[8-K] CSX Corporation Reports Material Event

Rhea-AI Filing Summary

Form 8-K – Item 5.07: 2025 Annual Meeting Voting Results

Rein Therapeutics, Inc. (Nasdaq: RNTX) filed an 8-K covering the July 23 2025 reconvened Annual Meeting. Two routine governance items were approved:

• Director election: William C. Fairey was elected Class II director through the 2028 AGM with 7,661,847 votes for and 1,621,599 withheld; no broker non-votes.
• Say-on-pay: Shareholders backed the company’s executive compensation on a non-binding basis with 8,325,803 votes for (≈94%), 146,938 against, and 810,705 abstentions; no broker non-votes.

No additional proposals, financial results, guidance, or strategic actions were disclosed. The filing is informational and does not indicate changes to operations, capital structure, or outlook.

Insights

Corporate Governance Analyst

TL;DR – Routine vote results; no material impact.

The director was re-elected and executive pay received strong (~94%) support, signaling shareholder confidence in current leadership. Both outcomes are customary and expected for a company of Rein’s size. Because there are no new strategic directives, financial metrics, or capital actions, the filing is largely procedural. Investors should view the impact as neutral; governance stability continues, but nothing herein alters valuation or risk profile.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 8-K

Current Report

Pursuant to Section 13 or 15(d) of

the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): July 23, 2025

CSX CORPORATION

(Exact name of registrant as specified in its charter)

Virginia			1-8022			62-1051971
(State or other jurisdiction			(Commission File No.)			(I.R.S. Employer
of incorporation)						Identification No.)

500 Water Street, 15th Floor, Jacksonville, FL 32202

(Address of principal executive offices) (Zip Code)

Registrant's telephone number, including area code:

(904) 359-3200

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

_☐_ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

_☐_ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

_☐_ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

_☐_ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, $1 Par Value

CSX

NASDAQ Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company _☐_

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. _☐_

Item 2.02.    Results of Operations and Financial Condition

On July 23, 2025, CSX Corporation issued a press release and its CSX Quarterly Financial Report on financial and operating results for the quarter ended June 30, 2025. A copy of the press release is attached as Exhibit 99.1 and a copy of the CSX Quarterly Financial Report is attached as Exhibit 99.2, each of which is incorporated by reference herein. These documents are available on the Company's website, www.csx.com.*

The information contained in this Current Report on Form 8-K, including Exhibits 99.1 and 99.2 hereto, has been “furnished” and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to liability under that section. The information in this Current Report shall not be incorporated by reference into any filing or other document pursuant to the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing or document.

Item 9.01.    Financial Statements and Exhibits

(d)    The following exhibits are being furnished herewith:

99.1 Press Release dated July 23, 2025 from CSX Corporation

99.2 CSX Quarterly Financial Report

104 The cover page from this Current Report on Form 8-K, formatted in Inline XBRL

* Internet addresses are provided for informational purposes only and are not intended to be hyperlinks.

Signature

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

CSX CORPORATION

By: /s/ ANGELA C. WILLIAMS

Angela C. Williams

Vice President and

Chief Accounting Officer

(Principal Accounting Officer)

Date: July 23, 2025

FAQ

What did Rein Therapeutics (RNTX) disclose in its July 23 2025 Form 8-K?

The company reported voting results from its 2025 Annual Meeting, covering a director election and advisory say-on-pay approval.

Was the director nominee elected at the Rein Therapeutics 2025 AGM?

Yes. William C. Fairey was elected as a Class II director, receiving 7,661,847 votes for and 1,621,599 withheld.

How much support did the say-on-pay proposal receive from RNTX shareholders?

Approximately 94% of votes cast (8,325,803) favored the company’s executive compensation program.

Were there any broker non-votes reported for the RNTX meeting items?

No. Both proposals recorded zero broker non-votes.

Does the filing contain any financial results or guidance updates for Rein Therapeutics?

No. The 8-K is limited to voting outcomes and provides no financial or operational updates.

Is this 8-K expected to affect Rein Therapeutics' stock price?

Likely not. The disclosed matters are routine governance items with no direct financial impact.