Paul B. Duncan - Jan 1, 2023 Form 3 Insider Report for NORFOLK SOUTHERN CORP (NSC)

Signature
Denise W. Hutson via P.O.A. for Paul B. Duncan
Stock symbol
NSC
Transactions as of
Jan 1, 2023
Transactions value $
$0
Form type
3
Date filed
1/6/2023, 04:03 PM
Next filing
Jan 30, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
holding NSC Common Stock 4 Jan 1, 2023 Direct F1

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 2022) Jan 1, 2023 Common Stock 270 $225.01 Direct F2
holding NSC Restricted Stock Units Jan 1, 2023 Common Stock 750 Direct F3, F4
holding NSC Restricted Stock Units Jan 1, 2023 Common Stock 3.01K Direct F4, F5
holding NSC Restricted Stock Units Jan 1, 2023 Common Stock 210 Direct F3, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 On November 10, 2022, the Corporation's Board of Directors elected the reporting person to his current position and designated him an "Executive Officer" for purposes of Section 16, effective January 1, 2023. Accordingly, this Form 3 reports the reporting person's direct and indirect holdings of Common Stock and derivative securities on the effective date of his designation.
F2 Employee stock options (right to buy) granted under the Norfolk Southern Corporation Long-Term Incentive Plan.
F3 These Units will vest ratably in four annual installments.
F4 Reports the total number of Restricted Stock Units granted to 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 will ultimately be satisfied in shares of Norfolk Southern Corporation Common Stock.
F5 These Units will vest ratably in two annual installments.

Remarks:

duncanpoa.txt