350% per annum for the 2054 Notes maturing 2030 Notes due 2030 and 2054 Notes due 2054.

“On August 2, 2023, Norfolk Southern Corporation (the “Registrant”) completed its offering of $600,000,000 aggregate principal amount of its 5.050% Senior Notes due 2030 (the “2030 Notes”) and $1,000,000,000 aggregate principal amount of its 5.350% Senior Notes due 2054 (the “2054 Notes” and, together with the 2030 Notes, the “Notes”) pursuant to an Underwriting Agreement, dated July 31, 2023”

NORFOLK SOUTHERN CORP entered into Underwriting Agreement with BofA Securities, Inc., Morgan Stanley & Co. LLC and Wells Fargo Securities, LLC, as representatives of the several underwriters named therein valued at $600,000,000 aggregate principal amount of the Registrant's 5.050% Senior Notes due 2030 ... and $1, (effective 2023-07-31).

“On July 31, 2023, Norfolk Southern Corporation (the “Registrant”) entered into an Underwriting Agreement (the “Underwriting Agreement”) with BofA Securities, Inc., Morgan Stanley & Co. LLC and Wells Fargo Securities, LLC, as representatives of the several underwriters named therein, to issue and sell (i) $600,000,000 aggregate principal amount of the Registrant’s 5.050% Senior Notes due 2030 (the “2030 Notes”) at a public offering price equal to 99.796% of the aggregate principal amount of the 2030 Notes and (ii) $1,000,000,000 aggregate principal amount of the Registrant’s 5.350% Senior Notes due 2054 (the “2054 Notes” and, together with the 2030 Notes, the “Notes”) at a public offering price equal to 99.416% of the aggregate principal amount of the 2054 Notes (the “Offering”).”

NORFOLK SOUTHERN CORP reported second quarter 2023 results: revenue $3.0 billion, EPS $1.56.

“to our long-term strategy and are positioning our franchise to take on volume growth and deliver for our customers.” Second Quarter Summary · Railway operating revenues of $3.0 billion, down 8%, or $270 million, compared to second quarter 2022. · Income from railway operations in the second quarter 2023 was $576 million including a $416 million charge”

Francesca A. DeBiase was elected as Director at NORFOLK SOUTHERN CORP.

“On July 19, 2023, the Board of Directors of Norfolk Southern Corporation elected Philip S. Davidson and Francesca A. DeBiase to serve as Directors on the Board of Directors of Norfolk Southern Corporation.”

Philip S. Davidson was elected as Director at NORFOLK SOUTHERN CORP.

“On July 19, 2023, the Board of Directors of Norfolk Southern Corporation elected Philip S. Davidson and Francesca A. DeBiase to serve as Directors on the Board of Directors of Norfolk Southern Corporation.”

NORFOLK SOUTHERN CORP shareholders approved Advisory resolution on the frequency of the executive compensation resolution.

“In light of the results with respect to the advisory resolution on the frequency of the executive compensation resolution, the Corporation’s Board of Directors decided that the Corporation will include an advisory resolution on executive compensation in the Corporation’s proxy materials on an annual basis.”

NORFOLK SOUTHERN CORP incurred credit facility of $100 million at Daily Simple SOFR.

“On February 14, 2023, TFI provided notice to the lenders under the Facility of its request to borrow $100 million as of February 17, 2023 (the "Investment Date"), which will bring its aggregate borrowings under the Facility to $200 million”

NORFOLK SOUTHERN CORP incurred senior notes of $500,000,000 aggregate principal amount with Citigroup Global Markets Inc., Goldman Sachs & Co. LLC and U.S. Bancorp Investments, Inc., as representatives of the several underwriters at 4.450% per annum maturing 2033.

“completed its offering of $500,000,000 aggregate principal amount of its 4.450% Senior Notes due 2033”

NORFOLK SOUTHERN CORP entered into Underwriting Agreement with Citigroup Global Markets Inc., Goldman Sachs & Co. LLC and U.S. Bancorp Investments, Inc., as representatives of the several underwriters named therein valued at $500,000,000 aggregate principal amount (effective 2023-01-26).

“On January 26, 2023, Norfolk Southern Corporation (the “Registrant”) entered into an Underwriting Agreement (the “Underwriting Agreement”) with Citigroup Global Markets Inc., Goldman Sachs & Co. LLC and U.S. Bancorp Investments, Inc., as representatives of the several underwriters named therein, to issue and sell $500,000,000 aggregate principal amount of the Registrant’s 4.450% Senior Notes due 2033 (the “Notes”) at a public offering price equal to 99.650% of the aggregate principal amount of the Notes (the “Offering”).”

NORFOLK SOUTHERN CORP reported full-year 2022 results: revenue $12.7 billion, EPS $13.88.

“Railway operating revenues were a record $12.7 billion in 2022, up 14%, or $1.6 billion, compared with 2021, driven by an 18% increase revenue per unit.”

NORFOLK SOUTHERN CORP reported fourth quarter 2022 results: revenue $3.2 billion, EPS $3.42.

“Fourth quarter railway operating revenue was $3.2 billion, up 13%, and income from railway operations was $1.2 billion, up 5%.”

James A. Squires departed as Director at NORFOLK SOUTHERN CORP.

“On January 24, 2023, James A. Squires, a member of the Board of Directors and former Chief Executive Officer of the Registrant, notified the Board that he will not stand for re-election to the Board at the Registrant’s 2023 annual meeting of shareholders.”

NORFOLK SOUTHERN CORP entered into Asset Purchase and Sale Agreement with the Board of Trustees of the Cincinnati Southern Railway valued at approximately $1.62 billion (effective 2022-11-21).

“On November 21, 2022, Norfolk Southern Railway Company (“NSR”), a wholly owned subsidiary of Norfolk Southern Corporation (the “Registrant”), and The Cincinnati, New Orleans and Texas Pacific Railway Company (“CNO&TP”), a wholly-owned subsidiary of NSR, entered into an Asset Purchase and Sale Agreement (“Purchase Agreement”) with the Board of Trustees of the Cincinnati Southern Railway (the “Trustees”) pursuant to which the Trustees agree to sell, and NSR agrees to purchase, (i) approximately 337 miles of railway line that extends from Cincinnati, Ohio to Chattanooga, Tennessee known as the Cincinnati Southern Railway currently operated by CNO&TP under a lease agreement expiring in 2026, and (ii) certain associated real and personal property for a cash purchase price of approximately $1.62 billion, subject to certain adjustments.”

Paul B. Duncan was appointed as Executive Vice President and Chief Operating Officer at NORFOLK SOUTHERN CORP.

“On November 10, 2022, the Company’s Board of Directors appointed Paul B. Duncan as Executive Vice President and Chief Operating Officer, effective January 1, 2023.”

Cynthia Sanborn departed as Executive Vice President and Chief Operating Officer at NORFOLK SOUTHERN CORP.

“Cynthia Sanborn will depart from her position as Executive Vice President and Chief Operating Officer, effective January 1, 2023.”

Alan H. Shaw was appointed as Chief Executive Officer at NORFOLK SOUTHERN CORP.

“the Board, appointed Alan H. Shaw as Chief Executive Officer ('CEO'), effective May 1, 2022.”

Claiborne L. "Clay" Moore was elected as Vice President and Controller at NORFOLK SOUTHERN CORP.

“On February 9, 2022, the Board of Directors elected Claiborne L. “Clay” Moore, Vice President and Controller of Norfolk Southern Corporation (the "Company"), effective March 1, 2022.”