Clyde H. Allison Jr - Jan 27, 2022 Form 4 Insider Report for NORFOLK SOUTHERN CORP (NSC)

Role: Vice President and Controller
Signature: Denise W. Hutson via P.O.A. for Clyde H. Allison Jr.
Stock symbol: NSC
Transactions as of: Jan 27, 2022
Transactions value $: -$59,345
Form type: 4
Date filed: 2/3/2022, 01:56 PM
Previous filing: Jan 27, 2022
Next filing: Feb 1, 2022

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	NSC	Common Stock	Award	$0	+787	+1.84%	$0.00	43.7K	Jan 27, 2022	Direct	F1
transaction	NSC	Common Stock	Tax liability	-$59.3K	-219	-0.5%	$270.98	43.5K	Jan 27, 2022	Direct

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
holding	NSC	Option (right to buy, granted 2014)						2.76K	Jan 27, 2022	Common Stock	2.76K	$94.17	Direct
holding	NSC	Option (right to buy, granted 2015)						2.72K	Jan 27, 2022	Common Stock	2.72K	$104.23	Direct
holding	NSC	Option (right to buy, granted 2016)						4.14K	Jan 27, 2022	Common Stock	4.14K	$70.32	Direct
holding	NSC	Option (right to buy, granted 2017)						2.19K	Jan 27, 2022	Common Stock	2.19K	$120.25	Direct
holding	NSC	Restricted Stock Units						2.36K	Jan 27, 2022	Common Stock	2.36K		Direct	F2

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

Explanation of Responses:

Id	Content
F1	Represents shares earned by the reporting person under the formula-based performance share feature of the Corporation's Long-Term Incentive plan (a Rule 16h-3 plan).
F2	Reports the number of Restricted Stock Units, exempt under Section 16(b), granted and credited to the account of the reporting person 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 vest ratably over four years from the grant date and ultimately will be settled in Common Stock.