8-KLeadership Changes

CSX CORP 8-K Report, Executive Changes (Feb 12, 2021)

Filed February 12, 2021For Securities:CSX

Summary

CSX Corporation (CSX) filed an 8-K on February 11, 2021, reporting changes to executive compensation, specifically for its President and CEO, James Foote. Following a review by the Compensation & Talent Management Committee, the Board of Directors approved an increase in Mr. Foote's base salary, target annual bonus opportunity, and target long-term incentive opportunity, effective February 10, 2021. This decision reflects an evaluation of peer CEO remuneration and Mr. Foote's performance and role within the company. Furthermore, the filing details long-term incentive grants awarded to other named executive officers on February 9, 2021. These grants will be composed of performance stock units, restricted stock units, and stock options. The target long-term incentive values for key executives, including the CFO and EVP of Operations, were also disclosed, indicating a strategic investment in retaining and motivating senior leadership through performance-based compensation.

Key Highlights

  • 1CSX's Board of Directors approved increased compensation for CEO James Foote.
  • 2CEO's base salary rose from $1,250,000 to $1,500,000.
  • 3CEO's target annual bonus opportunity increased from 160% to 175% of base salary.
  • 4CEO's target long-term incentive opportunity increased from $11,000,000 to $12,500,000.
  • 5Long-term incentive grants for named executive officers were approved on February 9, 2021.
  • 6Grants will consist of 50% performance stock units, 25% restricted stock units, and 25% stock options.
  • 7Specific target long-term incentive values were disclosed for the CFO, EVP of Operations, and EVP, Chief Legal Officer.

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