CSX CFO exercises options and sells 136,708 shares

CSX CORP EVP & CFO Kevin S. Boone reported an exercise-and-sale transaction in company stock.

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Rhea-AI Filing Summary

CSX CORP EVP & CFO Kevin S. Boone reported an exercise-and-sale transaction in company stock. On June 3, 2026, he exercised options to acquire a total of 136,708 shares of CSX common stock at exercise prices of $22.70 and $23.48 per share. The same day, he sold 136,708 shares of common stock in open-market transactions at a weighted average price of $46.70, with individual sale prices ranging from $46.66 to $46.74. Following these transactions, Boone directly holds 208,622 shares of CSX common stock, along with additional indirect holdings through a spouse’s IRA and the CSX Corporation 401(k) plan.

Insider Trade Summary

Exercise and Sale: 136,708 shares ($3.18M approx. pre-tax spread)

Exercise and Sale 7 txns

Insider Boone Kevin S.

Role EVP & CFO

Sold 136,708 shs ($6.38M)

Approx. gross sale proceeds $6.38M

Approx. exercise cost $3.20M

Approx. pre-tax spread $3.18M

Type	Security	Shares	Price	Value
Exercise	Option	13,455	$0.00	$0.00
Exercise	Option	123,253	$0.00	$0.00
Exercise	Common Stock	13,455	$22.70	$305K
Exercise	Common Stock	123,253	$23.48	$2.89M
Sale	Common Stock	136,708	$46.70	$6.38M
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--

Holdings After Transaction: Option — 123,254 contracts (Direct); Common Stock — 208,622 shares (Direct); Common Stock — 1,763 shares (Indirect, CSX Corporation 401(k) Plan); Common Stock — 1,500 shares (Indirect, Spouse's IRA)

Footnotes (6)

F1. Weighted average price, as these shares were sold in multiple transactions at prices ranging from $46.66 to $46.74, inclusive. The Reporting Person undertakes to provide to CSX Corporation, any security holder of CSX Corporation, or the staff of the Securities and Exchange Commission, upon request, additional information regarding the number of shares sold at each separate price within the range set forth in this footnote.
F2. By Trustee, CSX Corporation Savings Thrift Plan. The number reflects equivalent shares of cash value held in the CSX Stock Fund, which amounts will fluctuate dependent upon the daily net asset value of the fund.
F3. The original exercise price of the option was $68.09. On June 28, 2021, the common stock of CSX Corporation split 3-for-1 resulting in an adjusted price of $22.70.
F4. On June 28, 2021, the common stock of CSX Corporation split 3-for-1 resulting in an adjustment to the number of shares subject to the option from 4,485 shares to 13,455 shares.
F5. The original exercise price of the option was $70.45. On June 28, 2021, the common stock of CSX Corporation split 3-for-1 resulting in an adjusted price of $23.48.
F6. On June 28, 2021, the common stock of CSX Corporation split 3-for-1 resulting in an adjustment to the number of shares subject to the option from 82,169 shares to 246,507 shares.

Key Figures

Shares sold: 136,708 shares Weighted average sale price: $46.70 per share Options exercised at $23.48: 123,253 shares +4 more

7 metrics

Shares sold 136,708 shares Open-market sale of CSX common stock on June 3, 2026

Weighted average sale price $46.70 per share Sales priced between $46.66 and $46.74

Options exercised at $23.48 123,253 shares Option exercise converting to CSX common stock

Options exercised at $22.70 13,455 shares Option exercise adjusted after 3-for-1 split

Direct holdings after transactions 208,622 shares CSX common stock held directly by Kevin Boone

Spouse IRA holdings 1,500 shares Indirect ownership through spouse’s IRA

401(k) plan equivalent shares 1,763 shares CSX Corporation 401(k) Savings Thrift Plan

Key Terms

weighted average price, CSX Corporation 401(k) Plan, Savings Thrift Plan, 3-for-1, +1 more

5 terms

weighted average price financial

"Weighted average price, as these shares were sold in multiple transactions at prices ranging from $46.66 to $46.74"

Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.

CSX Corporation 401(k) Plan financial

"CSX Corporation 401(k) Plan"

Savings Thrift Plan financial

"By Trustee, CSX Corporation Savings Thrift Plan. The number reflects equivalent shares of cash value"

3-for-1 financial

"On June 28, 2021, the common stock of CSX Corporation split 3-for-1 resulting in an adjustment"

exercise price financial

"The original exercise price of the option was $68.09. On June 28, 2021, the common stock of CSX Corporation split"

The exercise price is the fixed amount at which you can buy or sell an asset, like a stock, when using an options contract. It matters because it helps determine whether exercising the option will be profitable or not, depending on the current market price. Think of it as the set price you agree on today to buy or sell later.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transactions did CSX (CSX) CFO Kevin Boone report?

Kevin Boone reported exercising stock options for 136,708 CSX shares and selling the same number of shares. The sales occurred in open-market transactions on June 3, 2026, while he retained a substantial remaining direct and indirect ownership position in CSX stock.

How many CSX (CSX) shares did the CFO sell and at what price?

Kevin Boone sold 136,708 CSX common shares in open-market trades at a weighted average price of $46.70. Individual trades were executed between $46.66 and $46.74 per share, according to the weighted average price disclosure in the filing’s footnote.

What stock options did the CSX (CSX) CFO exercise in this Form 4?

He exercised options covering 123,253 CSX shares at an exercise price of $23.48 and 13,455 shares at $22.70. These option exercises converted derivative awards into common stock before the reported open-market sale of the same total number of shares.

How many CSX (CSX) shares does the CFO hold after these transactions?

After these transactions, Kevin Boone directly holds 208,622 CSX common shares. He also has indirect holdings, including 1,500 shares in a spouse’s IRA and 1,763 equivalent shares through the CSX Corporation 401(k) Savings Thrift Plan, as reflected in the filing.

Were the CSX (CSX) insider sales part of multiple transactions?

Yes. The 136,708 CSX shares were sold in multiple trades at prices between $46.66 and $46.74. The filing reports a weighted average sale price of $46.70 and offers to provide detailed trade-by-trade information upon request to the company, shareholders, or SEC staff.

Did a stock split affect the CSX (CSX) options shown in this Form 4?

Yes. Footnotes explain that a 3-for-1 CSX stock split on June 28, 2021 adjusted option exercise prices and share counts. For example, one option’s exercise price changed to $22.70, and its share amount increased from 4,485 to 13,455 shares after the split.

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Form 4 Insider Transactions: What Each Field Means →

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Accepted by SEC EDGAR 06/05/2026 - 04:15 PM

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^*

Boone Kevin S.

(Last)

(First)

(Middle)

500 WATER STREET

15TH FLOOR

(Street)

JACKSONVILLE

FLORIDA

32202

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
CSX CORP [ CSX ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	EVP & CFO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/03/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	06/03/2026		M		13,455	A	$22.7	222,077	D
Common Stock	06/03/2026		M		123,253	A	$23.48	345,330	D
Common Stock	06/03/2026		S		136,708	D	$46.7⁽¹⁾	208,622	D
Common Stock								1,763	I	CSX Corporation 401(k) Plan⁽²⁾
Common Stock								1,500	I	Spouse's IRA

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Option	$22.7⁽³⁾	06/03/2026		M			13,455	02/06/2022	02/06/2029	Common Stock	13,455⁽⁴⁾	$0	0	D
Option	$23.48⁽⁵⁾	06/03/2026		M			123,253	12/04/2022	12/04/2029	Common Stock	123,253⁽⁶⁾	$0	123,254	D

Explanation of Responses:

1. Weighted average price, as these shares were sold in multiple transactions at prices ranging from $46.66 to $46.74, inclusive. The Reporting Person undertakes to provide to CSX Corporation, any security holder of CSX Corporation, or the staff of the Securities and Exchange Commission, upon request, additional information regarding the number of shares sold at each separate price within the range set forth in this footnote.

2. By Trustee, CSX Corporation Savings Thrift Plan. The number reflects equivalent shares of cash value held in the CSX Stock Fund, which amounts will fluctuate dependent upon the daily net asset value of the fund.

3. The original exercise price of the option was $68.09. On June 28, 2021, the common stock of CSX Corporation split 3-for-1 resulting in an adjusted price of $22.70.

4. On June 28, 2021, the common stock of CSX Corporation split 3-for-1 resulting in an adjustment to the number of shares subject to the option from 4,485 shares to 13,455 shares.

5. The original exercise price of the option was $70.45. On June 28, 2021, the common stock of CSX Corporation split 3-for-1 resulting in an adjusted price of $23.48.

6. On June 28, 2021, the common stock of CSX Corporation split 3-for-1 resulting in an adjustment to the number of shares subject to the option from 82,169 shares to 246,507 shares.

	Kacey Heekin-Luchin, Attorney-in-Fact	06/05/2026
	** 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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR