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NORFOLK SOUTHERN CORP 8-K Report, Material Agreement (Sep 23, 2013)

Filed September 23, 2013For Securities:NSC

Summary

Norfolk Southern Corporation (NSC) filed an 8-K report on September 23, 2013, announcing significant leadership changes within its executive team. John P. Rathbone is retiring as Executive Vice President and Chief Financial Officer (CFO) effective November 1, 2013. Concurrently, the company has appointed Marta R. Stewart as the new EVP and CFO, a role she will assume on November 1, 2013. Stewart brings extensive experience, having been with Norfolk Southern since 1983 and most recently serving as Vice President and Treasurer. In addition to the CFO transition, the report details other executive appointments to ensure operational continuity. Thomas E. Hurlbut will become Vice President and Controller, and Clyde H. Allison, Jr. will move to Vice President Audit and Compliance, both effective November 1, 2013. To leverage Mr. Rathbone's expertise post-retirement, NSC has entered into a one-year consulting agreement, with an option for renewal, for which he will receive $550,000. This agreement also includes a three-year non-compete and non-solicitation clause.

Key Highlights

  • 1John P. Rathbone to retire as EVP and CFO effective November 1, 2013.
  • 2Marta R. Stewart appointed as the new EVP and CFO, effective November 1, 2013.
  • 3Thomas E. Hurlbut appointed as Vice President and Controller, effective November 1, 2013.
  • 4Clyde H. Allison, Jr. appointed as Vice President Audit and Compliance, effective November 1, 2013.
  • 5Norfolk Southern enters into a one-year consulting agreement with John P. Rathbone for $550,000, with renewal options and non-compete/non-solicitation clauses.
  • 6The company confirmed no family relationships or undisclosed arrangements for the newly appointed officers.
  • 7The filing includes press releases announcing these executive changes and the consulting agreement.

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