Norfolk Southern Files Proxy Materials

Ticker: NSC · Form: DEFA14A · Filed: Apr 15, 2024 · CIK: 702165

Sentiment: neutral

Topics: proxy-filing, shareholder-meeting, corporate-governance

TL;DR

NS filed proxy docs, shareholders vote soon. Check your email.

AI Summary

Norfolk Southern Corporation filed a Definitive Additional Materials (DEFA14A) proxy statement on April 15, 2024, related to materials made available on their website starting April 12, 2024. This filing concerns proxy materials for the company, which operates as a line-haul railroad. The filing fee was not required.

Why It Matters

This filing is important for shareholders as it contains information related to voting on corporate matters, potentially including director elections and executive compensation, which can impact the company's future direction and shareholder value.

Risk Assessment

Risk Level: low — This is a routine proxy filing and does not contain new financial information or significant corporate actions that would immediately impact stock price.

Key Players & Entities

FAQ

What type of filing is this DEFA14A for Norfolk Southern Corporation?

This is a Definitive Additional Materials (DEFA14A) filing, indicating it contains proxy materials that have been made available to shareholders.

When were the proxy materials made available to shareholders?

The communication was made available on Norfolk Southern's website beginning on April 12, 2024.

What is Norfolk Southern Corporation's primary business?

Norfolk Southern Corporation operates in the Railroads, Line-Haul Operating industry, as indicated by its Standard Industrial Classification code [4011].

Was there a filing fee required for this DEFA14A?

No, the filing indicates that no fee was required for this filing.

What is the fiscal year end for Norfolk Southern Corporation?

The fiscal year end for Norfolk Southern Corporation is December 31st.

Filing Stats: 743 words · 3 min read · ~2 pages · Grade level 17.7 · Accepted 2024-04-12 20:06:56

Filing Documents

From the Filing

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Exchange Act of 1934 (Amendment No. ) Filed by the Registrant Filed by a Party other than the Registrant Check the appropriate box: Preliminary Proxy Statement CONFIDENTIAL, FOR USE OF THE COMMISSION ONLY (AS PERMITTED BY RULE 14a-6(e)(2)) Definitive Proxy Statement Definitive Additional Materials Soliciting Material Under Rule 14a-12 Norfolk Southern Corporation (Name of Registrant as Specified In Its Charter) (Name of Person(s) Filing Proxy Statement, if Other than the Registrant) Payment of Filing Fee (Check the appropriate box): No fee required. Fee paid previously with preliminary materials. Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11. The following communication was made available on Norfolk Southerns website beginning on April 12, 2024. ### Important Additional Information and Where to Find It The Company has filed a definitive proxy statement (the 2024 Proxy Statement) on Schedule 14A and a WHITE proxy card with the Securities and Exchange Commission (the SEC) in connection with the solicitation of proxies for its 2024 Annual Meeting of Shareholders (the 2024 Annual Meeting). SHAREHOLDERS ARE STRONGLY ADVISED TO READ THE COMPANYS 2024 PROXY Proxy Statement, any amendments or supplements to the 2024 Proxy Statement and other documents that the Company files with the SEC from the SECs website at www.sec.gov or the Companys website at https://norfolksouthern.investorroom.com as soon as reasonably practicable after such materials are electronically filed with, or furnished to, the SEC. Certain Information Regarding Participants in Solicitation The Company, its directors and certain of its executive officers and employees may be deemed participants in the solicitation of proxies from shareholders in connection with the matters to be considered at the 2024 Annual Meeting. Information regarding the direct and indirect interests, by security holdings or otherwise, of the persons who may, under the rules of the SEC, be considered participants in the solicitation of shareholders in connection with the 2024 Annual Meeting is included in Norfolk Southerns 2024 Proxy Statement, filed with the SEC on March 20, 2024. To the extent holdings by our directors and executive officers of Norfolk Southern securities reported in the 2024 Proxy Statement for the 2024 Annual Meeting have changed, such changes have been or will be reflected on Statements of Change of Ownership on Forms 3, 4 or 5 filed with the SEC. These documents are available free of charge as described above. Cautionary Statement on Forward-Looking Statements Certain statements in this communication are forward-looking statements within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995, as amended. These statements relate to future events or our future financial performance, including statements relating to our ability to execute on our strategic plan and our 2024 Annual Meeting and involve known and unknown risks, uncertainties, and other factors that may cause our actual results, levels of activity, performance, or our achievements or those of our industry to be materially different from those expressed or implied by any forward-looking statements. In some cases, forward-looking statements may be identified by the use of words like may, will, could, would, should, expect, plan, anticipate, intend, believe, estimate, project, consider, predict, potential, feel, or other comparable terminology. The Company has based these forward-looking statements on its current expectations, assumptions, estimates, beliefs, and projections. While the Company believes these expectations, assumptions, estimates, and projections are reasonable, such forward-looking statements are only predictions and involve known and unknown risks and uncertainties, many of which involve factors or circumstances that are beyond the Companys control. These and other important factors, including those discussed under Risk Factors in our Annual Report on Form 10-K for the year ended December 31, 2023, as well as the Companys subsequent filings with the SEC, may cause actual results, performance, or achievements to differ materially from those expressed or implied by these forward-looking statements. The forward-looking statements herein are made only as of the date they were first issued, and unless otherwise required by applicable securities laws, the Company disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise.

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