Alan H. Shaw - Jan 27, 2023 Form 4 Insider Report for NORFOLK SOUTHERN CORP (NSC)

Role
President & CEO, Director
Signature
Denise W. Hutson via P.O.A. for Alan H. Shaw
Stock symbol
NSC
Transactions as of
Jan 27, 2023
Transactions value $
-$317,626
Form type
4
Date filed
1/31/2023, 06:34 PM
Previous filing
Jan 30, 2023
Next filing
Mar 3, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction NSC Common Stock Options Exercise $0 +1.27K +3.84% $0.00 34.2K Jan 27, 2023 Direct F1
transaction NSC Common Stock Tax liability -$126K -521 -1.52% $241.20 33.7K Jan 27, 2023 Direct
transaction NSC Common Stock Options Exercise $0 +709 +2.1% $0.00 34.4K Jan 28, 2023 Direct F2
transaction NSC Common Stock Options Exercise $0 +622 +1.81% $0.00 35K Jan 28, 2023 Direct F3
transaction NSC Common Stock Tax liability -$63.6K -266 -0.76% $239.06 34.8K Jan 28, 2023 Direct
transaction NSC Common Stock Tax liability -$72.7K -304 -0.87% $239.06 34.5K Jan 28, 2023 Direct
transaction NSC Common Stock Options Exercise $0 +545 +1.58% $0.00 35K Jan 30, 2023 Direct F4
transaction NSC Common Stock Tax liability -$55.7K -233 -0.67% $239.06 34.8K Jan 30, 2023 Direct
holding NSC Common Stock 1.81K Jan 27, 2023 By 401(k) Plan F5

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction NSC Restricted Stock Units Options Exercise -1.27K -7.17% 16.4K Jan 27, 2023 Common Stock 1.27K Direct F1
transaction NSC Restricted Stock Units Options Exercise -622 -3.8% 15.8K Jan 28, 2023 Common Stock 622 Direct F3
transaction NSC Restricted Stock Units Options Exercise -709 -4.5% 15K Jan 28, 2023 Common Stock 709 Direct F2
transaction NSC Restricted Stock Units Options Exercise -545 -3.62% 14.5K Jan 30, 2023 Common Stock 545 Direct F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 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. This distribution represents the first of four installments.
F2 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 fourth of four installments.
F3 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 second of four installments.
F4 Reports the number of Restricted Stock Units, exempt under Section 16(b), granted and credited to the account of the reporting person on January 30, 2020, 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.
F5 Represents the approximate number of shares of Common Stock estimated -- on the basis of the unit accounting system used by the Plan Administrator -- as of January 30, 2023, 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.