Filing Details

Accession Number:
0001567619-20-008780
Form Type:
4
Zero Holdings:
No
Publication Time:
2020-05-01 16:06:32
Reporting Period:
2020-04-29
Accepted Time:
2020-05-01 16:06:32
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
277948 Csx Corp CSX Railroads, Line-Haul Operating (4011) 621051971
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1413084 C Paul Hilal 712 Fifth Avenue, Suite 17F
New York NY 10019
Yes No No No
Reported Non-Derivative Transactions
Sec. Name Acquisiton - Disposition Date Amount Price Remaning Holdings Equity Swap Involved Form Type Code Nature of Ownership Explanation
Common Stock Disposition 2020-04-29 700,000 $68.31 2,625,079 No 4 S Indirect See footnotes
Common Stock Disposition 2020-04-29 25,000 $0.00 2,600,079 No 4 J Indirect See footnotes
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 S Indirect See footnotes
No 4 J Indirect See footnotes
Reported Non-Derivative Holdings
Sec. Name Remaning Holdings Nature of Ownership Explanation
Common Stock 10,489 Direct
Footnotes
  1. Reflects sales by MR GP HoldCo MM LLC, an entity controlled by Paul C. Hilal and which holds shares of the Issuer on behalf of Mr. Hilal and certain family members and trusts. Mr. Hilal retains approximately 80% of his ownership and remains fully engaged and committed to supporting the Board and the Issuer. Mr. Hilal has no current plans to cause the sale of any additional shares he controls in the Issuer, although he reserves the right to do so in his discretion.
  2. Weighted average sale price for multiple trades at prices ranging from $67.79 to $68.73. Mr. Hilal hereby undertakes to provide, upon request by the staff of the Securities and Exchange Commission, the Issuer or a security holder of the Issuer, full information regarding the number of shares sold at each separate price.
  3. By virtue of Mr. Hilal's position as ultimately controlling various entities that hold shares in the Issuer, Mr. Hilal may be deemed to be the beneficial owner of these shares for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934 (the "Exchange Act"). Mr. Hilal disclaims beneficial ownership of any of these shares, except to the extent of any pecuniary interest therein.
  4. Mr. Hilal continues to serve as a director and as Vice Chairman of the Board of the Issuer and as a result, the entities listed in these notes are directors by deputization for purposes of Section 16 of the Exchange Act.
  5. Reflects distributions by MR Employee Incentive Pool LLC, an entity controlled by Mr. Hilal and which holds shares of the Issuer on behalf of certain employees of Mantle Ridge LP, to those employees. No consideration was paid in connection with these distributions.