CSX CORPORATION (NASDAQ:CSX) Files An 8-K Submission of Matters to a Vote of Security Holders

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CSX CORPORATION (NASDAQ:CSX) Files An 8-K Submission of Matters to a Vote of Security Holders

Item5.07 Submission of Matters to a Vote of Security Holders.

CSX Corporation (CSX) held its Annual Meeting of Shareholders
(the Annual Meeting) on Monday, June5, 2017. The final voting
results for each matter submitted to a shareholder vote at the
Annual Meeting are set forth below.

Item1: The following thirteen persons were elected to the CSX Board
of Directors:
For Against Abstain BrokerNon-Votes Total

DonnaM. Alvarado

666,425,458 16,241,546 4,837,303 25,076,168 712,580,475

John B. Breaux

666,537,447 15,443,885 5,522,975 25,076,168 712,580,475

Pamela L. Carter

668,475,333 14,191,610 4,837,364 25,076,168 712,580,475

Steven T. Halverson

666,084,951 16,158,482 5,260,874 25,076,168 712,580,475

E. Hunter Harrison

667,587,908 14,584,915 5,331,484 25,076,168 712,580,475

Paul C. Hilal

660,642,634 18,122,848 8,738,825 25,076,168 712,580,475

Edward J. Kelly, III

660,550,587 21,521,875 5,431,845 25,076,168 712,580,475

John D. McPherson

667,152,792 15,455,365 4,896,150 25,076,168 712,580,475

David M. Moffett

666,872,406 15,658,266 4,973,635 25,076,168 712,580,475

Dennis H. Reilley

672,947,974 9,243,661 5,312,672 25,076,168 712,580,475

Linda H. Riefler

671,879,593 10,327,835 5,296,879 25,076,168 712,580,475

J. Steven Whisler

668,065,255 14,390,358 5,048,694 25,076,168 712,580,475

John J. Zillmer

658,697,219 20,305,771 8,501,317 25,076,168 712,580,475
Item2: Shareholders ratified the appointment of Ernst Young LLP as
CSXs independent registered public accounting firm for 2017,
by the votes set forth in the table below:
For Against Abstain Total
697,916,691 11,953,082 2,710,702 712,580,475
Item.3: Shareholders approved, on an advisory (non-binding) basis,
the compensation of CSXs named executive officers, by the
votes set forth in the table below:
For Against Abstain BrokerNon-Votes Total
643,937,216 37,892,839 5,674,252 25,076,168 712,580,475
Item4: Shareholders approved, on an advisory (non-binding) basis,
the holding of future advisory (non-binding) votes on
executive compensation on an annual basis, by the votes set
forth in the table below:
One Year Two Year Three Year Abstain BrokerNon-Votes Total
610,069,836 10,124,921 62,813,457 4,496,093 25,076,168 712,580,475

In accordance with the Board of Directors recommendation, and
based on the results of this advisory vote, the Company will
continue to hold an annual advisory vote on executive
compensation.

Item5: Shareholders approved, on an advisory (non-binding) basis,
the reimbursement arrangements sought in connection with the
retention of E. Hunter Harrison as Chief Executive Officer of
CSX, by the votes set forth in the table below:
For Against Abstain BrokerNon-Votes Total
613,330,469 43,649,364 30,524,474 25,076,168 712,580,475

No other matters were submitted for shareholder action.


About CSX CORPORATION (NASDAQ:CSX)

CSX Corporation, together with its subsidiaries, is a transportation company. The Company provides rail-based transportation services, including rail service and the transport of intermodal containers and trailers. The Company serves three lines of business, such as merchandise business, coal business and intermodal business. The Company’s merchandise business consists of shipments in diverse markets, such as agricultural products, phosphates and fertilizers, food and consumer, chemicals, automotive, metals, forest products, minerals, and waste and equipment. The Company’s coal business transports domestic coal, coke and iron ore to electricity-generating power plants, steel manufacturers and industrial plants, as well as exports coal to deep-water port facilities. The Company’s intermodal business combines the rail transportation with the short-haul flexibility of trucks and offers long-haul trucking.