CSX CORP SEC Filings

CSX Corporation furnished an update on its recent performance by issuing a press release and a CSX Quarterly Financial Report covering financial and operating results for the quarter ended December 31, 2025. Both documents were released on January 22, 2026 and are available on the company’s website.

The materials are furnished under an item related to results of operations and financial condition and are expressly not deemed filed for liability purposes under the Securities Exchange Act. CSX also lists these documents as exhibits to this report, along with an Inline XBRL version of the cover page.

CSX Corporation President & CEO Stephen F. Angel reported an indirect award of phantom stock units tied to CSX common stock. On January 2, 2026, 251 units of phantom stock were credited at $36.27 per unit to an account in the CSX Executive Deferred Compensation Plan, held by a trustee. After this transaction, Angel had 767 phantom stock units indirectly beneficially owned through the plan.

Each phantom stock unit is the economic equivalent of one share of CSX common stock and will be paid in cash according to Angel’s prior distribution election at the time of deferral. The reported total includes 0.89 phantom stock units that were added in connection with a dividend paid on December 15, 2025 at $37.18 per share.

CSX Corp reported that one of its directors received 1,681 shares of common stock on December 15, 2025, at $37.18 per share as an exempt payment of director fees and/or annual retainer under the 2019 CSX Stock and Incentive Award Plan. After this grant, the director beneficially owned 90,211 shares indirectly through the CSX Directors Deferred Compensation Plan and 126,354 shares directly.

The indirect holdings include 348 shares acquired through the reinvestment of dividends since September 15, 2025. Shares held in the deferred compensation plan are payable after the director ceases to serve or as otherwise provided in the individual’s deferral election.

CSX Corporation director reports charitable gift of company stock. A CSX Corporation (CSX) director and Vice Chairman of the Board reported gifting 10,000 shares of common stock on 12/04/2025, at a reported price of $0 per share, reflecting a contribution to certain charitable organizations.

Following this transaction, the reporting person holds 18,284 shares of CSX common stock directly and may be deemed to beneficially own an additional 1,454,098 shares indirectly through various entities that hold CSX shares. The reporting person disclaims beneficial ownership of the indirectly held shares except to the extent of any pecuniary interest.

CSX Corp senior vice president and chief commercial officer received a grant of 1,296 shares of common stock on 11/14/2025, reported at a price of $0 per share. These are restricted stock units awarded under the CSX Corporation 2025-2027 Long-Term Incentive Plan and will vest in three equal installments on February 14, 2026, February 14, 2027 and February 14, 2028. After this grant, the executive beneficially owns 7,090 shares directly, 3,372 equivalent shares through the CSX Corporation 401(k) Savings Thrift Plan, and 4,154 shares via a joint revocable trust.

CSX (CSX) insider filing: The SVP & Chief Commercial Officer reported initial beneficial ownership. Direct common stock holdings total 5,794 shares, which include RSUs scheduled to vest beginning on February 14–16, 2026. Indirect holdings include 3,360 shares through the CSX Corporation 401(k) Plan and 4,154 shares held via a Joint Revocable Trust.

Stock options reported include, among others, 22,569 shares at an exercise price of $26.5 expiring on 02/18/2030 and 38,130 shares at $31.24 expiring on 06/02/2032. The event date is 10/29/2025; a Power of Attorney is on file.

CSX Corp (CSX) reported an insider transaction on a Form 4. On 11/03/2025, the company’s President & CEO and Director acquired 254 units of phantom stock (Transaction Code: A) at a derivative security price of $35.83 per unit. The filing states each phantom stock unit is economically equivalent to one share of common stock and will be paid in cash according to the reporting person’s prior distribution election. The holdings are reported as indirect through the CSX Executive Deferred Compensation Plan.

CSX Corporation announced leadership changes. Kevin S. Boone was appointed Executive Vice President and Chief Financial Officer, effective immediately. Boone previously served as Executive Vice President and Chief Commercial Officer since June 2021. He succeeds Sean R. Pelkey, who separated from his role as CFO on October 29, 2025 and, subject to signing a customary separation agreement and release, will be eligible for compensation and benefits under the CSX Executive Severance Plan as described in the 2025 Proxy Statement.

The company also promoted Maryclare T. Kenney to Senior Vice President and Chief Commercial Officer, effective immediately. Kenney has held multiple leadership roles since joining CSX in 2011, including responsibilities across Merchandise Sales and Marketing, TRANSFLO, Automotive and TDSI, and previously led Intermodal and Automotive. CSX furnished a press release as Exhibit 99.1.

CSX Corporation executive EVP & CCO filed a Form 4 reporting option exercises and a same‑day sale on 10/22/2025. The reporting person exercised options for 15,969 shares at $17.59 and 15,084 shares at $17.94, then sold 31,053 shares at a weighted average price of $36.09 (transactions ranged from $36.09 to $36.10).

After these transactions, direct ownership stood at 197,521 shares. Indirect holdings included 1,740 equivalent shares in the CSX Corporation 401(k) plan and 1,500 shares in a spouse’s IRA. Footnotes note a 3‑for‑1 stock split on 06/28/2021 that adjusted option strike prices and share counts, and that direct holdings include 678 shares acquired via the CSX Employee Stock Purchase Plan on 06/30/2025.