Norfolk Southern: Shareholders Have Elected 10 of 13 of the Company’s Director Nominees

Norfolk Southern Corporation said the preliminary vote count of its proxy solicitor indicates that its shareholders have voted to elect 10 of Norfolk Southern’s director nominees at the 2024 Annual Meeting of Shareholders, including:

  • Richard H. Anderson, former CEO of Amtrak and Delta Air Lines
  • Philip S. Davidson, retired four-star Admiral in the U.S. Navy
  • Francesca A. DeBiase, former EVP and global chief supply chain officer of McDonald’s Corporation
  • Marcela E. Donadio, former partner and Americas Oil and Gas sector leader, Ernst & Young
  • Mary Kathryn “Heidi” Heitkamp, former U.S. Senator from North Dakota
  • John C. Huffard, Jr., co-founder of Tenable Network Security, Inc., and Tenable Holdings, Inc.
  • Christopher T. Jones, former corporate VP and president of the technology services sector of Northrop Grumman Corporation
  • Thomas C. Kelleher, chairman of UBS Group AG and former president of Morgan Stanley
  • Claude Mongeau, former president and CEO of Canadian National Railway Company
  • Alan H. Shaw, president and CEO of Norfolk Southern Corporation

Additionally, nominees proposed by Ancora Alternatives LLC, were also elected to the board, including:

  • William Clyburn, Jr., former commissioner and vice-chairman of the U.S. Surface Transportation Board
  • Sameh Fahmy, former EVP of precision scheduled railroading at Kansas City Southern
  • Gilbert Lamphere, chairman of MidRail Corporation and co-founder of MidSouth Rail Corporation
  • Once finalized, the 13-person board of directors will each serve a one-year term expiring in 2025.

Norfolk Southern issued the following statement:

We appreciate the support of our shareholders and the valuable perspectives they have shared with us in the months leading up to our Annual Meeting.

Our shareholders recognize that positive change is underway at Norfolk Southern. Moving forward, we will continue building on the significant progress Alan Shaw, John Orr, and the entire team have already achieved. Together, we are building a safer, more profitable railroad, closing the margin gap with our peers, and ultimately growing value for our shareholders. We welcome William Clyburn, Jr., Sameh Fahmy, and Gilbert Lamphere to our board. We will work constructively and collaboratively on behalf of our shareholders unlocking the full potential of our powerful franchise.

We thank Amy E. Miles, Jennifer F. Scanlon, and John R. Thompson for their dedication and service to our franchise. We also thank our outgoing directors Thomas Bell, Mitchell Daniels, Steven Leer and Michael Lockhart, each of whom did not stand for re-election to the Board, for their multiple years of service to Norfolk Southern.

The results announced today are considered preliminary until final results are tabulated and certified by the independent Inspector of Elections. Final results will be reported on a Form 8-K that will be filed with the Securities and Exchange Commission.

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