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[ ] | Preliminary Proxy Statement | [ ] | Soliciting Material Under Rule 14a-12 | |
[ ] | Confidential, For Use of
the Commission Only (as permitted by Rule 14a-6(e)(2)) |
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[ ] | Definitive Proxy Statement | |||
[X] | Definitive Additional Materials |
NORFOLK SOUTHERN CORPORATION | ||
(Name of Registrant as Specified In Its Charter) | ||
(Name
of Person(s) Filing Proxy Statement, if Other Than the
Registrant) |
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[X] | No fee required. | |||
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Fee computed on
table below per Exchange Act Rules 14a-6(i)(4) and
0-11. | |||
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Fee paid previously
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Check box if any part of the fee is offset as provided by Exchange
Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee
was paid previously. Identify the previous filing by registration
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*** Exercise Your
Right to Vote
***
Important Notice Regarding the Availability of Proxy Materials for the
Shareholder Meeting to Be Held on May 14, 2015
NORFOLK SOUTHERN CORPORATION |
Meeting Information | |
Meeting Type: Annual Meeting | |
For holders as of: March 05, 2015 | |
Date: May 14, 2015 Time: 8:30 AM EDT | |
Location: | Conference Center Williamsburg Lodge South England Street Williamsburg, Virginia |
You are receiving this communication because you hold shares in the above named company. |
This is not a ballot. You cannot use this notice to vote these shares. This communication presents only an overview of the more complete proxy materials that are available to you on the Internet. You may view the proxy materials online at www.proxyvote.com or easily request a paper copy (see reverse side). |
We encourage you to access and review all of the important information contained in the proxy materials before voting. |
See the reverse side of this notice to obtain proxy materials and voting instructions. |
Proxy Materials Available to
VIEW or RECEIVE: | ||
1.
Notice & Proxy Statement 2. Annual Report | ||
How to View Online: | ||
Have the information that is printed in the box marked by the arrow → XXXX XXXX XXXX XXXX (located on the following page) and visit: www.proxyvote.com. | ||
How to Request and Receive a PAPER or E-MAIL Copy: | ||
If you want to receive a paper or e-mail copy of these documents, you must request one. There is NO charge for requesting a copy. Please choose one of the following methods to make your request: | ||
1) BY INTERNET: | www.proxyvote.com | |
2) BY TELEPHONE: | 1-800-579-1639 | |
3) BY E-MAIL*: | sendmaterial@proxyvote.com | |
* If requesting materials by e-mail, please send a blank e-mail with the information that is printed in the box marked by the arrow → XXXX XXXX XXXX XXXX (located on the following page) in the subject line. | ||
Requests, instructions and other inquiries sent to this e-mail address will NOT be forwarded to your investment advisor. Please make the request as instructed above on or before April 30, 2015 to facilitate timely delivery. |
Vote In Person: If you choose to vote these shares in person at the meeting, you must request a "legal proxy." To do so, please follow the instructions at www.proxyvote.com or request a paper copy of the materials, which will contain the appropriate instructions. Many shareholder meetings have attendance requirements including, but not limited to, the possession of an attendance ticket issued by the entity holding the meeting. Please check the meeting materials for any special requirements for meeting attendance. | ||
Vote By Internet: To vote now by Internet, go to www.proxyvote.com. Have the information that is printed in the box marked by the arrow → XXXX XXXX XXXX XXXX available and follow the instructions. | ||
Vote By Mail: You can vote by mail by requesting a paper copy of the materials, which will include a voting instruction form. |
Voting items |
1. | Election of Directors | ||
Nominees | |||
1A | Thomas D. Bell, Jr. | ||
1B | Erskine B. Bowles | ||
1C | Robert A. Bradway | ||
1D | Wesley G. Bush | ||
1E | Daniel A. Carp | ||
1F | Karen N. Horn | ||
1G | Steven F. Leer | ||
1H | Michael D. Lockhart | ||
1I | Amy E. Miles | ||
1J | Charles W. Moorman, IV | ||
1K | Martin H. Nesbitt | ||
1L | James A. Squires | ||
1M | John R. Thompson |
The Board of Directors recommends you
vote FOR the following
proposal(s):
2 | The ratification of the appointment of KPMG LLP, independent registered public accounting firm, as Norfolk Southern's independent auditors for the year ending December 31, 2015. |
3 | Approval of executive compensation as disclosed in the proxy statement for the 2015 Annual Meeting of Stockholders. |
4 | Approval of the amended Executive Management Incentive Plan as disclosed in the proxy statement for the 2015 Annual Meeting of Stockholders. |
5 | Approval of the amended Long-Term Incentive Plan as disclosed in the proxy statement for the 2015 Annual Meeting of Stockholders. |
Voting items Continued |
NOTE: | In addition, in their discretion, the Proxies are authorized to vote upon such other business as may properly come before the meeting. |
Voting Instructions |