Norfolk Southern Corporation filings document the disclosure record for a Virginia freight railroad company with common stock listed on the New York Stock Exchange. Its 8-K reports cover operating and financial results, Regulation FD materials, material-event disclosures, material agreements, capital-structure matters, and shareholder voting results.
The filing record includes proxy materials on director elections, independent auditor ratification and executive compensation votes, along with agreements tied to corporate facilities and related lease financing. Annual and quarterly reports provide context for railway operations, consolidated financial statements, risk factors, governance, and capital allocation for the company’s freight transportation network.
Norfolk Southern Corp director reports deferred stock unit dividend credits. A company director filed to report 232.0587 deferred stock units credited on 12/31/2025 under the Norfolk Southern Corporation Directors' Deferred Fee Plan. The units were calculated using a closing market value of $288.72 per share on the dividend payment date and represent a deemed reinvestment of dividends on previously deferred stock units. After this transaction, the director beneficially holds 1,267.317 deferred stock units in this plan. These units will be settled in cash, not in common shares, upon the director's retirement or at another time elected under the plan.
Norfolk Southern Corporation reports that it and Union Pacific Corporation have jointly filed an application with the Surface Transportation Board seeking approval of a proposed combination in which Union Pacific would acquire Norfolk Southern. The companies also held an analyst conference call to discuss key points of the regulatory application and issued a joint press release, which are provided as exhibits.
The filing emphasizes that the information is being furnished, not filed, and includes extensive forward-looking statement language. It outlines numerous risks that could affect whether the transaction closes or delivers expected benefits, including potential legal proceedings, failure to obtain regulatory approvals or burdensome conditions, integration challenges, higher-than-expected costs, credit rating pressure, reputational impacts, and ongoing risks related to Norfolk Southern’s Eastern Ohio incident and associated remediation and regulatory developments.
Norfolk Southern Corp. director reports open-market stock purchase. A company director filed a Form 4 showing the purchase of 204 shares of Norfolk Southern common stock on 12/05/2025. The transaction was coded as a P transaction, indicating a regular purchase. The shares were acquired at a price of $294.7915 per share. Following this trade, the director now directly beneficially owns 405 shares of Norfolk Southern common stock.
Norfolk Southern Corporation (NSC) reported a routine insider compensation transaction for a director on a Form 4. On 11/20/2025, the director received 3.4255 restricted stock units under the Norfolk Southern Long-Term Incentive Plan. These units were credited as dividend equivalent payments based on the market value of the company’s common stock on the dividend payment date and will ultimately be settled in common stock. Following this transaction, the director beneficially owned 714.4613 restricted stock units in total.
Norfolk Southern Corporation (NSC) reported a routine insider equity award for a director on a Form 4. On 11/20/2025, the reporting person received 22.0911 restricted stock units under the Norfolk Southern Long-Term Incentive Plan. These units were credited as dividend equivalent payments based on the market value of Norfolk Southern common stock on the dividend payment date at $282.86 per share.
After this transaction, the reporting person beneficially owned 4,607.5447 restricted stock units, which will ultimately be settled in Norfolk Southern common stock. The filing indicates the reporting person is a director of the company and that the derivative securities are held directly.
Norfolk Southern Corp (NSC) director Mary Kathryn Heitkamp reported an automatic equity-related transaction. On 11/20/2025, she received 5.7009 restricted stock units (RSUs) under the Norfolk Southern Corporation Long-Term Incentive Plan. These RSUs were credited as dividend equivalent payments, based on the market value of Norfolk Southern common stock on the dividend payment date.
Each RSU represents a right to receive one share of Norfolk Southern common stock, so these units will ultimately be settled in common stock. Following this transaction, Heitkamp beneficially owned 1,189.0435 derivative securities in the form of RSUs, held directly.
Norfolk Southern Corporation (NSC) reported an insider equity award on a Form 4 for a company director. On 11/20/2025, the director received 5.7009 restricted stock units as dividend equivalent payments under the Norfolk Southern Corporation Long-Term Incentive Plan. These units were calculated based on the market value of Norfolk Southern common stock on the dividend payment date and will ultimately be settled in common stock.
Following this transaction, the director beneficially owned 1,189.0435 restricted stock units, held directly. The filing indicates it was made by one reporting person in the capacity of director, reflecting routine equity-based compensation rather than an open-market trade.
Norfolk Southern Corporation (NSC) reported a Form 4 transaction for a director, reflecting routine equity compensation activity rather than an open-market trade. On 11/20/2025, the director received 41.5347 restricted stock units under the company’s Long-Term Incentive Plan. These units were credited as dividend equivalent payments, based on the market value of Norfolk Southern common stock on the dividend payment date, and will ultimately be settled in common shares.
Each unit represents the right to receive one share of common stock in the future, so this filing shows incremental growth in the director’s equity-based interest aligned with shareholder dividends. Following this transaction, the director beneficially owned 8,662.9 derivative securities in the form of restricted stock units held directly.
Norfolk Southern Corporation (NSC) reported a routine insider equity award update for director Francesca A. DeBiase. On 11/20/2025, she was credited with 7.227 restricted stock units (RSUs) under the Norfolk Southern Long-Term Incentive Plan. These RSUs were granted as dividend equivalent payments, meaning they were calculated based on the market value of Norfolk Southern common stock on the dividend payment date.
Each RSU represents a right to receive one share of Norfolk Southern common stock in the future, so these units ultimately will be settled in shares rather than cash. Following this transaction, DeBiase beneficially owned 1,507.3321 RSUs directly. The filing reflects standard director compensation mechanics rather than an open-market purchase or sale.
Norfolk Southern Corp. (NSC) director reports automatic stock-based award activity. On 11/20/2025, the reporting person received 9.0001 restricted stock units under the Norfolk Southern Corporation Long-Term Incentive Plan. The units were credited as dividend equivalent payments on existing restricted stock units, based on the market value of Norfolk Southern common stock of $282.86 on the dividend payment date.
After this transaction, the reporting person beneficially owned 1,877.1633 restricted stock units, held in direct ownership. These restricted stock units are scheduled to be settled in shares of Norfolk Southern common stock in the future, aligning the director’s economic interest with shareholders over time.