Norfolk Southern (NSC) Proxy filing summary

Executive summary

• Annual meeting scheduled for May 7, 2026, with online participation and voting available.

• Proxy materials, including the Notice of Meeting, Proxy Statement, and Annual Report on Form 10-K, are accessible online or by request.

Voting matters and shareholder proposals

• Shareholders will vote on the election of 11 directors.

• Ratification of KPMG LLP as independent auditors for the year ending December 31, 2026, is on the agenda.

• Advisory vote on executive compensation is included.

• Proxies may vote on other business that arises during the meeting.

Board of directors and corporate governance

• Board recommends voting FOR all agenda items, including director elections and proposals.

• Director nominees include Richard H. Anderson, William Clyburn Jr., Philip S. Davidson, Francesca A. DeBlase, Marcela E. Donadio, Sameh Fahmy, Mark R. George, Mary K. Heitkamp, John C. Huffard Jr., Christopher T. Jones, Gilbert H. Lamphere, and Lori J. Ryerkerk.