8-KLeadership ChangesRegulation FDExhibits & Filings

NORFOLK SOUTHERN CORP 8-K Report, Executive Changes (Dec 2, 2021)

Filed December 2, 2021For Securities:NSC

Summary

Norfolk Southern Corporation (NSC) announced a significant leadership transition in an 8-K filing on December 2, 2021. The current Chairman, President, and CEO, James A. Squires, intends to retire from his roles as Chairman and CEO on May 1, 2022. He will continue to serve in his current capacity until that date, ensuring a smooth handover. In preparation for this transition, the Board of Directors has appointed Alan H. Shaw as President, effective immediately, and he is slated to succeed Mr. Squires as President and CEO starting May 1, 2022. Mr. Shaw is a seasoned executive with 27 years of experience within Norfolk Southern, having most recently served as Executive Vice President and Chief Marketing Officer. This appointment signifies continuity and leverages internal expertise for future leadership. Additionally, Claude “Ed” Elkins has been promoted to Executive Vice President and Chief Marketing Officer, further solidifying the management team.

Key Highlights

  • 1James A. Squires, current Chairman, President, and CEO, announced his intention to retire as Chairman and CEO effective May 1, 2022.
  • 2Alan H. Shaw appointed President immediately and will become President and CEO on May 1, 2022.
  • 3Shaw has 27 years of experience at Norfolk Southern, including roles in marketing, operations, and finance.
  • 4Claude "Ed" Elkins promoted to Executive Vice President and Chief Marketing Officer, effective December 1, 2021.
  • 5No special arrangements or understandings were disclosed regarding Mr. Shaw's selection.
  • 6Mr. Shaw's base salary adjusted to $800,000 in his new role as President, with his annual incentive opportunity set at 150% of base salary.
  • 7The company issued a press release on December 2, 2021, detailing these leadership changes.

Frequently Asked Questions

Alan H. Shaw will succeed James A. Squires as President and CEO, with his new role commencing on May 1, 2022. Mr. Shaw is currently serving as President, a role he assumed immediately upon the announcement.

James A. Squires will remain Chairman and CEO until May 1, 2022. Alan H. Shaw's appointment as President is effective immediately (December 1, 2021), and he will take over as President and CEO on May 1, 2022. Claude "Ed" Elkins' promotion to EVP and Chief Marketing Officer is also effective December 1, 2021.

Alan H. Shaw has 27 years of experience with Norfolk Southern, holding positions in marketing, operations, and finance, most recently as Executive Vice President and Chief Marketing Officer. His base salary as President has been adjusted to $800,000, and his annual incentive opportunity is set at 150% of his base salary. Further compensation actions will be considered by the Board in early 2022.

Based on the filing, there are no disclosed arrangements or understandings related to Mr. Shaw's selection, nor any family relationships with directors or officers, nor any material interest in transactions requiring disclosure. This suggests a standard leadership appointment process.