Thomas C. Kelleher - Sep 30, 2021 Form 4 Insider Report for NORFOLK SOUTHERN CORP (NSC)

Role: Director
Signature: Denise W. Hutson via P.O.A. for Thomas C. Kelleher
Stock symbol: NSC
Transactions as of: Sep 30, 2021
Transactions value $: $33,125
Form type: 4
Date filed: 10/1/2021, 01:36 PM
Previous filing: Aug 23, 2021
Next filing: Nov 23, 2021

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	Deferred Stock Units - Dir. Def. Fee Plan	Award	$33.1K	+138	+9.51%	$239.25	1.59K	Sep 30, 2021	Common Stock	138		Direct	F1

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

Explanation of Responses:

Id	Content
F1	Reports the number of deferred stock units credited to the reporting person's account in the Norfolk Southern Corporation Directors' Deferred Fee Plan in the form of a deemed reinvestment of dividends on deferred stock units held under the plan, calculated on the basis of the closing market value of the company's common stock on the dividend payment date. These units ultimately will be satisfied in cash, not in shares of common stock, upon the reporting person's retirement or at such other time as may be elected under the terms of the plan.

Content

Reports the number of deferred stock units credited to the reporting person's account in the Norfolk Southern Corporation Directors' Deferred Fee Plan in the form of a deemed reinvestment of dividends on deferred stock units held under the plan, calculated on the basis of the closing market value of the company's common stock on the dividend payment date. These units ultimately will be satisfied in cash, not in shares of common stock, upon the reporting person's retirement or at such other time as may be elected under the terms of the plan.