Sorfleet Diana B 4

What Happened

• Diana B. Sorfleet, EVP & Chief Accounting Officer of CSX, was awarded 2,298 shares under the company's long-term incentive plan on January 23, 2026. Simultaneously, 1,026 shares were withheld/disposed to satisfy tax withholding at $36.64 per share for a tax amount of $37,593. The award is reported as an acquisition at $0.00 (typical for granted shares).

Key Details

• Transaction date: January 23, 2026.
• Award: 2,298 shares granted under the 2023–2025 Long-Term Incentive Plan (footnote F1).
• Tax withholding: 1,026 shares withheld/disposed at $36.64 each, totaling $37,593 (footnote F4).
• Net shares delivered to Sorfleet: 2,298 awarded minus 1,026 withheld = 1,272 net new shares.
• Filing date: January 27, 2026 (covers transactions dated Jan 23).
• Ownership notes: Filing updates the total beneficial ownership to correct prior reporting errors (footnote F3). The filing also indicates the reported ownership includes 777 shares acquired under the CSX Employee Stock Purchase Plan on June 30, 2025 (footnote F2).
• Transaction codes explained: A = Award/Grant; F = Withholding to satisfy tax liability.

Context

• This was a compensatory equity award (not an open-market purchase or sale). Withholding of shares to pay taxes is a routine administrative step and not necessarily a market sentiment signal. The filing corrects earlier ownership reporting, so check the amended holdings if you track insider stakes.