Bhatt Anil 4

What Happened

• Anil Bhatt, EVP & Chief Information and Digital Officer of Norfolk Southern (NSC), received Restricted Stock Unit (RSU) distributions and a new RSU grant on January 30, 2026. The filing shows conversions of previously granted units into shares (641 and 220 shares) and a new grant of 3,423 RSUs. To satisfy tax withholding, 235 shares were surrendered (60 shares and 175 shares) at $289.24 per share for a total withholding of about $67,970.

Key Details

• Transaction date: January 30, 2026; filing date: February 3, 2026 (filed within required reporting window).
• Conversion entries (code M) show 641 and 220 units converted into shares at $0.00 (i.e., RSUs settled into shares).
• Tax withholding (code F) totaled 235 shares withheld: 60 shares ($17,354) and 175 shares ($50,616) at $289.24/share.
• Grant (code A) of 3,423 RSUs reported (footnote F3) — these RSUs will ultimately settle in common stock and vest ratably per the plan terms.
• Footnotes: F1 and F2 indicate the distribution represented installments from RSU grants made Jan 30, 2025 and Oct 24, 2024; F3 describes the Jan 30, 2026 RSU grant and its vesting schedule.
• Shares owned after the transaction are not specified in this filing.

Context

• These transactions are routine RSU vesting and a new grant, not open‑market purchases or sales by the insider. The conversion of RSUs into shares and the withholding of shares for taxes is a common tax-withholding method (not an open-market sale). No 10b5-1 plan or late filing is indicated in this report.