Norfolk Southern Files Proxy Materials

TL;DR

NS proxy filing is in, shareholders vote soon.

AI Summary

Norfolk Southern Corporation filed a Definitive Additional Materials proxy statement on May 1, 2024. The filing includes information related to the company's proxy statement and was made in accordance with Section 14(a) of the Securities Exchange Act of 1934. Key personnel mentioned include John Orr, Chief Operating Officer, and Chris Ceraso, Vice President, Integrated Resource Planning.

Why It Matters

This filing is important for shareholders as it contains information related to voting rights and corporate governance decisions for Norfolk Southern Corporation.

Risk Assessment

Risk Level: low — This is a routine proxy filing and does not indicate any immediate financial or operational risks.

Key Players & Entities

• Norfolk Southern Corporation (company) — Registrant
• John Orr (person) — Chief Operating Officer
• Chris Ceraso (person) — Vice President, Integrated Resource Planning
• 0001193125-24-126175 (filing_id) — Accession Number

FAQ

Filing Documents

• d836112ddefa14a.htm (DEFA14A) — 148KB
• g836112g0501065637885.jpg (GRAPHIC) — 62KB
• g836112g0501065638336.jpg (GRAPHIC) — 92KB
• g836112g0501065638717.jpg (GRAPHIC) — 48KB
• g836112g0501065639230.jpg (GRAPHIC) — 74KB
• g836112g0501065639560.jpg (GRAPHIC) — 31KB
• g836112g0501065639846.jpg (GRAPHIC) — 19KB
• g836112g0501065640177.jpg (GRAPHIC) — 38KB
• g836112g0501065640522.jpg (GRAPHIC) — 48KB
• g836112g0501065640884.jpg (GRAPHIC) — 46KB
• g836112g0501065641239.jpg (GRAPHIC) — 28KB
• 0001193125-24-126175.txt ( ) — 820KB

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. On April 29, 2024, John Orr, Chief Operating Officer, and Chris Ceraso, Vice President, Integrated Resource Planning, at Norfolk Southern Corporation (NSC) participated in a fireside chat with Thomas Wadewitz at UBS Securities LLC. A copy of the transcript for the conversation can be found below and may be used in whole or in part in future communications by NSC: UBS Fireside Chat Conference | 4.29.24 MANAGEMENT DISCUSSION SECTION Thomas Wadewitz Analyst, UBS Securities LLC Good morning, everyone. My name is Tom Wadewitz, Im a Transports Analyst for US freight transports at UBS. It is a pleasure to have John Orr, who is Chief Operating Officer for Norfolk Southern with me. We also have Luke Nichols and Chris Ceraso in the room with us so they can provide us some support on some of the numbers and input as appropriate. First, Im going to read a disclaimer, and then after that, were going to get into the fireside chat. And so let me just take care of that. As a research analyst, Im required to provide certain disclosures relating to the nature of my own relationship and that of UBS with any company on which I express a view today. These disclosures are available at www.ubs.com/disclosures. Alternatively, please reach out to me and I can provide them to you after the call. So, John, thanks so much for joining us. This is great. I appreciate the time. QUESTION AND ANSWER SECTION Thomas Wadewitz Analyst, UBS Securities LLC Q Maybe just to start with, can you give us some thoughts on I think people know your background at a high level, but maybe what youve done and what you think is particularly relevant in your experience and as your task at Norfolk Southern. John F. Orr Chief Operating Officer & Executive Vice President, Norfolk Southern Corp. A Thank you, Tom. Its awesome to be here today in New York. Its a beautiful day outside. Its a great day for railroading across the eastern United States. And our numbers are showing that our service is improving, velocity is improving, and our dwell throughout our terminals are improving so much that our customers are writing us emails and saying thank you for the engagement. So its a pleasure to be here. But yeah, Ive got a long history. Ive been in the rail industry for over 40 years. I spent most of that at Canadian National. And for the people who know me, youll recall I spent about 17 years of the first part of my career in the crafts as a conductor and a locomotive engineer and [ph] ER master (00:02:17). And for about 15 of those years, I was a local Chairman and provincial level union representative for the United Transportation Union. And subsequent to me leaving the crafts, I have worked across Canada, mostly in the east where I spent six years in Western Canada in British Columbia and Alberta, both regionally, and as a Network Vice President in the west. And then the rest of the time, I was back in Eastern Canada as a Regional Vice President and a Senior Vice President in the US for about five years. And after that, of course, I spent some time in Turkey rebuilding a new intermodal platform and a new intermodal systems and delivery capability that really disconnected and de-carbonized some of the traffic moving around in Germany and Austria. And then, fortunately, I was able to come to KCS six days after my non-compete was over, and Pat Ottensmeyer brought me on to bring service back into alignment, create a better cost structure and really prepare the company for the merger. And so I think everything counts, but certainly, the most recent preparation for STB, designing the operating plan for KCS, CPKC rather, in preparation for a lot of the STB hearings, and of course, for the merger. It was pretty germane because Id incorporated not only the Western Canada end-to-end bulk environment that resides in Canada that I had specialized at CN, but also the industrial complex and creating more value in downstream impact as the two companies came together and we were able to really have material improvements in our terminals and our terminal capabilities. And you see that in the Shreveport numbers and

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View this DEFA14A filing on SEC EDGAR