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CSX Form 4: 636,052 Options Awarded to CEO at $35

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Stephen F. Angel, President & CEO and a director of CSX Corp (CSX), reported on Form 4 a transaction dated 10/01/2025 under the 2019 CSX Stock and Incentive Award Plan. The filing discloses the acquisition of 636,052 stock options with an exercise price of $35 per share. The options are reported as directly owned following the transaction in the amount of 636,052.

The filing explains these options were awarded pursuant to the 2019 plan and that the options vest on September 28, 2028. An attorney-in-fact signed the Form 4 on behalf of the reporting person on 10/03/2025. The form contains no transaction proceeds or cash consideration other than the stated exercise price and does not disclose any sale of underlying shares.

Positive

  • None.

Negative

  • None.

Insights

Large option grant of 636,052 options at $35 signals a significant long-term equity award.

The Form 4 records an equity award issued under the 2019 CSX Stock and Incentive Award Plan, with a reported vesting date of September 28, 2028. This is a multi-year retention-style grant consistent with executive incentive practices that tie value to future share performance.

Because the options are exercisable in the future, they represent potential dilution if exercised; the filing shows 636,052 options directly beneficially owned after the transaction.

Form 4 documents an acquisition of options on 10/01/2025 and a filing dated 10/03/2025.

The transaction type is recorded as an acquisition of derivative securities (options) with an exercise price of $35. The filing was executed by an attorney-in-fact, indicating the report was timely filed by a designated agent.

SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
ANGEL STEPHEN F

(Last) (First) (Middle)
500 WATER STREET

(Street)
JACKSONVILLE FL 32202

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
CSX CORP [ CSX ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
President & CEO
3. Date of Earliest Transaction (Month/Day/Year)
10/01/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Option $35 10/01/2025 A 636,052(1) (2) 10/01/2032 Common Stock 636,052 $0 636,052 D
Explanation of Responses:
1. Options awarded pursuant to the 2019 CSX Stock and Incentive Award Plan.
2. The options vest on September 28, 2028.
/s/ Tammy D. Butler, Attorney-in-Fact 10/03/2025
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did CSX insider Stephen F. Angel disclose on Form 4 (CSX)?

The filing reports acquisition of 636,052 stock options on 10/01/2025 with an exercise price of $35 under the 2019 CSX Stock and Incentive Award Plan.

When do the options reported by Stephen F. Angel vest?

The Form 4 explanation states the options vest on September 28, 2028.

How many options does Stephen F. Angel beneficially own after the reported transaction?

The filing shows direct beneficial ownership of 636,052 options following the transaction.

What is the exercise price for the options acquired by Stephen F. Angel?

The reported exercise price is $35 per option.

Who signed the Form 4 filing for Stephen F. Angel?

The Form 4 was signed by Tammy D. Butler, Attorney-in-Fact on 10/03/2025.
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