SEC Form 4/A · accession 0001209191-15-029223

CSX CORP · CSX

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

This is an amendment (Form 4/A). It replaces an earlier filing for the same period.

Reporting owner

David M Ratcliffe

Director

Period of report

Mar 16, 2015

Accepted (ET)

Mar 25, 2015 · 4:55 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0000277948

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock^F1,F2	holding	—	—		—	220,777	I	CSX Corporation Directors Deferred Compensation Plan

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Phantom Stock^{F4,F5,F6,F7,F8,F2,F3}	—	Mar 13, 2015	A	10,984	A	—	—	Common Stock	10,984	10,984	I

Explanation of responses

F11,029 shares credited since date of original filing as a result of dividend reinvestment.
F2By Trustee, CSX Directors Deferred Compensation Plan (the "Plan"). The shares are payable after the reporting person ceases to be a director or otherwise pursuant to the terms of the Plan.
F3Each unit of phantom stock is the economic equivalent of one share of Company common stock. Units of phantom stock become payable, in cash, consistent with the Reporting Person's distribution election made at the time of deferral.
F4As a result of the loss of the historical transaction details, the Reporting Person is unable to provide the date of the earliest transaction. Accordingly, the date of the last previously reported transaction was utilized.
F5Includes units of phantom stock credited to the Reporting Person's account as a result of the dividend reinvestment feature of the CSX Corporation Directors Deferred Compensation Plan (the "Plan").
F6Prior to 2007, the Reporting Person deferred a portion of his cash compensation under the Plan, which was notionally invested into a fund that tracks the value of CSX common stock. At the time of the Reporting Person's initial election and subsequent deferrals, the Company relied upon a third-party vendor to document the timing of each deferral. The Company has since stopped using such vendor. In the process of moving this responsibility to a new third-party, the information regarding the timing of deferrals was lost. Since 2007, the Reporting Person has not deferred any portion of his cash compensation into investments that could be deemed phantom stock other than as a result of dividend reinvestments under the Plan.
F7Price of each unit of phantom stock was determined at the time of the applicable deferral pursuant to the Plan; therefore, the units have been acquired at various prices. The prices at which the units were acquired is indeterminable.
F8As the result of an administrative oversight by the Company, the Reporting Person did not timely file a Form 4 for any of the Reporting Person's cash deferrals under the Plan.