Summary
Norfolk Southern Corporation (NSC) filed an 8-K on November 26, 2008, detailing actions taken by its Compensation Committee on November 25, 2008, regarding executive compensation for the 2009 incentive year. The committee approved the form of the 2009 Long-Term Incentive Plan award and established performance criteria for bonuses payable in 2010. This filing is primarily informational for investors interested in the company's executive compensation structure and performance-based incentive programs. The performance metrics for the 2009 incentive year are clearly defined, with a significant portion of bonuses tied to financial results (pre-tax net income and operating ratio), and the remainder linked to operational performance (adherence to operating plan, connection performance, and train performance). Investors can use this information to understand how executive performance will be measured and incentivized, which can indirectly influence strategic decisions and company performance.
Key Highlights
- 1Compensation Committee approved the Form of 2009 Award under the Long-Term Incentive Plan on November 25, 2008.
- 2Performance criteria for bonuses payable in 2010 (for the 2009 incentive year) were adopted.
- 3Bonuses will be based on specific performance metrics outlined in the filing.
- 437.5% of bonuses tied to pretax net income.
- 537.5% of bonuses tied to operating ratio.
- 625% of bonuses tied to a composite of three transportation service measures (operating plan adherence, connection performance, train performance).
- 7The Form of 2009 Award Agreement is attached as an exhibit to the filing.