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NORFOLK SOUTHERN CORP — Director's Dealing 2018
Aug 22, 2018
29951_dirs_2018-08-22_a96bcbcb-9640-420d-b2b5-b547538e67de.zip
Director's Dealing
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SEC Form 4 — Statement of Changes in Beneficial Ownership
Issuer: NORFOLK SOUTHERN CORP (NSC)
CIK: 0000702165
Period of Report: 2018-08-20
Reporting Person: Squires James A (Director, Chairman, President and CEO)
Non-Derivative Transactions
| Date | Security | Code | Shares | Price | A/D | Holdings After | Ownership |
|---|---|---|---|---|---|---|---|
| 2018-08-20 | Common Stock | M | 1593.0000 | $62.7450 | Acquired | 44644.0000 | Direct |
| 2018-08-20 | Common Stock | M | 1330.0000 | $75.1400 | Acquired | 45974.0000 | Direct |
| 2018-08-20 | Common Stock | F | 1142.0000 | $175.1050 | Disposed | 44832.0000 | Direct |
Derivative Transactions
| Date | Security | Exercise Price | Code | Shares | A/D | Expiration | Underlying | Ownership |
|---|---|---|---|---|---|---|---|---|
| 2018-08-20 | Option (right to buy, granted 2011) | $62.7450 | M | 1593.0000 | Disposed | 2021-01-26 | Common Stock (1593.0000) | Direct |
| 2018-08-20 | Option (right to buy, granted 2012) | $75.1400 | M | 1330.0000 | Disposed | 2022-01-25 | Common Stock (1330.0000) | Direct |
Holdings (Non-Derivative)
| Security | Shares | Ownership |
|---|---|---|
| Common Stock | 154.7261 | Indirect |
| Common Stock | 5892.0000 | Indirect |
| Common Stock | 10150.0000 | Indirect |
| Common Stock | 34886.0000 | Indirect |
Footnotes
F1: Excludes 5,892 shares which remain held indirectly in a grantor retained annuity trust (GRAT), previously held directly.
F2: Represents the approximate number of whole shares of Common Stock estimated -- on the basis of the unit accounting system used by the Plan Administrator -- as of August 20, 2018, to have been credited to the reporting person's account in the Norfolk Southern Corporation Thrift and Investment Plan (TIP), a trusted 401(k) plan. In accordance with TIP's terms applicable to all participants, acquisitions were made at various times and at various prices.
F3: Represents the shares held by an irrevocable trust established for the benefit of the reporting person's child, where the reporting person's spouse is the trustee. The reporting person disclaims beneficial ownership of these shares, and the filing of this report is not an admission that the reporting person is the beneficial owner of theses securities for purposes of Section 16 or for any other purpose.
F4: Reflects exercise and resulting cancellation of stock option, in a single transaction, exempt from Section 16(b). The stock option was granted under the Long-Term Incentive Plan (a Rule 16b-3 plan).