8-KEarnings & ResultsLeadership ChangesRegulation FD+1

NORFOLK SOUTHERN CORP 8-K Report, Financial Results (Apr 27, 2022)

Filed April 27, 2022For Securities:NSC

Summary

Norfolk Southern Corporation (NSC) filed an 8-K on April 27, 2022, primarily to report its first-quarter 2022 financial results and disclose executive compensation adjustments. The company announced its first-quarter financial performance, details of which are available in a press release and financial data exhibit. Additionally, the filing formally details compensation changes for Alan H. Shaw, who is set to assume the role of CEO on May 1, 2022. These adjustments include an increased base salary and new incentive awards to reflect his expanded responsibilities, signaling a significant leadership transition for the company.

Key Highlights

  • 1Reporting of Norfolk Southern's first-quarter 2022 financial results via press release and financial data exhibits.
  • 2Formal disclosure of executive compensation adjustments for Alan H. Shaw in anticipation of his role as CEO.
  • 3Mr. Shaw's base salary will be adjusted to $950,000 upon becoming CEO.
  • 4Mr. Shaw's annual incentive opportunity as President and CEO is set at 225% of his base salary.
  • 5A supplemental long-term incentive award with a grant date fair market value of $2,600,000 was granted to Mr. Shaw.
  • 6The supplemental award consists of restricted stock units, performance share units, and stock options.
  • 7The compensation changes reflect Mr. Shaw's transition to the CEO role effective May 1, 2022.

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