Alan H. Shaw - 01 Jun 2023 Form 4 Insider Report for NORFOLK SOUTHERN CORP (NSC)

Role: President & CEO, Director
Signature: Denise W. Hutson via P.O.A. for Alan H. Shaw
Issuer symbol: NSC
Transactions as of: 01 Jun 2023
Net transactions value: -$419,100
Form type: 4
Filing time: 02 Jun 2023, 18:51:24 UTC
Previous filing: 02 May 2023
Next filing: 01 Aug 2023
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	NSC	Common Stock	Sale	$419,100	-2,000	-6.1%	$209.55	30,654	01 Jun 2023	Direct	F1
holding	NSC	Common Stock						1,848	01 Jun 2023	By 401(k) Plan	F2

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

Transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

Explanation of Responses:

Id	Content
F1	Shares sold pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on May 12, 2022.
F2	Represents the approximate number of shares of Common Stock estimated -- on the basis of the unit accounting system used by the Plan Administrator -- as of June 1, 2023, 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.

Content

Shares sold pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on May 12, 2022.

Represents the approximate number of shares of Common Stock estimated -- on the basis of the unit accounting system used by the Plan Administrator -- as of June 1, 2023, 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.