8-KLeadership ChangesRegulation FDExhibits & Filings

CSX CORP 8-K Report, Executive Changes (Oct 8, 2019)

Filed October 8, 2019For Securities:CSX

Summary

CSX Corporation (CSX) announced significant changes to its executive leadership team on October 2, 2019. Kevin Boone has been permanently appointed as Executive Vice President and Chief Financial Officer, having previously served as interim CFO. Jamie Boychuk has been appointed Executive Vice President of Operations. These appointments reflect a strategic focus on financial leadership and operational efficiency, with both executives receiving substantial compensation packages, including base salary, annual incentives, and long-term incentives tied to company performance. Ed Harris, formerly leading operations, will transition to an Executive Vice President role with broader responsibilities, and his employment agreement has been extended through 2020 with adjusted compensation. The company's announcement highlights the depth of experience both Mr. Boone and Mr. Boychuk bring to their new roles. Mr. Boone, with a strong background in finance and investment analysis, aims to drive growth strategies, while Mr. Boychuk brings two decades of operational expertise from the Canadian National Railway. The compensation structures for these key appointments are designed to align executive interests with shareholder value through performance-based incentives. Investors should monitor the impact of these leadership changes on the company's strategic execution and financial performance.

Key Highlights

  • 1Kevin Boone appointed Executive Vice President and Chief Financial Officer, transitioning from interim CFO role.
  • 2Jamie Boychuk appointed Executive Vice President of Operations, bringing extensive railway operational experience.
  • 3Ed Harris will transition to an Executive Vice President role with combined operating and general executive responsibilities, with an extended employment agreement through 2020.
  • 4Mr. Boone's compensation includes an annual base salary of $475,000, a target annual incentive of 90% of base salary, and a 2019 target long-term incentive of $2,000,000.
  • 5Mr. Boychuk's compensation includes an annual base salary of $500,000, a target annual incentive of 90% of base salary, and a 2019 target long-term incentive of $2,000,000.
  • 6Mr. Harris's amended employment agreement for 2020 includes an annual base salary of $500,000, a target annual incentive of 90% of base salary, and a target long-term incentive of $1,600,000.
  • 7The appointments and related compensation were announced via a press release dated October 2, 2019.

Frequently Asked Questions

CSX announced the permanent appointment of Kevin Boone as Executive Vice President and Chief Financial Officer and Jamie Boychuk as Executive Vice President of Operations. Additionally, Ed Harris will move to a broader Executive Vice President role with a modified employment agreement.

Both Kevin Boone and Jamie Boychuk are set to receive an annual base salary of $475,000 and $500,000 respectively, a target annual incentive of 90% of their base salary, and a 2019 target long-term incentive of $2,000,000 each, comprised of performance share units and stock options.

Ed Harris will continue as Executive Vice President with a combination of operating and general executive responsibilities. His employment agreement has been extended through the end of 2020, and for 2020, he will receive an annual base salary of $500,000, a target annual incentive of 90% of his base salary, and a 2020 target long-term incentive of $1,600,000.

Kevin Boone has a strong financial background with over 18 years of experience in finance, accounting, M&A, and transportation performance analysis. He previously served as CSX's interim CFO and held roles at Janus Capital, Morgan Stanley, Merrill Lynch, and Ernst & Young. He joined CSX in 2017.