Mark R. George - 26 Jan 2026 Form 4 Insider Report for NORFOLK SOUTHERN CORP (NSC)

Role: President & CEO, Director
Signature: J. Jeremy Ballard via P.O.A. for Mark R. George
Issuer symbol: NSC
Transactions as of: 26 Jan 2026
Net transactions value: -$158,478
Form type: 4
Filing time: 28 Jan 2026, 18:38:40 UTC
Previous filing: 16 Sep 2025
Next filing: 03 Feb 2026
SEC: View on sec.gov

Reporting Owners (1)

Name	Relationship	Address	Signature	Signature date	CIK
George Mark R	President & CEO, Director	650 W PEACHTREE ST NW, ATLANTA	J. Jeremy Ballard via P.O.A. for Mark R. George	28 Jan 2026	0001793198

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	NSC	Common Stock	Options Exercise	$0	+625	+3.5%	$0.000000	18,691	26 Jan 2026	Direct	F1
transaction	NSC	Common Stock	Tax liability	$70,637	-245	-1.3%	$288.31	18,446	26 Jan 2026	Direct
transaction	NSC	Common Stock	Options Exercise	$0	+775	+4.2%	$0.000000	19,221	27 Jan 2026	Direct	F2
transaction	NSC	Common Stock	Tax liability	$87,841	-303	-1.6%	$289.90	18,918	27 Jan 2026	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
transaction	NSC	Restricted Stock Units	Options Exercise		-625	-3.4%		17,785	26 Jan 2026	Common Stock	625		Direct	F1
transaction	NSC	Restricted Stock Units	Options Exercise		-775	-4.4%		17,010	27 Jan 2026	Common Stock	775		Direct	F2

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

Explanation of Responses:

Id	Content
F1	Reports the number of Restricted Stock Units, exempt under Section 16(b), granted and credited to the account of the reporting person on January 26, 2023, 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 ultimately will be settled in Common Stock, vesting ratably in four annual installments beginning on the first anniversary of the grant date. This distribution represents the third of four installments.
F2	Reports the number of Restricted Stock Units, exempt under Section 16(b), granted and credited to the account of the reporting person on January 27, 2022, 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 ultimately will be settled in Common Stock, vesting ratably in four annual installments beginning on the first anniversary of the grant date. This distribution represents the fourth of four installments.

Content

Reports the number of Restricted Stock Units, exempt under Section 16(b), granted and credited to the account of the reporting person on January 26, 2023, 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 ultimately will be settled in Common Stock, vesting ratably in four annual installments beginning on the first anniversary of the grant date. This distribution represents the third of four installments.

Reports the number of Restricted Stock Units, exempt under Section 16(b), granted and credited to the account of the reporting person on January 27, 2022, 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 ultimately will be settled in Common Stock, vesting ratably in four annual installments beginning on the first anniversary of the grant date. This distribution represents the fourth of four installments.