PRILLAMAN L I 4
4 · NORFOLK SOUTHERN CORP · Filed Dec 2, 2004
Insider Transaction Report
Form 4
PRILLAMAN L I
Vice Chmn. & C.M.O.
Transactions
- Sale
Common Stock
2004-11-30$34.30/sh−55,800$1,913,940→ 185,872 total - Disposition to Issuer
Stock Units (Deferred)
2004-11-30−2,483.812→ 3,700.979 totalFrom: 2004-11-30Exp: 2004-11-30→ Common Stock (2,483.812 underlying) - Sale
Common Stock
2004-11-30$34.31/sh−2,100$72,051→ 183,772 total - Exercise/Conversion
Option (granted 2000)
2004-11-30−24,096→ 35,904 totalExercise: $16.94From: 2001-01-31Exp: 2010-01-30→ Common Stock (24,096 underlying) - Exercise/Conversion
Option (granted 1996)
2004-11-30−36,000→ 0 totalExercise: $26.02From: 1997-01-29Exp: 2006-01-28→ Common Stock (36,000 underlying) - Exercise/Conversion
Common Stock
2004-11-30$26.02/sh+36,000$936,749→ 217,576 total - Sale
Common Stock
2004-11-30$34.35/sh−1,196$41,083→ 181,576 total - Sale
Common Stock
2004-11-30$34.33/sh−400$13,732→ 182,772 total - Exercise/Conversion
Common Stock
2004-11-30$16.94/sh+24,096$408,126→ 241,672 total - Sale
Common Stock
2004-11-30$34.32/sh−600$20,592→ 183,172 total
Holdings
- 27,000(indirect: By 401(k))
Common Stock
Footnotes (3)
- [F1]Represents the approximate number of whole shares of Common Stock estimated -- on the basis of the unit accounting system used by the Plan Administrator -- as of November 30, 2004, the last date on which a formal statement was available, to have been credited to the reporting person's account in the Norfolk Southern Corporation Thrift and Investment Plan (TIP), a trusteed 401(k) plan. In accordance with TIP's terms applicable to all participants, acquisitions were made at various times and at various prices.
- [F2]Reflects exercise and resulting cancellation of stock option, in a single transaction, exempt under Rule 16b-3. The stock option was granted under the Long-Term Incentive Plan (a Rule 16b-3 plan).
- [F3]Reports cash payment to the reporting person of deferred stock units paid as dividend equivalents on stock options held under the Long-Term Incentive Plan (a Rule 16b-3 plan) based on the Fair Market Value of the Common Stock on November 30, 2004.