Norfolk Southern Corp. Contracts & Agreements

188 Contracts & Agreements
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Form of Norfolk Southern Corporation Long-Term Incentive Plan, Award Agreement for Non-Qualified Stock Options approved by the Human Capital Management and Compensation Committee...
Bonus & Incentive Agreements
Norfolk Southern Corp.
Road & Rail
2025
Form of Norfolk Southern Corporation Long-Term Incentive Plan, Award Agreement for Restricted Stock Units approved by the Human Capital Management and Compensation Committee on...
Norfolk Southern Corp.
Road & Rail
2025
Form of Norfolk Southern Corporation Long-Term Incentive Plan, Award Agreement for Performance Share Units approved by the Human Capital Management and Compensation Committee on...
Norfolk Southern Corp.
Road & Rail
2025
Cooperation Agreement, dated November 13, 2024, by and among Norfolk Southern Corporation, Ancora Catalyst Institutional LP and certain of its affiliates
Cooperation Agreements
Norfolk Southern Corp.
Road & Rail
DE
2024
Amended and Restated Offer Letter, dated September 11, 2024, between Norfolk Southern Corporation and Mark R. George
Norfolk Southern Corp.
Road & Rail
2024
Amendment No. 3 dated as of May 24, 2024, to the Amended and Restated Transfer and Administration Agreement, dated as of May 28, 2021
Administration Agreements
Norfolk Southern Corp.
Road & Rail
NY
2024
First Amendment to Term Loan Credit Agreement dated as of July 19, 2024
Loan Agreements
Norfolk Southern Corp.
Road & Rail
NY
2024
Amended and Restated Credit Agreement dated as of January 26, 2024, establishing a 5-year, $800 million unsecured revolving credit facility of the Registrant
Facility Agreements
Norfolk Southern Corp.
Road & Rail
NY
2024
Term Loan Credit Agreement dated as of January 26, 2024, establishing a $1,000 million unsecured delayed draw term loan credit facility of the Registrant
Term Sheets
Norfolk Southern Corp.
Road & Rail
NY
2024
Twelfth Supplemental Indenture, dated as of November 22, 2023, between the Registrant and U.S. Bank Trust Company, National Association (as successor to U.S. Bank National...
Indenture Agreements
Norfolk Southern Corp.
Road & Rail
VA
2023
Underwriting Agreement, dated November 20, 2023, among the Registrant and Citigroup Global Markets Inc., Goldman Sachs & Co. LLC and U.S. Bancorp Investments, Inc
Underwriting Agreements
Norfolk Southern Corp.
Road & Rail
NY
2023
Eleventh Supplemental Indenture, dated as of August 2, 2023, between the Registrant and U.S. Bank Trust Company, National Association (as successor to U.S. Bank National...
Indenture Agreements
Norfolk Southern Corp.
Road & Rail
VA
2023
Underwriting Agreement, dated July 31, 2023, among the Registrant and BofA Securities, Inc., Morgan Stanley & Co. LLC and Wells Fargo Securities, LLC
Underwriting Agreements
Norfolk Southern Corp.
Road & Rail
NY
2023
First Amendment to the Credit Agreement dated as of May 4, 2023 (to the Credit Agreement dated as of March 27, 2020)
Credit Agreements
Norfolk Southern Corp.
Road & Rail
NY
2023
Commitment Termination Date Extension Request effective as of May 26, 2023 to the Amended and Restated Transfer and Administrative Agreement dated as of May 28, 2021
Termination Agreements
Norfolk Southern Corp.
Road & Rail
2023
First Amended and Restated Asset Purchase and Sale Agreement dated as of June 28, 2023 between Board of Trustees of the Cincinnati Southern Railway, Norfolk Southern Railway...
Purchase Agreements
Norfolk Southern Corp.
Road & Rail
AL
2023
The Norfolk Southern Corporation Executive Life Insurance Plan, as amended and restated effective November 30, 2022 and executed as of February 21, 2023
Norfolk Southern Corp.
Road & Rail
VA
2023
Third Omnibus Amendment Agreement
Norfolk Southern Corp.
Road & Rail
2023
Form of Norfolk Southern Corporation Long-Term Incentive Plan, Award Agreement for non-qualified stock options approved by the Human Capital Management and Compensation Committee...
Bonus & Incentive Agreements
Norfolk Southern Corp.
Road & Rail
GA
2023
Form of Norfolk Southern Corporation Long-Term Incentive Plan, Award Agreement for restricted stock units approved by the Human Capital Management and Compensation Committee on...
Bonus & Incentive Agreements
Norfolk Southern Corp.
Road & Rail
GA
2023
Form of Norfolk Southern Corporation Long-Term Incentive Plan, Award Agreement for performance share units approved by the Human Capital Management and Compensation Committee on...
Bonus & Incentive Agreements
Norfolk Southern Corp.
Road & Rail
GA
2023
Form of Norfolk Southern Corporation Long-Term Incentive Plan, Off-Cycle Award Agreement for Non-Qualified Stock Options as approved by the Human Capital Management and...
Bonus & Incentive Agreements
Norfolk Southern Corp.
Road & Rail
GA
2023
Form of Norfolk Southern Corporation Long-Term Incentive Plan, Off-Cycle Award Agreement for Performance Share Units as approved by the Human Capital Management and Compensation...
Bonus & Incentive Agreements
Norfolk Southern Corp.
Road & Rail
GA
2023
Form of Norfolk Southern Corporation Long-Term Incentive Plan, Off-Cycle Award Agreement for Restricted Stock Units as approved by the Human Capital Management and Compensation...
Bonus & Incentive Agreements
Norfolk Southern Corp.
Road & Rail
GA
2023
Consent and First Omnibus Amendment dated May 14, 2021 between NSRC, BA Leasing, BSC, LLC, Bank of America, N.A as Administrative Agent, and each of the Rent Assignees (the...
Norfolk Southern Corp.
Road & Rail
2023
Consent and Second Omnibus Amendment dated September 10, 2021 between NSRC, BA Leasing, BSC, LLC, Bank of America, N.A as Administrative Agent, and each of the Rent Assignees (the...
Norfolk Southern Corp.
Road & Rail
2023
Tenth Supplemental Indenture, dated as of February 2, 2023, between the Registrant and U.S. Bank Trust Company, National Association (as successor to U.S. Bank National...
Indenture Agreements
Norfolk Southern Corp.
Road & Rail
VA
2023
Underwriting Agreement, dated January 26, 2023, among the Registrant and Citigroup Global Markets Inc., Goldman Sachs & Co. LLC and U.S. Bancorp Investments, Inc
Underwriting Agreements
Norfolk Southern Corp.
Road & Rail
NY
2023
Asset Purchase and Sale Agreement dated November 21, 2022, by and among the Registrant as purchaser, the Cincinnati, New Orleans and Texas Pacific Railway Company, and the Board...
Purchase Agreements
Norfolk Southern Corp.
Road & Rail
TN
2022
Norfolk Southern Executive Severance Plan
Severance Agreements
Norfolk Southern Corp.
Road & Rail
VA
2022
Ninth Supplemental Indenture, dated as of June 13, 2022, between the Registrant and U.S. Bank Trust Company, National Association (as successor to U.S. Bank National Association),...
Indenture Agreements
Norfolk Southern Corp.
Road & Rail
VA
2022
Underwriting Agreement, dated June 2, 2022, among the Registrant and BofA Securities, Inc., Morgan Stanley & Co. LLC and Wells Fargo Securities, LLC
Underwriting Agreements
Norfolk Southern Corp.
Road & Rail
NY
2022
Eighth Supplemental Indenture, dated as of February 25, 2022, between the Registrant and U.S. Bank Trust Company, National Association (as successor to U.S. Bank National...
Indenture Agreements
Norfolk Southern Corp.
Road & Rail
VA
2022
Underwriting Agreement, dated February 15, 2022, among the Registrant and Citigroup Global Markets Inc., Goldman Sachs & Co. LLC and U.S. Bancorp Investments, Inc
Underwriting Agreements
Norfolk Southern Corp.
Road & Rail
NY
2022
Form of Norfolk Southern Corporation Long-Term Incentive Plan, Award Agreement for Outside Directors for restricted stock units and deferral election form as approved by the...
Bonus & Incentive Agreements
Norfolk Southern Corp.
Road & Rail
GA
2022
Form of Norfolk Southern Corporation Long-Term Incentive Plan, Award Agreement for non-qualified stock options approved by the Compensation Committee on January 24, 2022
Bonus & Incentive Agreements
Norfolk Southern Corp.
Road & Rail
GA
2022
Form of Norfolk Southern Corporation Long-Term Incentive Plan, Award Agreement for restricted stock units approved by the Compensation Committee on November 18, 2021
Bonus & Incentive Agreements
Norfolk Southern Corp.
Road & Rail
GA
2022
Form of Norfolk Southern Corporation Long-Term Incentive Plan, Award Agreement for performance share units approved by the Compensation Committee on November 18, 2021
Bonus & Incentive Agreements
Norfolk Southern Corp.
Road & Rail
GA
2022
Form of Norfolk Southern Corporation Long-Term Incentive Plan, Off-Cycle Award Agreement for Non-Qualified Stock Options as approved by the Compensation Committee on January 24,...
Bonus & Incentive Agreements
Norfolk Southern Corp.
Road & Rail
GA
2022
Form of Norfolk Southern Corporation Long-Term Incentive Plan, Off-Cycle Award Agreement for Performance Share Units as approved by the Compensation Committee on November 18, 2021
Bonus & Incentive Agreements
Norfolk Southern Corp.
Road & Rail
GA
2022
Form of Norfolk Southern Corporation Long-Term Incentive Plan, Off-Cycle Award Agreement for Restricted Stock Units as approved by the Compensation Committee on November 18, 2021
Bonus & Incentive Agreements
Norfolk Southern Corp.
Road & Rail
GA
2022
Form of Norfolk Southern Corporation Long-Term Incentive Plan, Award Agreement for Pro-Rata Forfeiture of Non-Qualified Stock Options Due to Retirement as approved by the...
Bonus & Incentive Agreements
Norfolk Southern Corp.
Road & Rail
GA
2022
Form of Norfolk Southern Corporation Long-Term Incentive Plan, Award Agreement for Pro-Rata Forfeiture of Restricted Stock Units Due to Retirement as approved by the Compensation...
Bonus & Incentive Agreements
Norfolk Southern Corp.
Road & Rail
GA
2022
Form of Norfolk Southern Corporation Long-Term Incentive Plan, Award Agreement for Pro-Rata Forfeiture of Performance Share Units Due to Retirement as approved by the Compensation...
Bonus & Incentive Agreements
Norfolk Southern Corp.
Road & Rail
GA
2022
Form of Norfolk Southern Corporation Long-Term Incentive Plan, Award Agreement for Pro-Rata Vesting of Non-Qualified Stock Options as approved by the Compensation Committee on...
Bonus & Incentive Agreements
Norfolk Southern Corp.
Road & Rail
GA
2022
Seventh Supplemental Indenture, dated as of August 25, 2021, between the Registrant and U.S. Bank National Association, as trustee
Indenture Agreements
Norfolk Southern Corp.
Road & Rail
VA
2021
Underwriting Agreement, dated August 16, 2021, among the Registrant and Citigroup Global Markets Inc., Goldman Sachs & Co. LLC and U.S. Bancorp Investments, Inc
Underwriting Agreements
Norfolk Southern Corp.
Road & Rail
NY
2021
Amended and Restated Transfer and Administration Agreement dated as of May 28, 2021 (Certain Exhibits and Schedules have been omitted from the filed copy of this Agreement. The...
Exchange Agreements
Norfolk Southern Corp.
Road & Rail
NY
2021
Sixth Supplemental Indenture, dated as of May 12, 2021, between the Registrant and U.S. Bank National Association, as trustee
Indenture Agreements
Norfolk Southern Corp.
Road & Rail
VA
2021
Underwriting Agreement, dated May 3, 2021, among the Registrant and BofA Securities, Inc., Morgan Stanley & Co. LLC and Wells Fargo Securities, LLC
Underwriting Agreements
Norfolk Southern Corp.
Road & Rail
NY
2021
Form of Norfolk Southern Corporation Long-Term Incentive Plan, Award Agreement for Outside Directors for restricted stock units and deferral election form as approved by the...
Bonus & Incentive Agreements
Norfolk Southern Corp.
Road & Rail
GA
2021
Form of Norfolk Southern Corporation Long-Term Incentive Plan, Award Agreement for performance share units approved by the Compensation Committee on November 16, 2020
Bonus & Incentive Agreements
Norfolk Southern Corp.
Road & Rail
GA
2021
Form of Norfolk Southern Corporation Long-Term Incentive Plan, Award Agreement for non-qualified stock options approved by the Compensation Committee on November 16, 2020
Bonus & Incentive Agreements
Norfolk Southern Corp.
Road & Rail
GA
2021
Form of Norfolk Southern Corporation Long-Term Incentive Plan, Award Agreement for restricted stock units approved by the Compensation Committee on November 16, 2020
Bonus & Incentive Agreements
Norfolk Southern Corp.
Road & Rail
GA
2021
Form of Norfolk Southern Corporation Long-Term Incentive Plan, Non-Compete Agreement Associated with Award Agreement, approved by the Compensation Committee on November 16, 2020
Bonus & Incentive Agreements
Norfolk Southern Corp.
Road & Rail
GA
2021
Form of Norfolk Southern Corporation Long-Term Incentive Plan, Off-Cycle Award Agreement for Non-Qualified Stock Options as approved by the Compensation Committee on November 16,...
Bonus & Incentive Agreements
Norfolk Southern Corp.
Road & Rail
GA
2021
Form of Norfolk Southern Corporation Long-Term Incentive Plan, Off-Cycle Award Agreement for Performance Share Units as approved by the Compensation Committee on November 16, 2020
Bonus & Incentive Agreements
Norfolk Southern Corp.
Road & Rail
GA
2021
Form of Norfolk Southern Corporation Long-Term Incentive Plan, Off-Cycle Award Agreement for Restricted Stock Units as approved by the Compensation Committee on November 16, 2020
Bonus & Incentive Agreements
Norfolk Southern Corp.
Road & Rail
GA
2021
Retirement Plan of Norfolk Southern Corporation and Participating Subsidiary Companies effective June 1, 1982, as amended and restated effective October 1, 2020. (SEC File No....
Retirement Agreements
Norfolk Southern Corp.
Road & Rail
2021
Norfolk Southern Corporation Executive Management Incentive Plan
Bonus & Incentive Agreements
Norfolk Southern Corp.
Road & Rail
VA
2021
Norfolk Southern Executive Severance Plan as adopted on May 14, 2020, and as amended effective July 28, 2020
Severance Agreements
Norfolk Southern Corp.
Road & Rail
VA
2020
Form of Change in Control Agreement between Norfolk Southern Corporation and executive officers who did not enter into a change in control agreement before 2016
Change of Control Agreements
Norfolk Southern Corp.
Road & Rail
VA
2020
Amendment No. 15 to Transfer and Administration Agreement dated as of May 29, 2020 (Certain Exhibits and Schedules have been omitted from the filed copy of this Amendment No. 15....
Exchange Agreements
Norfolk Southern Corp.
Road & Rail
NY
2020
Indenture, dated as of May 15, 2020
Indenture Agreements
Norfolk Southern Corp.
Road & Rail
NY
2020
Registration Rights Agreement, dated as of May 15, 2020
Registration Rights Agreements
Norfolk Southern Corp.
Road & Rail
NY
2020
Norfolk Southern Executive Severance Plan
Severance Agreements
Norfolk Southern Corp.
Road & Rail
VA
2020
Fifth Supplemental Indenture, dated as of May 11, 2020, between the Registrant and U.S. Bank National Association, as trustee
Indenture Agreements
Norfolk Southern Corp.
Road & Rail
VA
2020
Underwriting Agreement, dated April 30, 2020, among the Registrant and Citigroup Global Markets Inc., Goldman Sachs & Co. LLC, and U.S. Bancorp Investments, Inc
Underwriting Agreements
Norfolk Southern Corp.
Road & Rail
NY
2020
Credit Agreement dated as of March 27, 2020, establishing a 5-year $800 million unsecured revolving credit facility of the Registrant
Facility Agreements
Norfolk Southern Corp.
Road & Rail
NY
2020
Description of the Registrants Common Stock Registered Under Section 12 of the Securities Exchange Act of 1934
Stock Agreements
Norfolk Southern Corp.
Road & Rail
2020
The Norfolk Southern Corporation Long-Term Incentive Plan, as approved by shareholders May 14, 2015, and as amended July 29, 2016, November 29, 2016, November 28, 2017, November...
Bonus & Incentive Agreements
Norfolk Southern Corp.
Road & Rail
NY
2020
Form of Norfolk Southern Corporation Long-Term Incentive Plan, Award Agreement for Outside Directors for restricted stock units and deferral election form as approved by the...
Bonus & Incentive Agreements
Norfolk Southern Corp.
Road & Rail
VA
2020
Directors Deferred Fee Plan of Norfolk Southern Corporation, adopted June 1, 1982 and as amended and restated effective December 1, 2019
Norfolk Southern Corp.
Road & Rail
2020
Fourth Supplemental Indenture, dated as of November 4, 2019, between the Registrant and U.S. Bank National Association, as trustee
Indenture Agreements
Norfolk Southern Corp.
Road & Rail
VA
2019
Underwriting Agreement, dated October 24, 2019, among the Registrant and BofA Securities, Inc., Morgan Stanley & Co. LLC, and Wells Fargo Securities, LLC
Underwriting Agreements
Norfolk Southern Corp.
Road & Rail
NY
2019
The description of Norfolk Southern Corporation optional executive physical reimbursement program, as amended effective July 26, 2019
Norfolk Southern Corp.
Road & Rail
2019
The Norfolk Southern Corporation Officers Deferred Compensation Plan, as amended effective July 26, 2019
Compensation Agreements
Norfolk Southern Corp.
Road & Rail
VA
2019
Amendment No. 14 to Transfer and Administration Agreement dated as of May 31, 2019 (Schedule III omitted. The Registrant will furnish supplementary copies of such materials to the...
Administration Agreements
Norfolk Southern Corp.
Road & Rail
NY
2019
Third Supplemental Indenture, dated as of May 8, 2019, between the Registrant and U.S. Bank National Association, as trustee
Indenture Agreements
Norfolk Southern Corp.
Road & Rail
VA
2019
Underwriting Agreement, dated April 29, 2019, among the Registrant and Citigroup Global Markets Inc. and Goldman Sachs & Co. LLC
Underwriting Agreements
Norfolk Southern Corp.
Road & Rail
NY
2019
Form of Norfolk Southern Corporation Long-Term Incentive Plan, Off-Cycle Award Agreement for Non-Qualified Stock Options as approved by the Compensation Committee on April 23, 2019
Bonus & Incentive Agreements
Norfolk Southern Corp.
Road & Rail
VA
2019
Form of Norfolk Southern Corporation Long-Term Incentive Plan, Off-Cycle Award Agreement for Performance Share Units as approved by the Compensation Committee on April 23, 2019
Bonus & Incentive Agreements
Norfolk Southern Corp.
Road & Rail
VA
2019
Form of Norfolk Southern Corporation Long-Term Incentive Plan, Off-Cycle Award Agreement for Restricted Stock Units as approved by the Compensation Committee on April 23, 2019
Bonus & Incentive Agreements
Norfolk Southern Corp.
Road & Rail
VA
2019
Construction Agency Agreement
Agency Agreements
Norfolk Southern Corp.
Road & Rail
VA
2019
Lease Agreement
Lease Agreements
Norfolk Southern Corp.
Road & Rail
VA
2019
The Norfolk Southern Corporation Long-Term Incentive Plan, as approved by shareholders May 14, 2015, and as amended July 29, 2016, November 29, 2016, November 28, 2017, and...
Bonus & Incentive Agreements
Norfolk Southern Corp.
Road & Rail
NY
2019
Norfolk Southern Corporation Executives Deferred Compensation Plan, as amended and restated effective January 1, 2019
Compensation Agreements
Norfolk Southern Corp.
Road & Rail
VA
2019
The Norfolk Southern Corporation Executive Life Insurance Plan, as amended and restated effective December 1, 2018
Norfolk Southern Corp.
Road & Rail
VA
2019
Underwriting Agreement, dated as of July 30, 2018, among the Registrant and Merrill Lynch, Pierce, Fenner & Smith Incorporated, Morgan Stanley & Co. LLC and Wells Fargo...
Underwriting Agreements
Norfolk Southern Corp.
Road & Rail
NY
2018
Second Supplemental Indenture, dated as of August 2, 2018, between the Registrant and U.S. Bank National Association, as trustee
Indenture Agreements
Norfolk Southern Corp.
Road & Rail
VA
2018
Amendment No. 13 to Transfer and Administration Agreement dated as of June 1, 2018 (Schedule III omitted. The Registrant will furnish supplementary copies of such materials to the...
Administration Agreements
Norfolk Southern Corp.
Road & Rail
NY
2018
Norfolk Southern Corporation Executive Management Incentive Plan, as approved by shareholders May 14, 2015, and as amended March 27, 2018
Bonus & Incentive Agreements
Norfolk Southern Corp.
Road & Rail
VA
2018
Indenture, dated as of February 28, 2018, between the Registrant and U.S. Bank National Association, as trustee
Indenture Agreements
Norfolk Southern Corp.
Road & Rail
VA
2018
First Supplemental Indenture, dated as of February 28, 2018, between the Registrant and U.S. Bank National Association, as trustee
Indenture Agreements
Norfolk Southern Corp.
Road & Rail
VA
2018
Underwriting Agreement, dated February 13, 2018, among the Company and Citigroup Global Markets Inc. and Goldman Sachs & Co. LLC
Underwriting Agreements
Norfolk Southern Corp.
Road & Rail
NY
2018
The Norfolk Southern Corporation Long-Term Incentive Plan, as approved by shareholders May 14, 2015, and as amended July 29, 2016, November 29, 2016, and November 28, 2017. (SEC...
Bonus & Incentive Agreements
Norfolk Southern Corp.
Road & Rail
NY
2018
Form of Norfolk Southern Corporation Long-Term Incentive Plan, Award Agreement for performance share units approved by the Compensation Committee on November 27, 2017. (SEC File...
Bonus & Incentive Agreements
Norfolk Southern Corp.
Road & Rail
VA
2018
Form of Norfolk Southern Corporation Long-Term Incentive Plan, Award Agreement for non-qualified stock options approved by the Compensation Committee on November 27, 2017. (SEC...
Bonus & Incentive Agreements
Norfolk Southern Corp.
Road & Rail
VA
2018
Form of Norfolk Southern Corporation Long-Term Incentive Plan, Award Agreement for restricted stock units approved by the Compensation Committee on November 27, 2017. (SEC File...
Bonus & Incentive Agreements
Norfolk Southern Corp.
Road & Rail
VA
2018
Norfolk Southern Corporation Long-Term Incentive Plan
Bonus & Incentive Agreements
Norfolk Southern Corp.
Road & Rail
NY
2017
Indenture, dated as of November 16, 2017
Indenture Agreements
Norfolk Southern Corp.
Road & Rail
NY
2017
Registration Rights Agreement, dated as of November 16, 2017
Registration Rights Agreements
Norfolk Southern Corp.
Road & Rail
NY
2017
The Norfolk Southern Corporation Directors Restricted Stock Plan, adopted January 1, 1994, and amended and restated effective as of January 23, 2015
Stock Agreements
Norfolk Southern Corp.
Road & Rail
2017
Supplemental Benefit Plan of Norfolk Southern Corporation and Participating Subsidiary Companies, adopted June 1, 1982, as amended and restated effective as of June 26, 2015
Norfolk Southern Corp.
Road & Rail
2017
NORFOLK SOUTHERN CORPORATION 4.050% Notes due 2052 INDENTURE Dated as of August 15, 2017 ___________________ U.S. Bank National Association, Trustee
Indenture Agreements
Norfolk Southern Corp.
Road & Rail
NY
2017
Registration Rights Agreement Dated as of August15, 2017 between Norfolk Southern Corporation and Merrill Lynch, Pierce, Fenner & Smith Incorporated and Morgan Stanley & Co. LLC...
Investor Rights Agreements
Norfolk Southern Corp.
Road & Rail
NY
2017
NORFOLK SOUTHERN CORPORATION asIssuer and U.S. BANKNATIONAL ASSOCIATION, as Trustee FOURTHSUPPLEMENTAL INDENTURE Dated as of May 31, 2017 to INDENTURE Dated as of June 2, 2015...
Indenture Agreements
Norfolk Southern Corp.
Road & Rail
VA
2017
Norfolk Southern Corporation $300,000,000 3.150% Senior Notes due 2027 UNDERWRITING AGREEMENT May 22, 2017 Citigroup Global Markets Inc. Wells Fargo Securities, LLC
Underwriting Agreements
Norfolk Southern Corp.
Road & Rail
NY
2017
NORFOLK SOUTHERN CORPORATION LONG-TERM INCENTIVE PLAN AS APPROVED BY SHAREHOLDERS MAY 14, 2015, AS AMENDED JULY 29, 2016 AND NOVEMBER 29, 2016
Bonus & Incentive Agreements
Norfolk Southern Corp.
Road & Rail
NY
2017
Norfolk Southern Corporation Long-Term Incentive Plan Award Agreement for Outside Directors
Bonus & Incentive Agreements
Norfolk Southern Corp.
Road & Rail
VA
2017
RETIREMENT PLAN
Retirement Agreements
Norfolk Southern Corp.
Road & Rail
2017
Norfolk Southern Corporation Long-Term Incentive Plan Award Agreement Performance Share Units
Bonus & Incentive Agreements
Norfolk Southern Corp.
Road & Rail
VA
2017
Norfolk Southern Corporation Long-Term Incentive Plan Award Agreement Non-Qualified Stock Option
Bonus & Incentive Agreements
Norfolk Southern Corp.
Road & Rail
VA
2017
Norfolk Southern Corporation Long-Term Incentive Plan Award Agreement Restricted Stock Units
Bonus & Incentive Agreements
Norfolk Southern Corp.
Road & Rail
VA
2017
Non-Compete Agreement Associated With Award Agreement Under The Norfolk Southern Corporation Long-Term Incentive Plan
Bonus & Incentive Agreements
Norfolk Southern Corp.
Road & Rail
VA
2017
Norfolk Southern Corporation Long-Term Incentive Plan Award Agreement Performance Share Unit Incentive For Accelerated Five-Year Plan
Bonus & Incentive Agreements
Norfolk Southern Corp.
Road & Rail
VA
2017
Norfolk Southern Corporation Long-Term Incentive Plan Award Agreement Restricted Stock Unit Award For Marta R. Stewart
Bonus & Incentive Agreements
Norfolk Southern Corp.
Road & Rail
VA
2017
NORFOLK SOUTHERN CORPORATION LONG-TERM INCENTIVE PLAN AS APPROVED BY SHAREHOLDERS MAY 14, 2015, AND AS AMENDED JULY 29, 2016
Bonus & Incentive Agreements
Norfolk Southern Corp.
Road & Rail
NY
2016
Non-Compete Agreement Associated With Award Agreement Under The Norfolk Southern Corporation Long-Term Incentive Plan
Bonus & Incentive Agreements
Norfolk Southern Corp.
Road & Rail
VA
2016
AMENDMENT NO. 12 TO TRANSFER AND ADMINISTRATION AGREEMENT
Administration Agreements
Norfolk Southern Corp.
Road & Rail
NY
2016
Norfolk Southern Corporation $600,000,000 2.900% Senior Notes due 2026 UNDERWRITING AGREEMENT May 31, 2016 Goldman,Sachs & Co. Merrill Lynch, Pierce, Fenner & Smith Incorporated...
Underwriting Agreements
Norfolk Southern Corp.
Road & Rail
NY
2016
NORFOLK SOUTHERN CORPORATION asIssuer and U.S. BANKNATIONAL ASSOCIATION, as Trustee THIRDSUPPLEMENTAL INDENTURE Dated as of June 3, 2016 to INDENTURE Dated as of June 2, 2015...
Indenture Agreements
Norfolk Southern Corp.
Road & Rail
VA
2016
Norfolk Southern Corporation Long-Term Incentive Plan Award Agreement Performance Share Unit Incentive For Accelerated Five-Year Plan
Bonus & Incentive Agreements
Norfolk Southern Corp.
Road & Rail
2016
RETIREMENT PLAN OF NORFOLK SOUTHERN CORPORATION AND PARTICIPATING SUBSIDIARY COMPANIES Effective June 1, 1982 Reflecting amendments adopted to and including November 1, 2015...
Retirement Agreements
Norfolk Southern Corp.
Road & Rail
2016
Norfolk Southern Corporation Long-Term Incentive Plan Award Agreement for Outside Directors
Bonus & Incentive Agreements
Norfolk Southern Corp.
Road & Rail
2016
Norfolk Southern Corporation Long-Term Incentive Plan Award Agreement Performance Share Units
Bonus & Incentive Agreements
Norfolk Southern Corp.
Road & Rail
2016
Norfolk Southern Corporation Long-Term Incentive Plan Award Agreement Non-Qualified Stock Option
Bonus & Incentive Agreements
Norfolk Southern Corp.
Road & Rail
2016
Norfolk Southern Corporation Long-Term Incentive Plan Award Agreement Restricted Stock Units
Bonus & Incentive Agreements
Norfolk Southern Corp.
Road & Rail
2016
AGREEMENT
Norfolk Southern Corp.
Road & Rail
VA
2016
Norfolk Southern Corporation $600,000,000 4.650% Senior Notes due 2046 UNDERWRITING AGREEMENT October 29, 2015 Citigroup Global Markets Inc. Goldman, Sachs & Co. Wells Fargo...
Underwriting Agreements
Norfolk Southern Corp.
Road & Rail
NY
2015
NORFOLK SOUTHERN CORPORATION asIssuer and U.S. BANKNATIONAL ASSOCIATION, as Trustee SECONDSUPPLEMENTAL INDENTURE Dated as of November 3, 2015 to INDENTURE Dated as of June 2, 2015...
Indenture Agreements
Norfolk Southern Corp.
Road & Rail
VA
2015
NORFOLK SOUTHERN CORPORATION LONG-TERM INCENTIVE PLAN AS AMENDED MAY 14, 2015
Bonus & Incentive Agreements
Norfolk Southern Corp.
Road & Rail
NY
2015
Norfolk Southern Corporation $500,000,000 4.450% Senior Notes due 2045 UNDERWRITING AGREEMENT May 28, 2015 J.P.Morgan Securities LLC Merrill Lynch, Pierce, Fenner & Smith...
Underwriting Agreements
Norfolk Southern Corp.
Road & Rail
NY
2015
NORFOLK SOUTHERN CORPORATION asIssuer U.S. Bank National Association as Trustee INDENTURE Dated as of June 2, 2015 SENIOR DEBT SECURITIES TABLE OF CONTENTS
Indenture Agreements
Norfolk Southern Corp.
Road & Rail
NY
2015
NORFOLK SOUTHERN CORPORATION asIssuer and U.S. BANKNATIONAL ASSOCIATION, as Trustee FIRSTSUPPLEMENTAL INDENTURE Dated as of June 2, 2015 to INDENTURE Dated as of June 2, 2015...
Indenture Agreements
Norfolk Southern Corp.
Road & Rail
VA
2015
NORFOLK SOUTHERN CORPORATION EXECUTIVE MANAGEMENT INCENTIVE PLAN AS AMENDED MAY 14, 2015
Bonus & Incentive Agreements
Norfolk Southern Corp.
Road & Rail
VA
2015
NORFOLK SOUTHERN CORPORATION LONG-TERM INCENTIVE PLAN AS AMENDED MAY 14, 2015
Bonus & Incentive Agreements
Norfolk Southern Corp.
Road & Rail
NY
2015
NORFOLK SOUTHERN CORPORATION Directors' Restricted Stock Plan
Stock Agreements
Norfolk Southern Corp.
Road & Rail
2015
SUPPLEMENTAL BENEFIT PLAN OF NORFOLK SOUTHERN CORPORATION AND PARTICIPATING SUBSIDIARY COMPANIES Amended to and Including September 30, 2014
Norfolk Southern Corp.
Road & Rail
2015
NORFOLK SOUTHERN CORPORATION LONG-TERM INCENTIVE PLAN AS APPROVED BY SHAREHOLDERS MAY 13, 2010 AND AS AMENDED JULY 23, 2013, NOVEMBER 26, 2013 AND DECEMBER 2, 2014
Bonus & Incentive Agreements
Norfolk Southern Corp.
Road & Rail
VA
2015
Norfolk Southern Corporation Long-Term Incentive Plan Award Agreement Incentive Stock Option
Bonus & Incentive Agreements
Norfolk Southern Corp.
Road & Rail
2015
Norfolk Southern Corporation Long-Term Incentive Plan Award Agreement Performance Share Units
Bonus & Incentive Agreements
Norfolk Southern Corp.
Road & Rail
2015
Norfolk Southern Corporation Long-Term Incentive Plan Award Agreement Non-Qualified Stock Option
Bonus & Incentive Agreements
Norfolk Southern Corp.
Road & Rail
2015
Norfolk Southern Corporation Long-Term Incentive Plan Award Agreement Restricted Stock Units
Bonus & Incentive Agreements
Norfolk Southern Corp.
Road & Rail
2015
Non-Compete Agreement Associated With Award Agreement Under The Norfolk Southern Corporation Long-Term Incentive Plan
Bonus & Incentive Agreements
Norfolk Southern Corp.
Road & Rail
VA
2015
DIRECTORS' DEFERRED FEE PLAN OF NORFOLK SOUTHERN CORPORATION (Effective June 1, 1982) Last Amended October 3, 2014 PURPOSE
Norfolk Southern Corp.
Road & Rail
2014
AMENDMENT NO. 11 TO TRANSFER AND ADMINISTRATION AGREEMENT
Administration Agreements
Norfolk Southern Corp.
Road & Rail
NY
2014
Norfolk Southern Corporation $400,000,000 3.850% Senior Notes due 2024 UNDERWRITING AGREEMENT November 18, 2013 Citigroup Global Markets Inc. Goldman, Sachs & Co. Wells Fargo...
Note Agreements
Norfolk Southern Corp.
Road & Rail
NY
2013
NORFOLK SOUTHERN CORPORATION as Issuer and U.S. BANK TRUST NATIONAL ASSOCIATION, as Trustee ______________ FOURTH SUPPLEMENTAL INDENTURE Dated as of November 21, 2013 to INDENTURE...
Indenture Agreements
Norfolk Southern Corp.
Road & Rail
VA
2013
Norfolk Southern Corporation $500,000,000 4.800% Senior Notes due 2043 UNDERWRITING AGREEMENT August 8, 2013 J.P. Morgan Securities LLC Merrill Lynch, Pierce, Fenner & Smith...
Note Agreements
Norfolk Southern Corp.
Road & Rail
NY
2013
NORFOLK SOUTHERN CORPORATION as Issuer and U.S. BANK TRUST NATIONAL ASSOCIATION, as Trustee ______________ THIRD SUPPLEMENTAL INDENTURE Dated as of August 13, 2013 to INDENTURE...
Indenture Agreements
Norfolk Southern Corp.
Road & Rail
VA
2013
Norfolk Southern Corporation $600,000,000 3.95% Senior Notes due 2042 UNDERWRITING AGREEMENT September 4, 2012 Citigroup Global Markets Inc. Goldman, Sachs & Co. Wells Fargo...
Note Agreements
Norfolk Southern Corp.
Road & Rail
NY
2012
NORFOLK SOUTHERN CORPORATION as Issuer and U.S. BANK TRUST NATIONAL ASSOCIATION, as Trustee ______________ SECOND SUPPLEMENTAL INDENTURE Dated as of September 7, 2012 to INDENTURE...
Indenture Agreements
Norfolk Southern Corp.
Road & Rail
VA
2012
NORFOLK SOUTHERN CORPORATION 2.903% Notes due 2023 INDENTURE Dated as of August 20, 2012 ___________________ U.S. Bank Trust National Association, Trustee
Indenture Agreements
Norfolk Southern Corp.
Road & Rail
NY
2012
__________________________________ Registration Rights Agreement Dated as of August 20, 2012 between Norfolk Southern Corporation and Merrill Lynch, Pierce, Fenner & Smith...
Registration Rights Agreements
Norfolk Southern Corp.
Road & Rail
NY
2012
Norfolk Southern Corporation $600,000,000 3.000% Senior Notes due 2022 UNDERWRITING AGREEMENT March 12, 2012 J.P. Morgan Securities LLC Merrill Lynch, Pierce, Fenner & Smith...
Note Agreements
Norfolk Southern Corp.
Road & Rail
NY
2012
NORFOLK SOUTHERN CORPORATION as Issuer U.S. Bank Trust National Association as Trustee INDENTURE Dated as of March 15, 2012 SENIOR DEBT SECURITIES ARTICLE I Definitions and...
Indenture Agreements
Norfolk Southern Corp.
Road & Rail
NY
2012
NORFOLK SOUTHERN CORPORATION as Issuer and U.S. BANK TRUST NATIONAL ASSOCIATION, as Trustee ______________ FIRST SUPPLEMENTAL INDENTURE Dated as of March 15, 2012 to INDENTURE...
Indenture Agreements
Norfolk Southern Corp.
Road & Rail
VA
2012
Norfolk Southern Corporation $500,000,000 3.250% Senior Notes due 2021 $100,000,000 6.000% Senior Notes due 2111 UNDERWRITING AGREEMENT November 14, 2011 Citigroup Global Markets...
Note Agreements
Norfolk Southern Corp.
Road & Rail
NY
2011
NORFOLK SOUTHERN CORPORATION as Issuer and U.S. BANK TRUST NATIONAL ASSOCIATION, as Trustee ______________ FOURTH SUPPLEMENTAL INDENTURE Dated as of November 17, 2011 to INDENTURE...
Indenture Agreements
Norfolk Southern Corp.
Road & Rail
VA
2011
NORFOLK SOUTHERN CORPORATION 4.837% Notes due 2041 INDENTURE Dated as of September 14, 2011 ___________________ U.S. Bank Trust National Association, Trustee
Indenture Agreements
Norfolk Southern Corp.
Road & Rail
NY
2011
NORFOLK SOUTHERN CORPORATION as Issuer and U.S. BANK TRUST NATIONAL ASSOCIATION, as Trustee ______________ THIRD SUPPLEMENTAL INDENTURE Dated as of September 14, 2011 to INDENTURE...
Indenture Agreements
Norfolk Southern Corp.
Road & Rail
VA
2011
__________________________________ Registration Rights Agreement Dated as of September 14, 2011 between Norfolk Southern Corporation and J.P. Morgan Securities LLC and Merrill...
Registration Rights Agreements
Norfolk Southern Corp.
Road & Rail
NY
2011
Norfolk Southern Corporation $250,000,000 6% Senior Notes due 2105 UNDERWRITING AGREEMENT August 23, 2010
Underwriting Agreements
Norfolk Southern Corp.
Road & Rail
NY
2010
NORFOLK SOUTHERN CORPORATION as Issuer and U.S. BANK TRUST NATIONAL ASSOCIATION, as Trustee ______________ TWELFTH SUPPLEMENTAL INDENTURE Dated as of August 26, 2010 to INDENTURE...
Indenture Agreements
Norfolk Southern Corp.
Road & Rail
NY
2010
DIRECTORS' DEFERRED FEE PLAN OF NORFOLKSOUTHERN CORPORATION (EffectiveJune 1, 1982) LastAmended January 1, 2009 PURPOSE
Norfolk Southern Corp.
Road & Rail
2008
NORFOLKSOUTHERN CORPORATION
Norfolk Southern Corp.
Road & Rail
VA
2008
NorfolkSouthern Corporation Officers' Deferred Compensation Plan
Compensation Agreements
Norfolk Southern Corp.
Road & Rail
2008
NORFOLK SOUTHERN CORPORATION LONG-TERM INCENTIVE PLAN AS AMENDED JANUARY 1,2009
Bonus & Incentive Agreements
Norfolk Southern Corp.
Road & Rail
VA
2008
NORFOLK SOUTHERN CORPORATION RESTRICTED STOCK UNIT PLAN (Effective January 28, 2003) Last Amended January 1, 2009
Stock Agreements
Norfolk Southern Corp.
Road & Rail
VA
2008
SUPPLEMENTALBENEFIT PLAN OF NORFOLK SOUTHERN CORPORATION AND PARTICIPATINGSUBSIDIARY COMPANIES (Asamended effective January 1, 2009)
Norfolk Southern Corp.
Road & Rail
2008
NORFOLK SOUTHERN CORPORATION 5.750% Senior Notesdue 2018 INDENTURE Dated as of April4, 2008 ___________________ U.S. Bank TrustNational Association, Trustee
Indenture Agreements
Norfolk Southern Corp.
Road & Rail
NY
2008
Exhibit 4.2 RegistrationRights Agreement Datedas of April 4, 2008 among NorfolkSouthern Corporation and BarclaysCapital Inc., DeutscheBank Securities Inc. and MerrillLynch,...
Investor Rights Agreements
Norfolk Southern Corp.
Road & Rail
NY
2008
5.750%Senior Note due 2018
Note Agreements
Norfolk Southern Corp.
Road & Rail
2008
5.750%Senior Note due 2018
Note Agreements
Norfolk Southern Corp.
Road & Rail
2008
5.750%Senior Note due 2018
Note Agreements
Norfolk Southern Corp.
Road & Rail
2008
NORFOLK SOUTHERN CORPORATION (a Virginia corporation) 5.750% Senior Notes due 2018 PURCHASE AGREEMENT Dated April 1, 2008 NORFOLK SOUTHERN CORPORATION (a Virginia corporation)...
Note Agreements
Norfolk Southern Corp.
Road & Rail
NY
2008
NORFOLK SOUTHERN CORPORATION OUTSIDE DIRECTORS'DEFERRED STOCK UNIT PROGRAM
Stock Agreements
Norfolk Southern Corp.
Road & Rail
2008
Norfolk Southern Corporation Long-TermIncentive Plan 2008 Award Agreement for OutsideDirectors
Norfolk Southern Corp.
Road & Rail
2008
Norfolk Southern Corporation Long-TermIncentive Plan 2008 Award Agreement for OutsideDirectors
Norfolk Southern Corp.
Road & Rail
2008
Norfolk Southern Corporation Long-TermIncentive Plan 2008 Award Agreement for OutsideDirectors
Norfolk Southern Corp.
Road & Rail
2008
Norfolk Southern Corporation Long-TermIncentive Plan 2008 Award Agreement for OutsideDirectors
Norfolk Southern Corp.
Road & Rail
2008
Norfolk Southern Corporation Long-TermIncentive Plan 2008 Award Agreement for OutsideDirectors
Norfolk Southern Corp.
Road & Rail
2008
Norfolk Southern Corporation Long-TermIncentive Plan 2008 Award Agreement for OutsideDirectors
Norfolk Southern Corp.
Road & Rail
2008
Norfolk Southern Corporation Long-TermIncentive Plan 2008 Award Agreement for OutsideDirectors
Norfolk Southern Corp.
Road & Rail
2008
Norfolk Southern Corporation Long-TermIncentive Plan 2008 Award Agreement for OutsideDirectors
Norfolk Southern Corp.
Road & Rail
2008
Norfolk Southern Corporation Long-TermIncentive Plan 2008 Award Agreement for OutsideDirectors
Norfolk Southern Corp.
Road & Rail
2008
FORM OF [ ] SUPPLEMENTAL INDENTURE between
Indenture Agreements
Norfolk Southern Corp.
Road & Rail
NY
2005