Boone Kevin S. 4

What Happened
Kevin S. Boone, EVP & CFO of CSX Corp (CSX), had a total of 7,558 shares withheld on Feb 13, 2026 to satisfy tax obligations related to restricted stock units (RSUs). The withholdings occurred at $40.87 per share in three dispositions: 2,724 shares ($111,330), 2,318 shares ($94,737), and 2,516 shares ($102,829), for a combined cash value of approximately $308,896. These are tax-withholding dispositions (code F), not open-market selling for investment purposes.

Key Details

• Transaction date: February 13, 2026. Price per share: $40.87.
• Individual disposals: 2,724 shares ($111,330); 2,318 shares ($94,737); 2,516 shares ($102,829). Total withheld: 7,558 shares (~$308,896).
• Shares owned after transaction: Not disclosed in the information provided in this summary — see the full Form 4 for post-transaction holdings.
• Footnotes of note:
  • F1: Withholding of stock to satisfy tax obligation (these dispositions).
  • F2–F4: Counts include shares acquired via dividend reinvestment from RSU grants dated Feb 15, 2023 (291 shares), Feb 16, 2024 (171 shares), and Feb 14, 2025 (99 shares).
  • F5: Some holdings reflect plan shares held by the trustee of the CSX Savings Thrift Plan (cash-equivalent shares).
• Filing: Form 4 filed Feb 18, 2026. This appears to meet the two-business-day SEC filing requirement (Feb 16, 2026 was a holiday), so the filing is timely.
• Remark: Power of Attorney referenced as Exhibit 24 in the filing.

Context
These transactions are routine tax-withholding events tied to RSU vesting (a form of compensation). Withholding shares to satisfy taxes (code F) is common and does not necessarily signal an intentional sale by the insider for investment reasons. For full details on holdings, vesting schedule, or related RSU grants, consult the complete Form 4 filing (Accession 0001193125-26-057129).