Alan H. Shaw - Jun 1, 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: Jun 1, 2023
Transactions value $: -$419,100
Form type: 4
Date filed: 6/2/2023, 06:51 PM
Previous filing: May 2, 2023
Next filing: Aug 1, 2023

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	NSC	Common Stock	Sale	-$419K	-2K	-6.12%	$209.55	30.7K	Jun 1, 2023	Direct	F1
holding	NSC	Common Stock						1.85K	Jun 1, 2023	By 401(k) Plan	F2

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

Transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

Explanation of Responses:

Id	Content
F1	Shares sold pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on May 12, 2022.
F2	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 June 1, 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.

Content

Shares sold pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on May 12, 2022.

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 June 1, 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.