CSX (CSX) director Whisler receives 954-share stock fee award

Rhea-AI Filing Summary

WHISLER J STEVEN reported acquisition or exercise transactions in this Form 4 filing.

CSX CORP director J. Steven Whisler received an award of 954 shares of Common Stock valued at $39.30 per share. The shares were issued as payment of director fees and/or the annual retainer under the 2019 CSX Stock and Incentive Award Plan and credited to the CSX Directors Deferred Compensation Plan. Following this award, Whisler holds 95,929 shares indirectly through the plan and 126,354 shares directly.

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).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

WHISLER J STEVEN

(Last) (First) (Middle)

500 WATER STREET

15TH FLOOR

(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
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
03/13/2026

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
Common Stock	03/13/2026		A		954(1)	A	$39.3	95,929	I	CSX Corporation Directors Deferred Compensation Plan(2)
Common Stock								126,354	D

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

Explanation of Responses:

1. Exempt payment of director's fees and/or annual retainer in the form of CSX Common Stock pursuant to the 2019 CSX Stock and Incentive Award Plan.

2. By Trustee, CSX Directors Deferred Compensation Plan (the "Plan"). The shares are payable after the reporting person ceases to be a director or otherwise pursuant to the applicable deferral election under the Plan.

	Kacey Heekin-Luchin, Attorney-in-Fact	03/16/2026
	** 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 insider transaction did CSX (CSX) report for director J. Steven Whisler?

CSX reported that director J. Steven Whisler acquired 954 shares of Common Stock. The shares were granted as payment of director fees and/or annual retainer under the 2019 CSX Stock and Incentive Award Plan, not through an open-market purchase.

At what price were the new CSX (CSX) shares for J. Steven Whisler valued?

The 954 CSX Common Stock shares granted to J. Steven Whisler were valued at $39.30 per share. This price is used to determine the value of the director fee and/or annual retainer paid in stock under the company’s incentive plan.

How many CSX (CSX) shares does J. Steven Whisler hold after this Form 4 transaction?

After the award, J. Steven Whisler holds 95,929 CSX shares indirectly through the CSX Directors Deferred Compensation Plan and 126,354 shares directly. These holdings reflect his combined indirect and direct ownership of the company’s Common Stock reported in the filing.

How were the CSX (CSX) shares for J. Steven Whisler delivered under the deferred compensation plan?

The 954 CSX shares were credited to the CSX Directors Deferred Compensation Plan, held by a trustee. According to the plan terms, the shares are payable after Whisler ceases to be a director or as specified in his applicable deferral election under the plan.

Was the CSX (CSX) Form 4 transaction for J. Steven Whisler an open-market buy or a compensation award?

The transaction was a compensation-related award, not an open-market purchase. The filing identifies the code as a grant or award, representing payment of director fees and/or annual retainer in CSX Common Stock pursuant to the 2019 stock and incentive plan.