Filing Details

Accession Number:
0001225208-20-008687
Form Type:
4
Zero Holdings:
No
Publication Time:
2020-06-08 08:05:56
Reporting Period:
2020-06-04
Accepted Time:
2020-06-08 08:05:56
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
702165 Norfolk Southern Corp NSC Railroads, Line-Haul Operating (4011) 521188014
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1305086 A James Squires Three Commercial Place
Norfolk VA 23510
Chairman, President And Ceo Yes Yes 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 Acquisiton 2020-06-04 22,568 $69.83 84,772 No 4 M Direct
Common Stock Acquisiton 2020-06-04 22,229 $94.17 107,001 No 4 M Direct
Common Stock Acquisiton 2020-06-04 6,000 $94.17 113,001 No 4 M Direct
Common Stock Acquisiton 2020-06-04 1,061 $94.17 114,062 No 4 M Direct
Common Stock Acquisiton 2020-06-04 959 $104.23 115,021 No 4 M Direct
Common Stock Disposition 2020-06-04 522 $191.68 114,499 No 4 F Direct
Common Stock Disposition 2020-06-04 522 $191.68 113,977 No 4 F Direct
Common Stock Disposition 2020-06-04 6,000 $191.50 107,977 No 4 S Direct
Common Stock Disposition 2020-06-04 22,229 $191.47 85,748 No 4 S Direct
Common Stock Disposition 2020-06-04 22,568 $191.47 63,180 No 4 S Direct
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 M Direct
No 4 M Direct
No 4 M Direct
No 4 M Direct
No 4 M Direct
No 4 F Direct
No 4 F Direct
No 4 S Direct
No 4 S Direct
No 4 S Direct
Reported Derivative Transactions
Sec. Name Sec. Type Acquisiton - Disposition Date Amount Price Amount - 2 Price - 2
Common Stock Option (right to buy, granted 2013) Disposition 2020-06-04 22,568 $0.00 22,568 $69.83
Common Stock Option (right to buy, granted 2014) Disposition 2020-06-04 1,061 $0.00 1,061 $94.17
Common Stock Option (right to buy, granted 2014) Disposition 2020-06-04 6,000 $0.00 6,000 $94.17
Common Stock Option (right to buy, granted 2014) Disposition 2020-06-04 22,229 $0.00 22,229 $94.17
Common Stock Option (right to buy, granted 2015) Disposition 2020-06-04 959 $0.00 959 $104.23
Remaning Holdings Exercise Date Expiration Date Equity Swap Involved Transaction Form Type Transaction Code Nature of Ownership
0 2017-01-24 2023-01-23 No 4 M Direct
28,229 2018-01-23 2024-01-22 No 4 M Direct
22,229 2018-01-23 2024-01-22 No 4 M Direct
0 2018-01-23 2024-01-22 No 4 M Direct
27,871 2019-01-27 2025-01-26 No 4 M Direct
Reported Non-Derivative Holdings
Sec. Name Remaning Holdings Nature of Ownership Explanation
Common Stock 160 Indirect By 401(k) Plan
Common Stock 5,892 Indirect By GRATs
Common Stock 62,242 Indirect By Spouse
Common Stock 3,637 Indirect By the E.H. Squires Irrevocable Trust
Common Stock 3,637 Indirect By the M.O. Squires Irrevocable Trust
Footnotes
  1. Reflects exercise and resulting cancellation of stock option, in a single transaction, exempt from Section 16(b). The stock option was granted under the Long-Term Incentive Plan (a Rule 16b-3 plan).
  2. Excludes 5,892 shares which remain held indirectly in a grantor retained annuity trust (GRAT), previously held directly.
  3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $191.2400 to $192.1100, inclusive.
  4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $190.8400 to $191.9600, inclusive.
  5. 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 June 4, 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.
  6. 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.