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NORFOLK SOUTHERN CORPORATION (NYSE:NSC) Files An 8-K Submission of Matters to a Vote of Security Holders

NORFOLK SOUTHERN CORPORATION (NYSE:NSC) Files An 8-K Submission of Matters to a Vote of Security Holders

Item 5.07. Submission of Matters to a Vote of Security Holders.

Norfolk Southern Corporation’s (the Corporation) Annual Meeting
of Shareholders was held on May 11, 2017. The following persons
were elected to the Board of Directors for a term of one year:
FOR
AGAINST
ABSTAIN
Thomas D. Bell, Jr.
204,821,419
1,570,313
685,439
Erskine B. Bowles
204,498,395
2,121,535
457,241
Wesley G. Bush
204,954,065
1,622,180
500,926
Daniel A. Carp
202,360,899
4,066,249
650,023
Mitchell E. Daniels, Jr.
204,061,575
2,472,091
543,505
Marcela E. Donadio
204,896,975
1,474,056
706,139
Steven F. Leer
199,014,964
6,466,294
1,595,912
Michael D. Lockhart
205,232,755
1,335,984
508,432
Amy E. Miles
204,198,038
2,368,351
510,782
Martin H. Nesbitt
204,790,762
1,572,817
713,592
James A. Squires
199,358,579
6,706,131
1,012,461
John R. Thompson
204,152,540
2,231,115
693,516
Shareholders ratified the appointment of KPMG LLP as the
Corporations independent registered public accounting firm for
2017. Shareholders cast 247,745,480 votes for the appointment;
3,633,748 votes against the appointment; and abstained from casting
647,692 votes on the appointment of the independent registered
public accounting firm.
Shareholders approved, on an advisory basis, the compensation of
the Corporation’s Named Executive Officers. Shareholders cast
198,238,940 votes for the approval; 7,502,805 votes against the
approval; and abstained from casting 1,335,426 votes on the
approval of the compensation of the Corporation’s Named Executive
Officers.
Shareholders approved, on an advisory basis, an annual advisory
resolution on executive compensation. Shareholders cast 182,218,646
votes for a resolution every year; 1,123,504 votes for a resolution
every two years; 22,796,000 votes for a resolution every three
years; and abstained from casting 939,021 votes on the frequency of
the advisory resolution on executive compensation.
In light of the results with respect to the advisory resolution on
the frequency of the executive compensation resolution, the
Corporations Board of Directors decided that the Corporation will
include an advisory resolution on the compensation of named
executive officers in the Corporations proxy materials on an annual
basis, until such time as another advisory resolution is held on
the frequency of such advisory resolution on executive
compensation.
to the requirements of the Securities Exchange Act of 1934, the
Registrant has caused this report to be signed on its behalf by
the undersigned thereunto duly authorized.

About NORFOLK SOUTHERN CORPORATION (NYSE:NSC)
Norfolk Southern Corporation is a holding company engaged in the rail transportation business. The Company operates approximately 20,000 miles of road primarily in the East and Midwest. The Company is engaged in the rail transportation of raw materials, intermediate products and finished goods primarily in the Southeast, East and Midwest. The Company, through interchange with rail carriers, to and from the rest of the United States. The Company also transports overseas freight through various Atlantic and Gulf Coast ports. It provides logistics services and offers the intermodal network in the eastern half of the United States. The Company’s system reaches various manufacturing plants, electric generating facilities, mines, distribution centers and other businesses located in its service area. The Company’s intermodal market group consists of shipments moving in trailers, domestic and international containers, and RoadRailer equipment. NORFOLK SOUTHERN CORPORATION (NYSE:NSC) Recent Trading Information
NORFOLK SOUTHERN CORPORATION (NYSE:NSC) closed its last trading session down -0.01 at 117.13 with 965,748 shares trading hands.

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