CSX CORP — Director's Dealing 2014

May 6, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CSX CORP (CSX)
CIK: 0000277948
Period of Report: 2014-05-02

Reporting Person: WARD MICHAEL J (Director, Chairman, President and CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-05-02	Common Stock	F	23831	$27.83	Disposed	481904	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	397303	Indirect
Common Stock	14056	Indirect
Common Stock	210000	Indirect

Footnotes

F1: Withholding of stock to satisfy tax withholding obligation.

F2: By Trustee, CSX Corporation Executive Stock Trust.

F3: By Trustee, CSX Tax Savings Thrift Plan. The number reflects equivalent shares of cash value held in CSX Stock Fund, which amounts will fluctuate dependent upon daily net asset value of the fund.

F4: By Kim Anspach Ward, Trustee.