ATLANTA - Norfolk Southern Corporation (NYSE: NSC) filed an investor presentation Thursday with the U.S. Securities and Exchange Commission and sent an accompanying letter to shareholders in connection with its Annual Meeting of Shareholders on May 9, 2024.

The presentation and letter are available at www.VoteNorfolkSouthern.com and on the company's investor relations page.

Highlights of the presentation include:

Norfolk Southern is on a clear and achievable path to close the margin gap with peers by achieving a sub-60% operating ratio (OR) in three to four years2

This includes a detailed, ground-up plan to capture 400 basis points of productivity savings and upcycle improvement

In 2024, the plan targets to deliver 100-150 basis points of OR improvement year-over-year, with line of sight to 400-450 basis points of improvement in the second half of 2024, compared to the prior year period

Norfolk Southern is actively delivering on a better strategy with greater long-term upside for shareholders

The board appointed Alan Shaw CEO in 2022 because the depth and breadth of his experience best positions us to leverage Precision Scheduled Railroading (PSR) to deliver top-tier revenue and earnings growth with industry-competitive margins

Shaw has developed a balanced strategy focused on service, productivity, and growth, with safety at its core

The strategy was working prior to the East Palestine (EP) incident in February 2023 - in 2022, the company delivered record revenues, closed the margin gap to Class I peers with an OR in the low 60%'s, and achieved the second highest five-year total shareholder returns among Class I peers

Shaw and the board addressed the challenges following the EP incident head on and acted decisively to overhaul safety standards to protect the franchise. Following EP-related network disruptions and necessary investments in service and safety in 2023, the strategy is back on track and driving meaningful improvements

Norfolk Southern has accelerated the execution of its strategy, making a series of organizational changes, including the appointment of seasoned PSR expert, John Orr, as chief operating officer

Orr is a 40-year industry veteran with a successful track record of implementing scheduled railroading strategies to drive sustainable, long-term value creation

Since Orr joined the company four weeks ago, he has instilled more diligent plan adherence and began efforts to streamline operations. Already, these initiatives have improved Merchandise velocity by 8% and terminal dwell by 8%

The company expects to deliver further sequential OR improvement as operational changes scale throughout the network

In the next 60 to 90 days, under Orr's leadership, the company expects to: Reduce terminal dwell in two major yards by 30%

Reduce overtime by 20%

Reduce recrew rate by 20%

Increase on-time connections system wide by 10%

Strong execution from Norfolk Southern's crisis-tested leadership is delivering a safer, more profitable railroad

Following the EP incident, the company acted decisively to overhaul safety standards to protect the franchise and long-term shareholder value

The company reduced its mainline accident rate by 38% year-over-year in 2023, achieving the lowest rate since 1999 and positioning itself among the best of the North American Class I railroads

Norfolk Southern has improved service levels despite EP's adverse impact - increasing train speed by 22% and decreasing terminal dwell by 11% since Shaw became CEO

Norfolk Southern's engaged, highly qualified board is committed to transformation and accountability

The board has been thoughtfully constructed and refreshed with six new directors added in the last five years, including two in 2023

The company's directors bring areas of expertise highly relevant to Norfolk Southern's success, and necessary to ensure effective board oversight, including in rail transportation, operations, regulatory, safety, sustainability, and cybersecurity

The board has refined its executive compensation plans to ensure accountability, including adding safety as a component to the annual incentive plan, and adopting a supplemental clawback policy that exceeds the NYSE requirements

Most recently, the board added operating ratio as an additional performance metric for management compensation to align with the improvements needed to achieve a sub-60% OR in three to four years2

Ancora's plan would dangerously put Norfolk Southern's safety and service at risk, damaging Norfolk Southern's long-term viability and destroying future value

Ancora intends to take control of the company and execute wholesale leadership and board changes to implement an ungrounded and irresponsible PSR implementation strategy that would, in Jamie Boychuk's own words1 '...strip this thing down to the studs.' This strategy would require thousands of job cuts, put the franchise at risk, and be detrimental to long-term shareholder value

It is attempting to replace a crisis-tested CEO with a candidate who has no railroading experience, and a highly regarded COO with a candidate who has a demonstrably poor track record on service quality, safety, and overall performance

Ancora's inferior director nominees bring little board and safety experience, and would unseat incumbents who are critical to the proper oversight of the company and functioning of the board

Ancora's slash-and-burn playbook is unsuited to our regulatory, labor, and competitive environments, and has already prompted public concern from regulators and customers

About Norfolk Southern

Since 1827, Norfolk Southern Corporation (NYSE: NSC) and its predecessor companies have safely moved the goods and materials that drive the U.S. economy. Today, it operates a customer-centric and operations-driven freight transportation network. Committed to furthering sustainability, Norfolk Southern helps its customers avoid approximately 15 million tons of yearly carbon emissions by shipping via rail. Its dedicated team members deliver more than 7 million carloads annually, from agriculture to consumer goods, and Norfolk Southern originates more automotive traffic than any other Class I Railroad. Norfolk Southern also has the most extensive intermodal network in the eastern U.S. It serves a majority of the country's population and manufacturing base, with connections to every major container port on the Atlantic coast as well as major ports in the Gulf of Mexico and Great Lakes.

Cautionary Statement on Forward-Looking Statements

Certain statements in this communication are 'forward-looking statements' within the meaning of the 'safe harbor' provisions of the Private Securities Litigation Reform Act of 1995, as amended. These statements relate to future events or our future financial performance, including statements relating to our ability to execute on our strategic plan and our 2024 Annual Meeting and involve known and unknown risks, uncertainties, and other factors that may cause our actual results, levels of activity, performance, or our achievements or those of our industry to be materially different from those expressed or implied by any forward-looking statements. In some cases, forward-looking statements may be identified by the use of words like 'may,' 'will,' 'could,' 'would,' 'should,' 'expect,' 'plan,' 'anticipate,' 'intend,' 'believe,' 'estimate,' 'project,' 'consider,' 'predict,' 'potential,' 'feel,' or other comparable terminology. The Company has based these forward-looking statements on its current expectations, assumptions, estimates, beliefs, and projections. While the Company believes these expectations, assumptions, estimates, and projections are reasonable, such forward-looking statements are only predictions and involve known and unknown risks and uncertainties, many of which involve factors or circumstances that are beyond the Company's control. These and other important factors, including those discussed under 'Risk Factors' in our Annual Report on Form 10-K for the year ended December 31, 2023, as well as the Company's subsequent filings with the SEC, may cause actual results, performance, or achievements to differ materially from those expressed or implied by these forward-looking statements. The forward-looking statements herein are made only as of the date they were first issued, and unless otherwise required by applicable securities laws, the Company disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise.

Contact:

Tel: (855) 667-3655

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