Welcome to our dedicated page for Norfolk Southern SEC filings (Ticker: NSC), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
The Norfolk Southern Corporation (NYSE: NSC) SEC filings page on Stock Titan provides structured access to the company’s regulatory disclosures, drawn in real time from the SEC’s EDGAR system. As a Virginia-incorporated freight railroad with common stock listed on the New York Stock Exchange, Norfolk Southern files annual reports on Form 10-K, quarterly reports on Form 10-Q, and numerous current reports on Form 8-K that document material events and corporate developments.
For Norfolk Southern, Form 8-K filings are especially important. Recent 8-Ks describe the Agreement and Plan of Merger with Union Pacific Corporation, the structure and terms of the stock-and-cash consideration, the anticipated delisting and deregistration of NSC shares upon closing, and the joint application to the Surface Transportation Board to approve the proposed combination. Other 8-Ks report quarterly and second-quarter financial results, dividend declarations, special shareholder meeting outcomes, executive compensation arrangements related to the transaction, and updates on litigation and supplemental disclosures.
Norfolk Southern’s 10-K and 10-Q reports, which are referenced in these 8-Ks, contain detailed discussions of risk factors, including those related to the Eastern Ohio incident, environmental remediation obligations, regulatory changes, and the potential impacts of the proposed merger. They also provide management’s analysis of operating performance, capital structure, and network operations across the company’s 22-state freight transportation system.
On this page, Stock Titan enhances Norfolk Southern’s filings with AI-powered summaries that explain the key points of lengthy documents such as 10-Ks, 10-Qs, and complex merger-related 8-Ks. Users can quickly see what each filing covers, from transaction terms and closing conditions to non-GAAP reconciliations and forward-looking statements. The page also surfaces insider and governance-related disclosures when available, helping users track executive compensation arrangements, retention bonuses tied to the merger, and shareholder voting results reported under Item 5.07 of Form 8-K.
Whether you are reviewing historical filings about Norfolk Southern’s dividend history, analyzing current reports on the Union Pacific transaction, or examining risk disclosures and legal proceedings, this filings page offers a consolidated view of NSC’s regulatory record with AI assistance to make complex railroad and merger documentation easier to understand.
Norfolk Southern Corporation filed its annual report summarizing stronger 2025 results and progress toward a planned merger with Union Pacific. The deal would create a transcontinental railroad, with each Norfolk Southern share converted into one Union Pacific common share plus $88.82 in cash, subject to Surface Transportation Board approval and other conditions. Either party may owe a $2.5 billion termination fee if the merger ends under certain circumstances.
In 2025, railway operating revenues were $12.2 billion, with operating expenses of $7.8 billion, producing income from railway operations of $4.4 billion. Net income reached $2.9 billion, or $12.75 in diluted EPS, and the railway operating ratio improved to 64.2%. Merchandise freight generated 63% of revenue, intermodal 25%, and coal 12%. The company continued to address costs and recoveries related to the 2023 Eastern Ohio derailment while investing over $2.2 billion in property additions.
Norfolk Southern director Gilbert H. Lamphere reported equity compensation activity involving restricted stock units and common stock. On January 30, 2026, he received 622 restricted stock units under the Norfolk Southern Corporation Long-Term Incentive Plan, each equal in value to one share of common stock and vesting in full on the first anniversary of the grant date.
On the same date, 700 previously granted restricted stock units from a January 30, 2025 award were settled in Norfolk Southern common stock, representing the sole installment of that grant. After these transactions, Lamphere directly held 3,647 shares of common stock and 1,322 restricted stock units.
Norfolk Southern Corporation director Lori Ryerkerk received a grant of restricted stock units. On January 30, 2026, she was credited with 622 Restricted Stock Units under the Norfolk Southern Corporation Long-Term Incentive Plan. Each unit is the economic equivalent of one share of common stock and will be settled in common stock.
These units vest in full on the first anniversary of the grant date. Following this grant, Ryerkerk beneficially owns 1,336.4613 derivative securities in the form of Restricted Stock Units, held directly.
Norfolk Southern Corporation director Christopher T. Jones received a grant of restricted stock units. On January 30, 2026, he was awarded 622 restricted stock units under the Norfolk Southern Corporation Long-Term Incentive Plan, at a price of $0.00 per unit.
Each unit is economically equivalent to one share of Norfolk Southern common stock and will be settled in common shares. These units vest in full on the first anniversary of the grant date. Following this grant, Jones beneficially owns a total of 5,229.5447 derivative securities reported as directly held.
Norfolk Southern Corporation director John C. Huffard Jr. received a grant of 622 Restricted Stock Units on January 30, 2026 under the company’s Long-Term Incentive Plan. Each unit is economically equivalent to one share of common stock and will be settled in common shares.
The RSUs vest in full on the first anniversary of the grant date, tying compensation to the company’s future performance. Following this award, Huffard beneficially holds 5,229.5447 derivative securities related to Norfolk Southern common stock in direct ownership.
Norfolk Southern Corporation director Mary Kathryn Heitkamp received an equity award in the form of Restricted Stock Units. On January 30, 2026, she was granted 622 Restricted Stock Units under the Norfolk Southern Corporation Long-Term Incentive Plan.
Each unit is the economic equivalent of one share of Norfolk Southern common stock and will be settled in common shares. The units vest in full on the first anniversary of the grant date. Following this grant, Heitkamp beneficially owns 1,811.0435 derivative securities in the form of Restricted Stock Units, all held directly.
Norfolk Southern Corporation director Sameh Fahmy received a new equity award reported on a Form 4. On
Each unit is the economic equivalent of one share of Norfolk Southern common stock and will be settled in common shares. These RSUs vest in full on the first anniversary of the grant date. Following this award, Fahmy beneficially owns 1,811.0435 derivative securities in the form of Restricted Stock Units, held directly.
Norfolk Southern Corporation director Phillip S. Davidson received an equity award of 622 Restricted Stock Units on January 30, 2026 under the company’s Long-Term Incentive Plan. Each unit is economically equivalent to one share of common stock and will vest in full on the first anniversary of the grant date.
After this grant, Davidson directly beneficially owns 2,499.1633 derivative securities tied to Norfolk Southern common stock, reflecting his ongoing equity-based compensation as a board member.
Norfolk Southern Corporation director Marcela E. Donadio reported an award of 622 Restricted Stock Units on January 30, 2026 under the company’s Long-Term Incentive Plan. Each unit is economically equivalent to one share of common stock and will be settled in common shares.
The RSUs vest in full on the first anniversary of the grant date. Following this grant, Donadio beneficially owns 9,284.9 derivative securities related to Norfolk Southern common stock, all held directly.
Norfolk Southern Corporation director Francesca A. DeBiase received a grant of 622 Restricted Stock Units on January 30, 2026 under the company’s Long-Term Incentive Plan. Each unit is economically equivalent to one share of common stock and will be settled in common stock.
Following this grant, DeBiase beneficially owns 2,129.3321 derivative securities tied to Norfolk Southern common stock, held directly. The granted units vest in full on the first anniversary of the grant date, aligning director compensation with the company’s share performance over time.