Norfolk Southern Corporation · NYSE:NSC
Norfolk Southern — Proxy Contest (April 2024)
67 slides from Norfolk Southern's proxy contest presentation, Apr 18, 2024
Slide 1: A Better Way
RFOLK SOUTHERN A BETTER WAY April 18, 2024
Slide 2: Forward-Looking Statements / Non-GAAP Measures
FORWARD-LOOKING STATEMENTS / NON-GAAP MEASURES This presentation and the related materials contain forward-looking statements within the meaning of the safe harbor provision of the Private Securities Litigation Reform Act of 1995, as amended. These statements relate to future events or future perfor
Slide 3: Norfolk Southern Is Executing on a Better Strategy with Greater Long Term Upside
NORFOLK SOUTHERN IS EXECUTING ON A BETTER STRATEGY WITH GREATER LONG TERM UPSIDE FOR SHAREHOLDERS • To grow long term freight volumes and recapture market share lost to trucking, the railroad industry must correct for the inconsistent service from barebone staffing driven by too narrow a focus on co
Slide 4: Our Fit-for-Purpose Board Is Already Optimized for Success of Our Transition
OUR FIT-FOR-PURPOSE BOARD IS ALREADY OPTIMIZED FOR THE SUCCESS OF OUR TRANSITION • The Board has been thoughtfully constructed and refreshed around diverse skills which are highly relevant to the Company’s success • Six new directors have been added in the last five years, including two in 2023, wit
Slide 5: Norfolk Southern Is Emerging as a Safer, More Profitable Railroad
01 NORFOLK SOUTHERN IS EMERGING AS A SAFER, MORE PROFITABLE RAILROAD WITH STRONG EXECUTION FROM CRISIS-TESTED LEADERS
Slide 6: Rail Service and Volumes Have Suffered Under Legacy Approach to PSR
RAIL SERVICE AND VOLUMES HAVE SUFFERED UNDER THE INDUSTRY’S LEGACY APPROACH TO PSR IMPLEMENTATION To grow volumes over the long-term, railroads must break the cycle of service disruptions every few years Under Industry’s Legacy PSR Implementation, … Causing Volume to Steadily Move from Rail to Rick
Slide 7: Industry Faced Significant Service Challenges Exiting the Pandemic in 2021
THE INDUSTRY, INCLUDING NSC, FACED SIGNIFICANT SERVICE CHALLENGES WHEN EXITING THE PANDEMIC IN 2021 • Staffing constraints, a result of a singular focus on cost cutting, reduced the ability of all railroads to respond as business levels rebounded sharply following the pandemic • Norfolk Southern’s p
Slide 8: Board Appointed Alan Shaw as CEO to Leverage PSR
THE BOARD APPOINTED ALAN SHAW AS CEO BECAUSE THE DEPTH AND BREADTH OF HIS EXPERIENCE WOULD BEST POSITION US TO LEVERAGE PSR Imbalanced Strategy A Better Way 1 • NSC seeks to deliver • Inconsistent service due to • More thoughtful design and resource allocation allows for underinvestment and cyclical
Slide 9: Alan Drove Revenue and Operational Improvements in 2022
ALAN DROVE REVENUE AND OPERATIONAL IMPROVEMENTS IN 2022 Norfolk Southern was operating efficiently and driving shareholder returns prior to the East Palestine incident nd Norfolk Southern Had Substantially Closed the … And Delivered the 2 best Shareholder OR Gap by 2022… Returns 2022 Operating Ratio
Slide 10: East Palestine Masks Competitive Long-Term TSR Performance
THE IMPACT FROM THE EAST PALESTINE INCIDENT MASKS OUR OTHERWISE COMPETITIVE LONG-TERM TSR PERFORMANCE 5-year TSR Pre-East Palestine (2/2/23) 5-year TSR Pre-Ancora (1/31/24) 5-year TSR Today (4/4/24) 93% 86% 73% 59% 55% 43% Peer Median Peer Median Peer Median Peers include: CSX, CPKC, CN, Union Pacif
Slide 11: Decisive Action to Overhaul Safety Standards
WE TOOK DECISIVE ACTION TO OVERHAUL SAFETY STANDARDS TO PROTECT NORFOLK SOUTHERN AND OUR SHAREHOLDERS …And are now an industry-leader in safety with the second-lowest accident rate among US peers Increased Investment and Focus on … Led to Only 35 FRA Reportable Mainline Safety in 2023 Following East
Slide 12: Restored Relationships with Regulators, Officials and East Palestine Community
WE RESTORED RELATIONSHIPS WITH REGULATORS, ELECTED OFFICIALS AND THE EAST PALESTINE COMMUNITY Alan’s leadership through the East Palestine incident gives us credibility with important constituents ECONOMIC RAIL SAFETY ELECTED REGULATORS REGULATORS OFFICIALS U.S. Secretary of Transportation Surface T
Slide 13: Alan Took Decisive Action to Address Service Issues
ALAN TOOK DECISIVE ACTION TO ADDRESS OUR SERVICE ISSUES • Execution of our PSR operating plan under our new strategy turned around performance, including improving train speed and terminal dwell • Drove substantial operating improvements, even through the East Palestine incident, for the benefit of
Slide 14: Balanced Strategy Improved Intermodal Service and Scales to Merchandise
OUR BALANCED STRATEGY SIGNIFICANTLY IMPROVED INTERMODAL SERVICE AND IS SCALABLE ACROSS THE MERCHANDISE NETWORK Intermodal On-Time Service Performance • Improved service levels by 3,040 bps in our most service-sensitive product, 100% despite the disruption of the East Alan Shaw Tenure Palestine incid
Slide 15: PSR Expert John Orr, New COO, Will Accelerate Execution
PSR EXPERT JOHN ORR, OUR NEW COO, WILL ACCELERATE THE EXECUTION OF OUR BALANCED STRATEGY • Over a four-decade career, John built a reputation for applying scheduled railroading principles to drive sustainable long-term value creation “The arrival of Mr. Orr puts greater confidence in the timing of a
Slide 16: John's Track Record of Improving Operations Is Unmatched
JOHN’S TRACK RECORD OF IMPROVING OPERATIONS AT MULTIPLE CLASS I RAILROADS IS UNMATCHED (1) CPKC Highlighted Orr’s Achievements in its Q3’23 Earnings Presentation • John Orr improved network speed, average “John Orr is leading the team, leading the charge in Mexico had a lot of terminal dwell, locomo
Slide 17: John Has Superior Operating Track Record Compared to Ancora's Candidate
JOHN HAS THE SUPERIOR OPERATING TRACK RECORD COMPARED TO ANCORA’S PROPOSED CANDIDATE… • KCS train speed improved by 1% and dwell improved by 11% during Orr’s leadership • CSX train speed deteriorated by 17% and dwell worsened by 14% during Boychuk’s tenure KCS Train Speed CSX Train Speed (Indexed to
Slide 18: Much Better Track Record on Safety
…AND, CRITICALLY FOR SHAREHOLDERS, A MUCH BETTER TRACK RECORD ON SAFETY • KCS’ quarterly mainline accident rate improved by 41% under Orr’s leadership. The same measure at CSX deteriorated by 76% under Boychuk’s tenure (1) • Immediately after Boychuk’s departure, CSX’s mainline accident rate improve
Slide 19: John Orr Is Best Equipped to Execute Our PSR Operating Plan
JOHN ORR IS THE EXPERT BEST EQUIPPED TO EXECUTE OUR PSR OPERATING PLAN… >400 bps of productivity improvement over the next 3 years is completely in scope The Right Man For the Job Where We Are Headed in the Next 60-90 Days ✓ A proven expert in complex situations that impair operational ➢ Reduce term
Slide 20: Spearheading Key Productivity Initiatives
…AND HE IS SPEARHEADING A RANGE OF KEY PRODUCTIVITY INITIATIVES Merchandise Intermodal Bulk Fuel Crew Planning • Pre-blocking: Pre-block from customers • Customer Release Initiative: Ongoing • Extra Board Consolidations: Combined and short line partners to reduce review taking place with the Marketi
Slide 21: Already Starting to See Results
WE ARE ALREADY STARTING TO SEE RESULTS Merchandise Velocity Terminal Dwell (mph) (Hours) 22 28 21 26 20 8% 8% better better 24 19 18 22 17 20 16 15 18 Jan-24 Feb-24 Mar-24 Apr-24 Jan-24 Feb-24 Mar-24 Apr-24 Note: Charts reflect rolling 7-day average. 21 Source: AAR and internal data. Latest data ava
Slide 22: John Will Further Accelerate Merchandise Velocity
JOHN WILL FURTHER ACCELERATE MERCHANDISE VELOCITY, WHICH OFFERS A BIG PAYOFF IN PRODUCTIVITY AND PROFITABILITY Delivering on a Multi-year Plan to Improve Merchandise Velocity • Prioritize running-to-plan, even in the face of shocks and disruptions • Start with safety; confidence and empowerment at t
Slide 23: Combination of Alan Shaw & John Orr Presents The Better Way
THE COMBINATION OF ALAN SHAW & JOHN ORR PRESENTS THE BETTER WAY (1) As CN and CSX have demonstrated , CEOs with rail backgrounds primarily outside operations have effectively grown revenue and improved O.R., when combined with an experienced COO The Better Way The “High Risk Ticket” Alan Shaw John O
Slide 24: Merchandise Velocity Already Exceeds 2022 Levels
MERCHANDISE VELOCITY ALREADY EXCEEDS 2022 LEVELS AND CONTINUES TO IMPROVE… • In Q4 2023 we achieved our best Intermodal service results in over three years by enhancing resiliency, discipline and productivity • We are now applying the principles we developed in the successful turnaround of Intermoda
Slide 25: Plan to Unlock 400bps of Margin Improvement from Productivity Savings
…BOLSTERING OUR PLAN TO UNLOCK 400BPS OF MARGIN IMPROVEMENT FROM PRODUCTIVITY SAVINGS… Faster Merchandise Velocity Unlocks Productivity The Flywheel Effect From Velocity Gains Will and Cost Savings Throughout the P&L Drive Down the Cost Structure ~$550M Total Productivity Savings: >400 bps of margin
Slide 26: Helping Us Achieve a Sub-60% Operating Ratio
(1) …HELPING US ACHIEVE A SUB-60% OPERATING RATIO • We expect to realize an operating ratio of 60% or lower in three to four years, assuming a market recovery and associated revenue growth in line with previous freight cycles Base Line 3-Year Margin Improvement Plan Normal Economic Recovery (200+) b
Slide 27: Meaningful Year-over-Year Margin Improvement Through the Year
MEANINGFUL YEAR-OVER-YEAR MARGIN IMPROVEMENT WILL BE EVIDENT AS WE PROGRESS THROUGH THE YEAR • Despite revenue and cost headwinds in the first quarter of 2024, we expect to deliver ~400-500 basis points of operating ratio (1) improvement during the second half of 2024 • This is consistent with our p
Slide 28: Ancora's Plan Unnecessarily Puts Norfolk Southern at Risk
ANCORA’S PLAN UNNECESSARILY PUTS NORFOLK SOUTHERN AT RISK, WHILE FAILING TO DELIVER UPSIDE TO MANAGEMENT’S PLAN NSC’s Strategy and PSR Operating Plan Will Achieve <60% OR Without Execution and Timing Risks “The rapid reduction in OR championed by Ancora can only be (1) Operating Ratio (%) accomplish
Slide 29: Our Responsive, Highly Qualified Board Is Committed to Accountability
02 OUR RESPONSIVE, HIGHLY QUALIFIED BOARD IS COMMITTED TO ACCOUNTABILITY
Slide 30: Enhanced Our Board to Drive Safety and Operational Performance
WE ENHANCED OUR BOARD TO DRIVE ENHANCEMENTS IN SAFETY AND OPERATIONAL PERFORMANCE… Board and Governance Changes January 2022 May 2023 July and August 2023 February 2024 th • Nominated Richard Anderson and Heidi Heitkamp to Announced separation of • Appointed Admiral Philip Davidson, former 25 the Bo
Slide 31: Building a Strong Foundation to Deliver Sustainable Shareholder Value
…BUILDING A STRONG FOUNDATION TO DELIVER SUSTAINABLE SHAREHOLDER VALUE… Thoughtful and Creating a Safer, More Reliable Transformed Strategy Comprehensive Refreshment Railroad ✓Implemented balanced strategy to safely ✓Achieved industry-leading safety results, deliver reliable and resilient service, d
Slide 32: Enhanced Safety, Cybersecurity and Enterprise Risk Management Practices
…WE ALSO ENHANCED SAFETY, CYBERSECURITY AND ENTERPRISE RISK MANAGEMENT PRACTICES… Safety Enterprise Risk Management Cybersecurity • Increased Safety Committee meeting • Amended Finance and Risk Management cadence to provide regular reporting on the Committee charter to enhance reporting status of th
Slide 33: Refined Pay Practices to Enhance Alignment with Value Creation
…AND REFINED PAY PRACTICES TO ENHANCE ALIGNMENT WITH VALUE CREATION AND DELIVER ON OUR COMMITMENTS… In 2023, our engagement team (which includes directors in certain instances) held 55 engagement meetings with 40 shareholders representing 49% of our outstanding shares In response, we: Our plan align
Slide 34: New, Experienced Independent Chair
…ALL UNDER THE LEADERSHIP OF A NEW, EXPERIENCED INDEPENDENT CHAIR In January 2022, we announced the separation of the CEO and Chair roles and elected Amy Miles as independent Chair, effective May 2022 Brings Extensive Experience to the Role Delivers for Shareholders Extensive Governance Experience H
Slide 35: We Offered to Add the Best of Ancora's Nominees
WE OFFERED TO ADD THE BEST OF ANCORA’S NOMINEES. WE WERE CONSISTENTLY REBUFFED Our best efforts to find the right answer for all shareholders were derailed by Ancora’s zero-sum mentality February 4-9, 2024 Each Ancora nominee is interviewed by our independent November 2023 Chair and the outgoing and
Slide 36: Ancora's Proposals Would Eliminate Railroad Expertise
ANCORA’S PROPOSALS WOULD ELIMINATE RAILROAD EXPERTISE HIGHLY RELEVANT TO NORFOLK SOUTHERN’S OPERATIONS… Richard Anderson Claude Mongeau Alan Shaw Nominee for Independent Director Independent Director President & CEO • Mr. Shaw’s 30 years of • Mr. Anderson was appointed • Mr. Mongeau is one of the mo
Slide 37: Replace It with Less Relevant Nominees
…AND REPLACE IT WITH LESS RELEVANT NOMINEES WITH NO OPERATING EXPERIENCE IN A POST-COVID ENVIRONMENT Jim Barber Sameh Fahmy Gilbert Lamphere Ancora’s CEO Nominee Ancora Nominee Ancora Nominee • Mr. Barber also has no experience in the • Mr. Fahmy has limited leadership or • Mr. Lamphere, a career pr
Slide 38: Ancora Would Remove Critical Executive Leadership
ANCORA WOULD REMOVE CRITICAL EXECUTIVE LEADERSHIP Alan Shaw Jim Barber Norfolk Southern CEO Ancora’s CEO Nominee • Appointed as CEO because the depth and breadth of • Mr. Barber is an unproven CEO candidate, he has never been his experience best positions us to leverage PSR selected for the role des
Slide 39: Ancora Would Remove Critical Safety Expertise
ANCORA WOULD REMOVE CRITICAL SAFETY EXPERTISE Allison Landry Jennifer Scanlon Independent Director Ancora Nominee • Ms. Scanlon has significant executive and Board • Ms. Landry’s background as an equity research analyst writing about experience in the product safety testing and public companies has
Slide 40: Ancora Would Remove Critical Government Relations Expertise
ANCORA WOULD REMOVE CRITICAL GOVERNMENT RELATIONS EXPERTISE Heidi Heitkamp John Kasich Nominee for Independent Director Ancora Nominee • Mr. Kasich's Washington experience is nearly a quarter century out • Ms. Heitkamp's significant public service experience of date as a United States Senator, state
Slide 41: Ancora Would Remove Critical Cyber Risk Management Expertise
ANCORA WOULD REMOVE CRITICAL CYBER RISK MANAGEMENT EXPERTISE John Huffard, Jr. Betsy Atkins Independent Director Ancora Nominee • Mr. Huffard is a cybersecurity innovator credited with • Ms. Atkins has not worked in an operating role in over two decades pioneering vulnerability management software a
Slide 42: Ancora Would Remove Critical Corporate Governance Expertise
ANCORA WOULD REMOVE CRITICAL CORPORATE GOVERNANCE EXPERTISE Amy Miles John Thompson William Clyburn Independent Chair Independent Director Ancora Nominee • Ms. Miles has a successful • Mr. Thompson has extensive • Mr. Clyburn is a career bureaucrat with no experience as a director and track record a
Slide 43: Ancora Would Unnecessarily Delay Our Transition and Put It at Risk
03 ANCORA WOULD UNNECESSARILY DELAY OUR TRANSITION AND PUT IT AT RISK
Slide 44: Balanced Strategy Creates Long-Term Value Through Reliable, Resilient Service
OUR BALANCED STRATEGY CREATES LONG-TERM VALUE BY FOCUSING ON RELIABLE, RESILIENT SERVICE Our competitors and analysts agree: there is “A Better Way” “Here's why Ancora may want to rethink its [pejorative] use of the term [“resiliency railroading”]: Lack of resiliency has been the industry's Achilles
Slide 45: Ancora's Strategies Have Created Concern Among Key Constituents
ANCORA’S MYOPIC “STRATEGIES,” BY CONTRAST, HAVE ONLY CREATED DEEP AND UNDERSTANDABLE CONCERN AMONG KEY CONSTITUENTS REGULATORS CUSTOMERS LABOR Brotherhood of Locomotive U.S Department of Transportation Engineers and Trainmen Federal Railroad Administration Private Railcar Food and Beverage Assn. “An
Slide 46: Ancora's Campaign Threatens Our Relationship with Labor
IMPORTANTLY, ANCORA’S CAMPAIGN THREATENS THE STRENGTH OF OUR RELATIONSHIP WITH LABOR Labor unions, whose members comprise ~80% of our workforce, have made it clear a change in our leadership would be particularly harmful to safety Alan Restored Relationships With Labor… …Signing a Commitment to Safe
Slide 47: Independent Shipper Survey Reveals Strong Support for Our Plan
A RECENT INDEPENDENT SHIPPER SURVEY ON ANCORA’S CAMPAIGN REVEALED STRONG SUPPORT FOR OUR STRATEGIC PLAN Shippers are fearful Ancora’s plan would result in a deterioration in service + “The vast majority of shippers participating in our survey support NSC's strategic plan with 86% choosing this appro
Slide 48: Ancora's Focus on Control Is Not Aligned with All Shareholders
ANCORA'S SINGULAR FOCUS ON TAKING CONTROL OF THE COMPANY IS NOT ALIGNED WITH THE INTERESTS OF ALL SHAREHOLDERS Ancora’s candidates and proposed strategy would introduce significant risks to our business and disrupt our path to deliver long-term sustainable shareholder value • Ancora demands Norfolk
Slide 49: Ancora Is Following the Same Plan That Hobbled CSX
ANCORA IS BLINDLY FOLLOWING THE SAME IMPLEMENTATION PLAN THAT HOBBLED CSX’S ABILITY TO SERVE CUSTOMERS IN 2017-19 Getting to a sub-60% OR without impairing service and losing customers is “A Better Way” Ancora’s timeline duplicates CSX’s 2017 precedent… …resulting in an inability to serve customers
Slide 50: Ancora's Campaign Disregards Our Current Operating Environment
ANCORA’S CAMPAIGN IS PREMISED ON UTTER DISREGARD FOR OUR CURRENT OPERATING ENVIRONMENT… Ancora’s self-serving, tone-deaf demands are particularly dangerous in the context of the East Palestine incident • Demands a major reconstitution of Norfolk Southern’s management team and Board, which in the con
Slide 51: An Unqualified CEO Candidate Unfamiliar with Railroad Operations
…AN UNQUALIFIED CEO CANDIDATE WHO IS UNFAMILIAR WITH RAILROAD OPERATIONS OR REGULATORS AND HAS NEVER RUN A COMPANY… What does Ancora see in Jim Barber that no one else does? • Curiously, Mr. Barber was not selected as Chief Executive Officer of UPS despite a 35-year career at the company • At the ti
Slide 52: A COO Replacement with Track Record of Creating Risk
…AND A COO REPLACEMENT WITH A TRACK RECORD OF CREATING UNNECESSARY AND COUNTERPRODUCTIVE RISK Ancora’s best hope is an executive who departed his last two companies quickly, under still-unexplained circumstances? • Boychuk’s short-term orientation is troublesome, and his track record as an operator
Slide 53: Ancora's Board Nominees Represent a Net Loss to the Board
ANCORA’S BOARD NOMINEES REPRESENT A NET LOSS TO THE BOARD NSC Would “Gain” Little from Ancora’s Nominees… …But Lose Extensively in Expertise it Needs Betsy Atkins Jim Barber Expertise Norfolk Southern Needs from its Board NSC’s Board Is Fit-for-Purpose û Has not worked in an operating role in û No r
Slide 54: Norfolk Southern Is Executing on a Better Strategy with Greater Long Term Upside
NORFOLK SOUTHERN IS EXECUTING ON A BETTER STRATEGY WITH GREATER LONG TERM UPSIDE FOR SHAREHOLDERS • To grow long term freight volumes and recapture market share lost to trucking, the railroad industry must correct for the inconsistent service from barebone staffing driven by too narrow a focus on co
Slide 55: Reject Ancora's Attempt to Take Control: Vote the WHITE Proxy Card
REJECT ANCORA’S ATTEMPT TO TAKE CONTROL OF NORFOLK SOUTHERN VOTE the WHITE proxy card today. Elect the Norfolk Southern Board online or by signing, dating and returning the WHITE proxy card in the postage-paid envelope provided YOUR VOTE IS IMPORTANT! If you have any questions about how to vote your
Slide 56: Appendix 1: Glossary of Rail Terms
APPENDIX 1: GLOSSARY OF RAIL TERMS 56
Slide 57: Glossary of Rail Terms
GLOSSARY OF RAIL TERMS ACS IRT Idle Reduction System supplied by ACS Railroad Solutions. AAR Association of American Railroads. Accident Rate The number of accidents per million train miles travelled. When railcars are classified by destination and grouped together at origin or local yards to reduce
Slide 58: Glossary of Rail Terms (Cont.)
GLOSSARY OF RAIL TERMS (CONT.) MTO Minimum Time Offset (an energy management function). On-Time Connections The percentage of connections that occur within a set period of time around the railroad’s original estimate. The percentage of carloads and intermodal trains that arrived at their destination
Slide 59: Appendix 2: The Facts Belie Ancora's Fictions
APPENDIX 2: THE FACTS BELIE ANCORA’S FICTIONS 59
Slide 60: Myth vs. Fact: Management, Board and Strategy
MYTH VS. FACT: MANAGEMENT, BOARD AND STRATEGY Ancora’s False Claims The Facts ✓Alan is the right leader for Norfolk Southern; he brings 30 years of industry experience from within the Company, including in operations leadership as our former Head of Intermodal Operations and Coal Transportation û Mr
Slide 61: Myth vs. Fact: Financial Performance and Operations
MYTH VS. FACT: FINANCIAL PERFORMANCE AND OPERATIONS Ancora’s False Claims The Facts ✓We first announced the implementation of a PSR-based operating plan at our 2019 Investor Day. We are working tirelessly to execute on our strategy that balances service, productivity and growth, with a focus on safe
Slide 62: Myth vs. Fact: Safety and East Palestine
MYTH VS. FACT: SAFETY AND EAST PALESTINE Ancora’s False Claims The Facts ✓Our response to East Palestine has been applauded by customers, regulators and stakeholders ✓Norfolk Southern has demonstrated its commitment to East Palestine since day one, and continues to invest time and resources to ensur
Slide 63: Myth vs. Fact: Executive Compensation
MYTH VS. FACT: EXECUTIVE COMPENSATION Ancora’s False Claims The Facts ✓Ancora cherry picks compensation figures from proxy statements to fit their narrative as it suits them and to mislead shareholders û Alan is Overpaid as CEO ✓Compensation figures portrayed in Ancora’s presentation are misleading
Slide 64: Myth vs. Fact: Meridian Speedway
MYTH VS. FACT: MERIDIAN SPEEDWAY Ancora’s False Claims The Facts ✓Ancora wildly misrepresents the amendment NSC made to the Meridian Speedway agreement to release John from his contract with CPKC – it was not a consequential concession ✓The change merely allows for increased competition along a corr
Slide 65: Appendix 3: Non-GAAP Financial Measures
APPENDIX 3: NON-GAAP FINANCIAL MEASURES 65
Slide 66: Non-GAAP Financial Measures
NON-GAAP FINANCIAL MEASURES This document includes the presentation and discussion of adjusted operating ratio. This figure adjusts our GAAP financial results to exclude the effects of the direct costs resulting from the East Palestine incident. We use this non-GAAP financial measure internally and
Slide 67: Thank You
Thank You www.norfolksouthern.com ### Important Additional Information The Company has filed a definitive proxy statement (the “2024 Proxy Statement”) on Schedule 14A and a WHITE proxy card with the Securities and Exchange Commission (the “SEC”) in connection with the solicitation of proxies for its