Norfolk Southern CEO Mark George Acquires Shares via RSU Vesting with Tax Withholding

Norfolk Southern Corp ($NSC) Form 4 Analysis

Overview

On September 15, 2026, Norfolk Southern Corp filed a Form 4 detailing equity compensation activity by Mark R. George, President and Chief Executive Officer and member of the Board of Directors. The transactions occurred on September 13, 2026.

Key Transaction Details

1. Restricted Stock Unit (RSU) Vesting (Code M):

   • Shares Acquired: 2,653 shares of Common Stock upon conversion of RSUs granted on September 13, 2024 (the second of three annual installments under the Long-Term Incentive Plan).
   • Conversion Price: $0.00 per share.

2. Tax Withholding (Code F):

   • Shares Withheld: 1,035 shares surrendered to satisfy tax liabilities associated with the vesting event.
   • Withholding Price: $323.30 per share.
   • Total Withholding Value: $334,615.50.

3. Post-Transaction Holdings:

   • Direct Common Stock: 22,783 shares (a net increase of 1,618 shares from this vesting cycle).
   • Restricted Stock Units: 29,664 units remaining.

Market & Trading Significance

• Significance Level: Low
• Rationale: This filing reflects standard equity award vesting and statutory tax withholding. There was no discretionary open-market buying or selling by the CEO.