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 EVP & Chief Operating Officer John F. Orr reported equity compensation activity dated January 30, 2026. He received a grant of 4,287 restricted stock units (RSUs) under the company’s Long-Term Incentive Plan, each unit representing the economic equivalent of one share of common stock.
On the same date, previously granted RSUs vested, converting 803 and 702 units from earlier awards into the same number of common shares. To cover tax withholding on these vestings, the company withheld 191 and 219 common shares at a price of $289.235 per share. After these transactions, Orr directly owned 6,291 shares of Norfolk Southern common stock and held 23,941 RSUs outstanding.
Norfolk Southern Corporation’s President and CEO Mark R. George reported multiple equity compensation transactions dated January 30, 2026. He received a new grant of 18,998 Restricted Stock Units (RSUs) under the company’s Long-Term Incentive Plan, each RSU economically equal to one share of common stock, vesting in three annual installments beginning one year after the grant date.
The filing also shows RSU conversions of 2,979 and 712 units into common stock, and dispositions of 279 and 1,165 common shares at $289.235 per share. After these transactions, George directly owned 21,165 shares of Norfolk Southern common stock and held 36,008 RSUs.
Norfolk Southern Corporation EVP & CFO Jason Andrew Zampi reported equity compensation activity and related tax-withholding on January 30, 2026. He acquired Common Stock through the vesting of previously granted restricted stock units, including 673, 252, 135 and 15 shares at an exercise price of $0.0000 per share.
To cover taxes, shares of Common Stock were withheld under transaction code F, with examples including 5, 37, 69 and 183 shares at $289.235 per share. Following these transactions, he directly held 4,145 shares of Common Stock. He also received a new award of 4,149 restricted stock units, each economically equivalent to one share of Common Stock, which will settle in stock and vest ratably in three annual installments beginning one year after the January 30, 2026 grant date.
Norfolk Southern EVP & Chief Commercial Officer Claude E. Elkins reported equity compensation activity dated January 30, 2026. He received 4,149 Restricted Stock Units (RSUs) under the Long-Term Incentive Plan, each economically equivalent to one share of common stock and settling in stock.
On the same date, previously granted RSUs vested and were converted into 777 and 527 shares of common stock, while 144 and 212 shares were withheld at $289.235 per share to cover taxes. After these transactions, Elkins directly held 3,365 common shares, 8,584 RSUs, and 131.6505 shares indirectly through a 401(k) plan.
Norfolk Southern executive Anil Bhatt, EVP & CIDO, reported several equity award transactions on January 30, 2026. He received 3,423 Restricted Stock Units (RSUs) under the company’s Long-Term Incentive Plan, each equivalent to one share of common stock and settling in stock over time.
Vesting of earlier RSU grants led to the acquisition of 641 and 220 shares of common stock at $0.0000 per share. On the same date, 60 and 175 common shares were disposed of at $289.235 per share. After these transactions, Bhatt beneficially owned 2,039 common shares directly and 12,528 RSUs.
The Vanguard Group filed an amended Schedule 13G reporting its beneficial ownership of Norfolk Southern Corp common stock. Vanguard reports beneficial ownership of 20,824,287 shares, representing 9.28% of the outstanding common stock as of 12/31/2025.
Vanguard has shared voting power over 2,346,171 shares and shared dispositive power over 20,824,287 shares, with no sole voting or dispositive power. The filing states the shares are held in the ordinary course of business and not for the purpose of changing or influencing control of Norfolk Southern. Vanguard also notes a January 12, 2026 internal realignment, after which certain subsidiaries are expected to report beneficial ownership separately.
Norfolk Southern Corporation furnished an 8‑K to share its fourth‑quarter and full‑year 2025 results. The company reports that it issued a press release and separate quarterly financial data for the 2025 fourth quarter on January 29, 2026.
The press release is provided as Exhibit 99.1 and the detailed 2025 Q4 financial data as Exhibit 99.2, both incorporated by reference and also available on the company’s website. This financial information is unaudited and is presented as supplemental disclosure rather than being deemed filed under Section 18 of the Exchange Act.
Norfolk Southern Corporation President & CEO Mark R. George reported routine equity compensation activity. On January 26, 2026, 625 shares of Common Stock were acquired at $0.0000 upon the exercise of Restricted Stock Units, and 245 shares were disposed of at $288.3125 per share. On January 27, 2026, 775 shares were acquired at $0.0000 and 303 shares were disposed of at $289.905 per share. Following these transactions, he beneficially owned 18,918 shares of Common Stock directly and 17,010 Restricted Stock Units, each representing the economic equivalent of one share and granted under the Norfolk Southern Corporation Long-Term Incentive Plan.
Norfolk Southern Corporation Vice President & Controller Claiborne L. Moore reported routine equity compensation activity. On January 26 and 27, 2026, portions of two restricted stock unit (RSU) awards granted in 2022 and 2023 vested, converting 247 and 254 RSUs into the same number of common shares at an exercise price of $0.0000.
On each vesting date, Norfolk Southern withheld 68 and 70 common shares, respectively, at prices of $288.3125 and $289.905 to cover tax obligations, leaving Moore with 4,481 directly held common shares afterward. Separately, approximately 229.2879 additional common shares were credited to Moore’s account in the company’s Thrift and Investment Plan 401(k).
Norfolk Southern EVP & Chief Commercial Officer Claude E. Elkins reported routine equity compensation activity. On January 26, 2026, 520 restricted stock units granted in 2023 converted into 520 shares of common stock at $0 exercise price. The company withheld 142 shares at $288.3125 per share to cover taxes, leaving 2,043 shares held directly.
On January 27, 2026, 515 restricted stock units granted in 2022 converted into 515 shares, with 141 shares withheld at $289.905 for taxes, leaving 2,417 shares held directly. Elkins also holds about 130.3291 shares indirectly through a 401(k) plan and continues to hold 4,950 and 4,435 restricted stock units from the 2023 and 2022 grants.