MOFFETT DAVID M 4

What Happened
David M. Moffett, a director of CSX Corporation, was granted 4,455 shares on 2026-02-26 as compensation under the 2019 CSX Stock and Incentive Award Plan (transaction code A). The shares were reported as acquired at $0.00 (total reported value $0), reflecting an exempt payment of director fees/retainer in stock rather than a cash payout.

Key Details

• Transaction date: 2026-02-26; Form 4 filed: 2026-03-02 (timely filing).
• Transaction type and code: Award/Grant (A). Price reported: $0.00.
• Shares acquired: 4,455.
• Footnotes:
  • F1: Exempt payment of director fees/annual retainer in CSX common stock under the 2019 plan.
  • F2: Includes 1,039 shares acquired via dividend reinvestment since the last reportable transaction (since 2025-02-14).
  • F3: Shares held by a trustee under the CSX Directors Deferred Compensation Plan; payable after the reporting person ceases to be a director or per deferral election.
• Shares owned after the transaction: not specified in the provided excerpt.
• Remarks: Power of Attorney attached as Exhibit 24.

Context
This was a compensation award (not an open-market purchase or sale). Such director fee conversions into stock are routine corporate governance/compensation actions and do not by themselves indicate the director’s market view. The holding via the deferred compensation plan means some or all shares may not be immediately transferrable.