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NORFOLK SOUTHERN CORP 8-K Report, Executive Changes (Feb 8, 2019)

Filed February 8, 2019For Securities:NSC

Summary

Norfolk Southern Corporation (NSC) filed an 8-K on February 8, 2019, reporting the immediate resignation of Board member Wesley G. Bush, effective February 5, 2019. The company clarified that Mr. Bush's departure was not a result of any disagreements regarding the company's operations, policies, or practices. This resignation led to a subsequent amendment of the company's Bylaws. Following Mr. Bush's resignation, the Board of Directors, in accordance with the company's Bylaws, reduced the size of the Board from thirteen (13) to twelve (12) directors. This amendment to Article II - Section I of the Bylaws became effective on February 6, 2019. The filing also notes that the amended Bylaws are provided as an exhibit. Investors should note that this is a procedural update and does not appear to indicate any underlying operational issues or strategic shifts.

Key Highlights

  • 1Resignation of Director Wesley G. Bush, effective February 5, 2019.
  • 2Mr. Bush's resignation is not attributed to any disagreements with the company.
  • 3Norfolk Southern's Board of Directors amended its Bylaws to reduce the number of directors from 13 to 12.
  • 4The reduction in the Board's size was a direct consequence of Mr. Bush's resignation.
  • 5The Bylaw amendment became effective on February 6, 2019.
  • 6The amended Bylaws are filed as an exhibit to this 8-K report.

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