SEC Form 4 · accession 0001209191-16-142971
CSX CORP · CSX
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
A later amendment supersedes this filing — read the amendment. The figures below are kept as originally reported (version chain, not an overwrite).
Reporting owner
Clarence W Gooden
Officer — President
Period of report
Sep 26, 2016
Accepted (ET)
Sep 28, 2016 · 10:45 am 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 StockF2 | Sep 26, 2016 | S | 6,987 | $29.43 | D | 118,013 | I | Clarence W. Gooden Second Irrevocable Trust |
| Common StockF2 | Sep 26, 2016 | S | 10,345 | $29.44 | D | 100,933 | I | Clarence W. Gooden, Revocable Trust |
| Common Stock | holding | — | — | — | 127,954 | D | ||
| Common StockF3 | holding | — | — | — | 413 | I | CSX Corporation 401(k) Plan | |
| Common StockF4 | holding | — | — | — | 164,274 | I | Corkie T. Gooden Revocable Trust | |
| Common StockF2 | holding | — | — | — | 55,000 | I | Clarence W. Gooden Irrevocable Trust |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Phantom StockF6,F5,F7 | — | Sep 15, 2016 | A | 2 | A | — | — | Common Stock | 2 | 261 | I |
Explanation of responses
- F1The transactions reported on this Form 4 were effected pursuant to Rule 10b5-1 trading plans adopted by the Reporting Person on August 23, 2016. These plans have been approved pursuant to the terms of the Issuer's policies and are part of the Reporting Person's strategy to diversify assets.
- F2By Trustee, Clarence W. Gooden.
- F3By Trustee, CSX Tax Savings Thrift Plan. The number reflects equivalent shares of cash value held in CSX Stock Fund, which amounts will fluctuate dependent upon daily net asset value of the fund.
- F4These shares are held in a Trust for the Reporting Person's spouse. The Reporting Person's spouse is the Trustee of the Trust. The Reporting Person disclaims beneficial ownership of these securities, and the filing of this report is not an admission that the Reporting Person is the beneficial owner of these securities for the purposes of Section 16 or for any other purpose.
- F5Each 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.
- F6Reflects units of phantom stock acquired through the dividend reinvestment feature of the CSX Corporation Executive Deferred Compensation Plan.
- F7By Trustee, CSX Corporation Executive Deferred Compensation Plan.