CSX CORP·4

Feb 18, 4:34 PM ET

Fortune Stephen 4

4 · CSX CORP · Filed Feb 18, 2026

Research Summary

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CSX EVP Stephen Fortune Sells 5,578 Shares (Tax Withholding)

What Happened Stephen Fortune, EVP — CD & TO at CSX (CSX), had 5,578 shares withheld on Feb 13, 2026 to satisfy tax withholding related to vested restricted stock units (RSUs). The withholding occurred in three line items: 2,010 shares at $40.87 ($82,149), 1,711 shares at $40.87 ($69,929), and 1,857 shares at $40.87 ($75,896), for a combined value of $227,974. These entries are coded “F” on the Form 4, indicating a tax-withholding disposition rather than an open-market sale.

Key Details

  • Transaction date: 2026-02-13; Form 4 filed 2026-02-18 (timely filing).
  • Price per share: $40.87; total withheld: 5,578 shares for $227,974.
  • Nature of transaction: F = withholding of shares to satisfy tax obligations on vested RSUs (not a voluntary market sale).
  • Footnotes: Portions of the withheld shares include dividend-reinvested shares from past RSU grants (214 shares from 2/15/2023 grant; 126 shares from 2/16/2024 grant; 73 shares from 2/14/2025 grant).
  • Shares owned after transaction: not specified in the provided filing excerpt.

Context This was a cashless tax-withholding action tied to RSU vesting — common practice for executives to cover tax liabilities and does not by itself indicate a change in the insider’s view of the company. For retail investors, purchases are typically more informative than routine withholdings; this filing documents compensation tax mechanics rather than a deliberate market sale.

Insider Transaction Report

Form 4
Period: 2026-02-13
Fortune Stephen
EVP - CD & TO
Transactions
  • Tax Payment

    Common Stock

    [F1][F2]
    2026-02-13$40.87/sh2,010$82,14980,238 total
  • Tax Payment

    Common Stock

    [F1][F3]
    2026-02-13$40.87/sh1,711$69,92978,653 total
  • Tax Payment

    Common Stock

    [F1][F4]
    2026-02-13$40.87/sh1,857$75,89676,869 total
Footnotes (4)
  • [F1]Withholding of stock to satisfy tax obligation.
  • [F2]Includes 214 shares acquired through the reinvestment of dividends since February 15, 2023, the grant date of the restricted stock units ("RSUs").
  • [F3]Includes 126 shares acquired through the reinvestment of dividends since February 16, 2024, the grant date of the RSUs.
  • [F4]Includes 73 shares acquired through the reinvestment of dividends since February 14, 2025, the grant date of the RSUs.
Signature
Kacey D. Heekin-Luchin, Attorney-in-Fact|2026-02-18

Documents

1 file
  • 4
    ownership.xmlPrimary

    4