8-KLeadership ChangesExhibits & Filings

NORFOLK SOUTHERN CORP 8-K Report, Executive Changes (Sep 22, 2015)

Filed September 22, 2015For Securities:NSC

Summary

Norfolk Southern Corporation (NSC) announced significant leadership changes through a Form 8-K filing on September 22, 2015. Effective October 1, 2015, James A. Squires was elected Chairman, President, and CEO, succeeding Charles W. Moorman who will transition to Special Advisor to the CEO until his retirement on December 31, 2015, and will also resign from the Board of Directors. This marks a planned succession, with Squires having been President and CEO since June 2015 and a long-tenured employee with extensive financial and operational experience within the company. Further management transitions include Mark D. Manion's intention to retire as Executive Vice President Operations and Chief Operating Officer effective February 1, 2016. Michael J. Wheeler is appointed to succeed Manion, taking on the COO role from February 1, 2016, and serving as Senior Vice President Operations from October 1, 2015, to January 31, 2016. The company also confirmed that these appointments involve no disclosed family relationships, undisclosed arrangements, or reportable transactions with the individuals under SEC regulations, ensuring a clean transition for key executive roles.

Key Highlights

  • 1James A. Squires appointed Chairman, President, and CEO effective October 1, 2015, succeeding Charles W. Moorman.
  • 2Charles W. Moorman to transition from Executive Chairman to Special Advisor to the CEO until retirement on December 31, 2015.
  • 3Mark D. Manion announced retirement as EVP Operations and COO, effective February 1, 2016.
  • 4Michael J. Wheeler appointed Executive Vice President Operations and Chief Operating Officer effective February 1, 2016.
  • 5Wheeler will also serve as Senior Vice President Operations from October 1, 2015, to January 31, 2016.
  • 6The company confirmed no related-party transactions or undisclosed arrangements concerning the appointments of Squires and Wheeler.

Frequently Asked Questions

James A. Squires has been elected Chairman, President, and Chief Executive Officer of Norfolk Southern Corporation, effective October 1, 2015. He has been with the company since 1992 and most recently served as President and CEO since June 1, 2015.

Charles W. Moorman will step down as Executive Chairman effective October 1, 2015. He will remain with Norfolk Southern as a Special Advisor to the CEO until his retirement on December 31, 2015. He will also resign from the Board of Directors on December 31, 2015.

Mark D. Manion, Executive Vice President Operations and Chief Operating Officer, announced his intention to retire effective February 1, 2016. Michael J. Wheeler has been elected to succeed him, serving as Senior Vice President Operations from October 1, 2015, until February 1, 2016, at which point he will become Executive Vice President Operations and Chief Operating Officer.

Norfolk Southern confirmed that there are no disclosed family relationships between the newly appointed executives (Squires and Wheeler) and any existing directors or officers. Furthermore, there were no undisclosed arrangements or understandings under which they were appointed, nor are there any transactions requiring disclosure under SEC's Item 404(a) of Regulation S-K.