SEC Form 4 · accession 0001225208-15-007725
NORFOLK SOUTHERN CORP · NSC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Michael D Lockhart
Director
Period of report
Mar 10, 2015
Accepted (ET)
Mar 12, 2015 · 5:00 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000702165
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | holding | — | — | — | 3,556 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Deferred Stock Units - Dir. Def. Fee PlanF2 | — | Mar 10, 2015 | A | 52 | A | — | — | Common Stock | 52 | 9,453 | D |
| Restricted Stock UnitsF3 | — | Mar 10, 2015 | A | 101 | A | — | — | Common Stock | 101 | 18,645 | D |
Explanation of responses
- F1Includes 555.6135 shares of Common Stock acquired by the reporting person through participation in a Dividend Reinvestment Plan including 16.4060 shares acquired since the last reported Form 4 balance.
- F2Reports the number of deferred stock units credited to the reporting person's account in the Norfolk Southern Corporation Directors' Deferred Fee Plan in the form of a deemed reinvestment of dividends on deferred stock units held under the plan, calculated on the basis of the market value of the company's common stock on the dividend payment date. These units ultimately will be satisfied in cash, not in shares of common stock, upon the reporting person's retirement or at such other time as may be elected under the terms of the plan.
- F3Reports the number of restricted stock units credited to the reporting person's account in the Norfolk Southern Corporation Long-Term Incentive Plan in the form of dividend equivalent payments on restricted stock units held under the plan, calculated on the basis of the market value of the company's common stock on the dividend payment date. These units ultimately will be satisfied in common stock upon the reporting person's termination of service or death.