James A. Squires - Jan 27, 2022 Form 4 Insider Report for NORFOLK SOUTHERN CORP (NSC)

Role
Chairman and CEO, Director
Signature
Denise W. Hutson via P.O.A. for James A. Squires
Stock symbol
NSC
Transactions as of
Jan 27, 2022
Transactions value $
-$3,415,432
Form type
4
Date filed
2/3/2022, 01:57 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 +29.5K +53.08% $0.00 85K Jan 27, 2022 Direct F1
transaction NSC Common Stock Tax liability -$3.42M -12.6K -14.82% $270.98 72.4K Jan 27, 2022 Direct
holding NSC Common Stock 166 Jan 27, 2022 By 401(k) Plan F2
holding NSC Common Stock 48.6K Jan 27, 2022 By Spouse
holding NSC Common Stock 11.6K Jan 27, 2022 By the E.H. Squires Irrevocable Trust F3
holding NSC Common Stock 11.6K Jan 27, 2022 By the M.O. Squires Irrevocable Trust F3

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 2011) 19K Jan 27, 2022 Common Stock 19K Direct F4
holding NSC Option (right to buy, granted 2012) 18K Jan 27, 2022 Common Stock 18K Direct F4
holding NSC Option (right to buy, granted 2015) 27.9K Jan 27, 2022 Common Stock 27.9K $104.23 Direct
holding NSC Option (right to buy, granted 2016) 105K Jan 27, 2022 Common Stock 105K $70.32 Direct
holding NSC Option (right to buy, granted 2017) 60.3K Jan 27, 2022 Common Stock 60.3K $120.25 Direct
holding NSC Option (right to buy, granted 2018) 26.1K Jan 27, 2022 Common Stock 26.1K $149.58 Direct
holding NSC Option (right to buy, granted 2019) 25.8K Jan 27, 2022 Common Stock 25.8K $165.79 Direct
holding NSC Option (right to buy, granted 2020) 22.5K Jan 27, 2022 Common Stock 22.5K $214.50 Direct
holding NSC Option (right to buy, granted 2021) 20.7K Jan 27, 2022 Common Stock 20.7K $241.79 Direct
holding NSC Option (right to buy, granted 2022) 16.5K Jan 27, 2022 Common Stock 16.5K $270.98 Direct
holding NSC Restricted Stock Units 22.3K Jan 27, 2022 Common Stock 22.3K Direct F5
* 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 Represents the approximate number of whole shares of Common Stock estimated -- on the basis of the unit accounting system used by the Plan Administrator -- as of March 5, 2020, 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.
F3 Represents shares held by irrevocable trust for the benefit of the reporting person's child. The reporting person's spouse is the trustee of the trust. The reporting person has no pecuniary interest or investment control over these shares.
F4 Reports the grant to the reporting person of an option to purchase shares of common stock under the Norfolk Southern Corporation Long-Term Incentive Plan (a 16b-3 plan).
F5 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.