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Compiled from SEC Form N-PX filings and NORFOLK SOUTHERN CORP.’s Form 8-K, filed May 9, 2025 (Item 5.07 on EDGAR). Page generated October 18, 2026.
Meeting of May 8, 2025: 15 items on NORFOLK SOUTHERN CORP.’s Form 8-K, filed May 9, 2025: 13 elected · 2 approved.
None.
Material dissent: a director nominee under 80% of the votes cast, say-on-pay under 70%, any other item the board put forward under 80%, or a shareholder proposal with more than 50%, on the company’s own Form 8-K tally. How this is decided
Explore NORFOLK SOUTHERN CORP. in the interactive database Compare manager voting policies
These tallies are NORFOLK SOUTHERN CORP.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed May 9, 2025 (Item 5.07, “Submission of Matters to a Vote of Security Holders”). They cover every share voted at the meeting, not just the funds that file Form N-PX.
| Ballot item | For | Against | Abstain | Withheld | Broker non-votes | Support (of votes cast) | Reported outcome | Voting standard |
|---|---|---|---|---|---|---|---|---|
| Elect Director: Richard H. Anderson | 170,264,499 | -- | -- | 2,998,549 | 27,436,370 | 98% | Elected | — |
| Elect Director: William Clyburn, Jr. | 169,973,277 | -- | -- | 3,289,802 | 27,436,338 | 98% | Elected | — |
| Elect Director: Philip S. Davidson | 171,670,469 | -- | -- | 1,592,577 | 27,436,371 | 99.0% | Elected | — |
| Elect Director: Francesca A. DeBiase | 168,120,576 | -- | -- | 5,142,473 | 27,436,368 | 97% | Elected | — |
| Elect Director: Marcela E. Donadio | 169,362,977 | -- | -- | 3,900,076 | 27,436,365 | 98% | Elected | — |
| Elect Director: Sameh Fahmy | 171,069,741 | -- | -- | 2,193,350 | 27,436,326 | 99% | Elected | — |
| Elect Director: Mark R. George | 171,317,566 | -- | -- | 1,945,522 | 27,436,329 | 99% | Elected | — |
| Elect Director: Mary K. Heitkamp | 170,267,443 | -- | -- | 2,995,602 | 27,436,372 | 98% | Elected | — |
| Elect Director: John C. Huffard, Jr. | 168,248,578 | -- | -- | 5,014,469 | 27,436,370 | 97% | Elected | — |
| Elect Director: Christopher T. Jones | 170,586,051 | -- | -- | 2,676,991 | 27,436,375 | 98% | Elected | — |
| Elect Director: Gilbert H. Lamphere | 170,764,604 | -- | -- | 2,498,480 | 27,436,333 | 99% | Elected | — |
| Elect Director: Claude Mongeau | 168,986,274 | -- | -- | 4,275,123 | 27,438,020 | 98% | Elected | — |
| Elect Director: Lori J. Ryerkerk | 171,562,177 | -- | -- | 1,700,867 | 27,436,373 | 99.0% | Elected | — |
| 2. Ratification of Appointment of Independent Registered Public Accounting Firm | 190,047,668 | 10,337,467 | 314,281 | -- | -- | 95% | Approved | — |
| 3. Advisory Resolution on Executive Compensation ("Say on Pay") | 164,352,835 | 8,166,851 | 742,206 | -- | 27,437,524 | 95% | Approved | — |
Source: NORFOLK SOUTHERN CORP., Form 8-K, filed with the SEC on May 9, 2025 — read the filing on EDGAR.
Each item below shows how the 1,118 asset managers that disclosed a NORFOLK SOUTHERN CORP. vote in their SEC Form N-PX filings actually voted. Share totals are the shares those managers' funds voted, summed across every fund they report.
Combines 6 wordings of this item as funds reported it.
98% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Richard H. Anderson
NORFOLK SOUTHERN CORP.’s own tally for this item (“Elect Director: Richard H. Anderson”): 170,264,499 for, 2,998,549 withheld, per its Form 8-K filed May 9, 2025 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.
Reported outcome: Elected, in the filing’s own words: “Proposal 1 – Election of Directors Shareholders elected the following thirteen directors, each to serve for a one-year term, by the following count:”
Support: 98% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 167 asset managers below reported 75,734,844 for, 1,056 against, 5,293 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 21,092,708 | 0 | 0 | 0 | For |
| Dodge & Cox | 8,156,700 | 0 | 0 | 0 | For |
| Fidelity | 7,456,135 | 0 | 0 | 0 | For |
| BlackRock | 4,967,195 | 0 | 0 | 0 | For |
| T. Rowe Price | 4,700,608 | 0 | 0 | 0 | For |
| American Century | 4,030,102 | 0 | 0 | 0 | For |
| JPMorgan | 3,361,222 | 0 | 0 | 0 | For |
| John Hancock | 2,670,136 | 0 | 0 | 0 | For |
| State Street | 1,820,383 | 0 | 0 | 0 | For |
| Capital Group | 1,687,037 | 0 | 0 | 0 | For |
| Lazard | 1,623,022 | 0 | 0 | 0 | For |
| Dimensional | 1,552,745 | 0 | 0 | 0 | For |
| Invesco | 1,516,005 | 0 | 0 | 0 | For |
| Charles Schwab | 1,402,668 | 0 | 0 | 0 | For |
| Global X | 1,085,249 | 0 | 0 | 0 | For |
| Bridge Builder Trust | 546,908 | 0 | 0 | 0 | For |
| Jackson National | 524,209 | 0 | 0 | 0 | For |
| MFS | 471,926 | 0 | 0 | 0 | For |
| TIAA | 442,763 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 391,373 | 0 | 0 | 0 | For |
| MASTER INVESTMENT PORTFOLIO | 341,552 | 0 | 0 | 0 | For |
| Franklin Custodian Funds | 300,000 | 0 | 0 | 0 | For |
| WisdomTree | 277,677 | 0 | 0 | 0 | For |
| Northern Trust | 262,836 | 0 | 0 | 0 | For |
| Brighthouse | 248,379 | 0 | 5,264 | 0 | For |
Showing the 25 largest of 167 asset managers. See all 167 in the interactive database.
Combines 5 wordings of this item as funds reported it.
98% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: William Clyburn, Jr.
NORFOLK SOUTHERN CORP.’s own tally for this item (“Elect Director: William Clyburn, Jr.”): 169,973,277 for, 3,289,802 withheld, per its Form 8-K filed May 9, 2025 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.
Reported outcome: Elected, in the filing’s own words: “Proposal 1 – Election of Directors Shareholders elected the following thirteen directors, each to serve for a one-year term, by the following count:”
Support: 98% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 167 asset managers below reported 75,733,333 for, 2,557 against, 5,303 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 21,091,909 | 799 | 0 | 0 | For |
| Dodge & Cox | 8,156,700 | 0 | 0 | 0 | For |
| Fidelity | 7,456,135 | 0 | 0 | 0 | For |
| BlackRock | 4,965,914 | 1,281 | 0 | 0 | For |
| T. Rowe Price | 4,700,608 | 0 | 0 | 0 | For |
| American Century | 4,030,102 | 0 | 0 | 0 | For |
| JPMorgan | 3,361,222 | 0 | 0 | 0 | For |
| John Hancock | 2,670,136 | 0 | 0 | 0 | For |
| State Street | 1,820,383 | 0 | 0 | 0 | For |
| Capital Group | 1,687,037 | 0 | 0 | 0 | For |
| Lazard | 1,623,022 | 0 | 0 | 0 | For |
| Dimensional | 1,552,745 | 0 | 0 | 0 | For |
| Invesco | 1,516,005 | 0 | 0 | 0 | For |
| Charles Schwab | 1,402,668 | 0 | 0 | 0 | For |
| Global X | 1,085,249 | 0 | 0 | 0 | For |
| Bridge Builder Trust | 546,908 | 0 | 0 | 0 | For |
| Jackson National | 524,209 | 0 | 0 | 0 | For |
| MFS | 471,926 | 0 | 0 | 0 | For |
| TIAA | 442,763 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 391,373 | 0 | 0 | 0 | For |
| MASTER INVESTMENT PORTFOLIO | 341,552 | 0 | 0 | 0 | For |
| Franklin Custodian Funds | 300,000 | 0 | 0 | 0 | For |
| WisdomTree | 277,677 | 0 | 0 | 0 | For |
| Northern Trust | 262,836 | 0 | 0 | 0 | For |
| Brighthouse | 248,379 | 0 | 5,264 | 0 | For |
Showing the 25 largest of 167 asset managers. See all 167 in the interactive database.
Combines 6 wordings of this item as funds reported it.
99.0% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Philip S. Davidson
NORFOLK SOUTHERN CORP.’s own tally for this item (“Elect Director: Philip S. Davidson”): 171,670,469 for, 1,592,577 withheld, per its Form 8-K filed May 9, 2025 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.
Reported outcome: Elected, in the filing’s own words: “Proposal 1 – Election of Directors Shareholders elected the following thirteen directors, each to serve for a one-year term, by the following count:”
Support: 99.0% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 167 asset managers below reported 75,735,760 for, 139 against, 5,293 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 21,092,708 | 0 | 0 | 0 | For |
| Dodge & Cox | 8,156,700 | 0 | 0 | 0 | For |
| Fidelity | 7,456,135 | 0 | 0 | 0 | For |
| BlackRock | 4,967,195 | 0 | 0 | 0 | For |
| T. Rowe Price | 4,700,608 | 0 | 0 | 0 | For |
| American Century | 4,030,102 | 0 | 0 | 0 | For |
| JPMorgan | 3,361,222 | 0 | 0 | 0 | For |
| John Hancock | 2,670,136 | 0 | 0 | 0 | For |
| State Street | 1,820,383 | 0 | 0 | 0 | For |
| Capital Group | 1,687,037 | 0 | 0 | 0 | For |
| Lazard | 1,623,022 | 0 | 0 | 0 | For |
| Dimensional | 1,552,745 | 0 | 0 | 0 | For |
| Invesco | 1,516,005 | 0 | 0 | 0 | For |
| Charles Schwab | 1,402,668 | 0 | 0 | 0 | For |
| Global X | 1,085,249 | 0 | 0 | 0 | For |
| Bridge Builder Trust | 546,908 | 0 | 0 | 0 | For |
| Jackson National | 524,209 | 0 | 0 | 0 | For |
| MFS | 471,926 | 0 | 0 | 0 | For |
| TIAA | 442,763 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 391,373 | 0 | 0 | 0 | For |
| MASTER INVESTMENT PORTFOLIO | 341,552 | 0 | 0 | 0 | For |
| Franklin Custodian Funds | 300,000 | 0 | 0 | 0 | For |
| WisdomTree | 277,677 | 0 | 0 | 0 | For |
| Northern Trust | 262,836 | 0 | 0 | 0 | For |
| Brighthouse | 248,379 | 0 | 5,264 | 0 | For |
Showing the 25 largest of 167 asset managers. See all 167 in the interactive database.
Combines 7 wordings of this item as funds reported it.
97% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Francesca A. DeBiase
NORFOLK SOUTHERN CORP.’s own tally for this item (“Elect Director: Francesca A. DeBiase”): 168,120,576 for, 5,142,473 withheld, per its Form 8-K filed May 9, 2025 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.
Reported outcome: Elected, in the filing’s own words: “Proposal 1 – Election of Directors Shareholders elected the following thirteen directors, each to serve for a one-year term, by the following count:”
Support: 97% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 167 asset managers below reported 75,722,256 for, 3,838 against, 15,099 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 21,092,708 | 0 | 0 | 0 | For |
| Dodge & Cox | 8,156,700 | 0 | 0 | 0 | For |
| Fidelity | 7,456,135 | 0 | 0 | 0 | For |
| BlackRock | 4,967,195 | 0 | 0 | 0 | For |
| T. Rowe Price | 4,700,608 | 0 | 0 | 0 | For |
| American Century | 4,030,102 | 0 | 0 | 0 | For |
| JPMorgan | 3,361,222 | 0 | 0 | 0 | For |
| John Hancock | 2,670,136 | 0 | 0 | 0 | For |
| State Street | 1,820,383 | 0 | 0 | 0 | For |
| Capital Group | 1,687,037 | 0 | 0 | 0 | For |
| Lazard | 1,623,022 | 0 | 0 | 0 | For |
| Dimensional | 1,552,745 | 0 | 0 | 0 | For |
| Invesco | 1,516,005 | 0 | 0 | 0 | For |
| Charles Schwab | 1,402,668 | 0 | 0 | 0 | For |
| Global X | 1,085,249 | 0 | 0 | 0 | For |
| Bridge Builder Trust | 546,908 | 0 | 0 | 0 | For |
| Jackson National | 524,209 | 0 | 0 | 0 | For |
| MFS | 471,926 | 0 | 0 | 0 | For |
| TIAA | 442,763 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 391,373 | 0 | 0 | 0 | For |
| MASTER INVESTMENT PORTFOLIO | 341,552 | 0 | 0 | 0 | For |
| Franklin Custodian Funds | 300,000 | 0 | 0 | 0 | For |
| WisdomTree | 277,677 | 0 | 0 | 0 | For |
| Northern Trust | 262,836 | 0 | 0 | 0 | For |
| Brighthouse | 247,633 | 746 | 5,264 | 0 | For |
Showing the 25 largest of 167 asset managers. See all 167 in the interactive database.
Combines 6 wordings of this item as funds reported it.
98% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Marcela E. Donadio
NORFOLK SOUTHERN CORP.’s own tally for this item (“Elect Director: Marcela E. Donadio”): 169,362,977 for, 3,900,076 withheld, per its Form 8-K filed May 9, 2025 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.
Reported outcome: Elected, in the filing’s own words: “Proposal 1 – Election of Directors Shareholders elected the following thirteen directors, each to serve for a one-year term, by the following count:”
Support: 98% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 167 asset managers below reported 75,639,645 for, 96,245 against, 5,303 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 21,092,708 | 0 | 0 | 0 | For |
| Dodge & Cox | 8,156,700 | 0 | 0 | 0 | For |
| Fidelity | 7,456,135 | 0 | 0 | 0 | For |
| BlackRock | 4,967,195 | 0 | 0 | 0 | For |
| T. Rowe Price | 4,700,608 | 0 | 0 | 0 | For |
| American Century | 4,030,102 | 0 | 0 | 0 | For |
| JPMorgan | 3,361,222 | 0 | 0 | 0 | For |
| John Hancock | 2,670,136 | 0 | 0 | 0 | For |
| State Street | 1,820,383 | 0 | 0 | 0 | For |
| Capital Group | 1,687,037 | 0 | 0 | 0 | For |
| Lazard | 1,623,022 | 0 | 0 | 0 | For |
| Dimensional | 1,552,745 | 0 | 0 | 0 | For |
| Invesco | 1,516,005 | 0 | 0 | 0 | For |
| Charles Schwab | 1,402,668 | 0 | 0 | 0 | For |
| Global X | 1,085,249 | 0 | 0 | 0 | For |
| Bridge Builder Trust | 546,908 | 0 | 0 | 0 | For |
| Jackson National | 455,353 | 68,856 | 0 | 0 | Mixed |
| MFS | 471,926 | 0 | 0 | 0 | For |
| TIAA | 442,763 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 391,373 | 0 | 0 | 0 | For |
| MASTER INVESTMENT PORTFOLIO | 341,552 | 0 | 0 | 0 | For |
| Franklin Custodian Funds | 300,000 | 0 | 0 | 0 | For |
| WisdomTree | 277,677 | 0 | 0 | 0 | For |
| Northern Trust | 262,836 | 0 | 0 | 0 | For |
| Brighthouse | 248,379 | 0 | 5,264 | 0 | For |
Showing the 25 largest of 167 asset managers. See all 167 in the interactive database.
Combines 5 wordings of this item as funds reported it.
99% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Sameh Fahmy
NORFOLK SOUTHERN CORP.’s own tally for this item (“Elect Director: Sameh Fahmy”): 171,069,741 for, 2,193,350 withheld, per its Form 8-K filed May 9, 2025 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.
Reported outcome: Elected, in the filing’s own words: “Proposal 1 – Election of Directors Shareholders elected the following thirteen directors, each to serve for a one-year term, by the following count:”
Support: 99% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 167 asset managers below reported 75,735,694 for, 207 against, 5,292 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 21,092,708 | 0 | 0 | 0 | For |
| Dodge & Cox | 8,156,700 | 0 | 0 | 0 | For |
| Fidelity | 7,456,135 | 0 | 0 | 0 | For |
| BlackRock | 4,967,195 | 0 | 0 | 0 | For |
| T. Rowe Price | 4,700,608 | 0 | 0 | 0 | For |
| American Century | 4,030,102 | 0 | 0 | 0 | For |
| JPMorgan | 3,361,222 | 0 | 0 | 0 | For |
| John Hancock | 2,670,136 | 0 | 0 | 0 | For |
| State Street | 1,820,383 | 0 | 0 | 0 | For |
| Capital Group | 1,687,037 | 0 | 0 | 0 | For |
| Lazard | 1,623,022 | 0 | 0 | 0 | For |
| Dimensional | 1,552,745 | 0 | 0 | 0 | For |
| Invesco | 1,516,005 | 0 | 0 | 0 | For |
| Charles Schwab | 1,402,668 | 0 | 0 | 0 | For |
| Global X | 1,085,249 | 0 | 0 | 0 | For |
| Bridge Builder Trust | 546,908 | 0 | 0 | 0 | For |
| Jackson National | 524,209 | 0 | 0 | 0 | For |
| MFS | 471,926 | 0 | 0 | 0 | For |
| TIAA | 442,763 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 391,373 | 0 | 0 | 0 | For |
| MASTER INVESTMENT PORTFOLIO | 341,552 | 0 | 0 | 0 | For |
| Franklin Custodian Funds | 300,000 | 0 | 0 | 0 | For |
| WisdomTree | 277,677 | 0 | 0 | 0 | For |
| Northern Trust | 262,836 | 0 | 0 | 0 | For |
| Brighthouse | 248,379 | 0 | 5,264 | 0 | For |
Showing the 25 largest of 167 asset managers. See all 167 in the interactive database.
Combines 5 wordings of this item as funds reported it.
99% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Mark R. George
NORFOLK SOUTHERN CORP.’s own tally for this item (“Elect Director: Mark R. George”): 171,317,566 for, 1,945,522 withheld, per its Form 8-K filed May 9, 2025 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.
Reported outcome: Elected, in the filing’s own words: “Proposal 1 – Election of Directors Shareholders elected the following thirteen directors, each to serve for a one-year term, by the following count:”
Support: 99% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 167 asset managers below reported 75,646,022 for, 89,879 against, 5,291 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 21,092,708 | 0 | 0 | 0 | For |
| Dodge & Cox | 8,156,700 | 0 | 0 | 0 | For |
| Fidelity | 7,456,135 | 0 | 0 | 0 | For |
| BlackRock | 4,967,195 | 0 | 0 | 0 | For |
| T. Rowe Price | 4,700,608 | 0 | 0 | 0 | For |
| American Century | 4,030,102 | 0 | 0 | 0 | For |
| JPMorgan | 3,361,222 | 0 | 0 | 0 | For |
| John Hancock | 2,670,136 | 0 | 0 | 0 | For |
| State Street | 1,820,383 | 0 | 0 | 0 | For |
| Capital Group | 1,687,037 | 0 | 0 | 0 | For |
| Lazard | 1,623,022 | 0 | 0 | 0 | For |
| Dimensional | 1,552,745 | 0 | 0 | 0 | For |
| Invesco | 1,516,005 | 0 | 0 | 0 | For |
| Charles Schwab | 1,402,668 | 0 | 0 | 0 | For |
| Global X | 1,085,249 | 0 | 0 | 0 | For |
| Bridge Builder Trust | 546,908 | 0 | 0 | 0 | For |
| Jackson National | 524,209 | 0 | 0 | 0 | For |
| MFS | 471,926 | 0 | 0 | 0 | For |
| TIAA | 442,763 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 391,373 | 0 | 0 | 0 | For |
| MASTER INVESTMENT PORTFOLIO | 341,552 | 0 | 0 | 0 | For |
| Franklin Custodian Funds | 300,000 | 0 | 0 | 0 | For |
| WisdomTree | 277,677 | 0 | 0 | 0 | For |
| Northern Trust | 262,836 | 0 | 0 | 0 | For |
| Brighthouse | 248,379 | 0 | 5,264 | 0 | For |
Showing the 25 largest of 167 asset managers. See all 167 in the interactive database.
Combines 7 wordings of this item as funds reported it.
98% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Mary K. Heitkamp
NORFOLK SOUTHERN CORP.’s own tally for this item (“Elect Director: Mary K. Heitkamp”): 170,267,443 for, 2,995,602 withheld, per its Form 8-K filed May 9, 2025 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.
Reported outcome: Elected, in the filing’s own words: “Proposal 1 – Election of Directors Shareholders elected the following thirteen directors, each to serve for a one-year term, by the following count:”
Support: 98% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 167 asset managers below reported 75,735,445 for, 449 against, 5,299 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 21,092,708 | 0 | 0 | 0 | For |
| Dodge & Cox | 8,156,700 | 0 | 0 | 0 | For |
| Fidelity | 7,456,135 | 0 | 0 | 0 | For |
| BlackRock | 4,967,195 | 0 | 0 | 0 | For |
| T. Rowe Price | 4,700,608 | 0 | 0 | 0 | For |
| American Century | 4,030,102 | 0 | 0 | 0 | For |
| JPMorgan | 3,361,222 | 0 | 0 | 0 | For |
| John Hancock | 2,670,136 | 0 | 0 | 0 | For |
| State Street | 1,820,383 | 0 | 0 | 0 | For |
| Capital Group | 1,687,037 | 0 | 0 | 0 | For |
| Lazard | 1,623,022 | 0 | 0 | 0 | For |
| Dimensional | 1,552,745 | 0 | 0 | 0 | For |
| Invesco | 1,516,005 | 0 | 0 | 0 | For |
| Charles Schwab | 1,402,668 | 0 | 0 | 0 | For |
| Global X | 1,085,249 | 0 | 0 | 0 | For |
| Bridge Builder Trust | 546,908 | 0 | 0 | 0 | For |
| Jackson National | 524,209 | 0 | 0 | 0 | For |
| MFS | 471,926 | 0 | 0 | 0 | For |
| TIAA | 442,763 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 391,373 | 0 | 0 | 0 | For |
| MASTER INVESTMENT PORTFOLIO | 341,552 | 0 | 0 | 0 | For |
| Franklin Custodian Funds | 300,000 | 0 | 0 | 0 | For |
| WisdomTree | 277,677 | 0 | 0 | 0 | For |
| Northern Trust | 262,836 | 0 | 0 | 0 | For |
| Brighthouse | 248,379 | 0 | 5,264 | 0 | For |
Showing the 25 largest of 167 asset managers. See all 167 in the interactive database.
Combines 6 wordings of this item as funds reported it.
97% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: John C. Huffard, Jr.
NORFOLK SOUTHERN CORP.’s own tally for this item (“Elect Director: John C. Huffard, Jr.”): 168,248,578 for, 5,014,469 withheld, per its Form 8-K filed May 9, 2025 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.
Reported outcome: Elected, in the filing’s own words: “Proposal 1 – Election of Directors Shareholders elected the following thirteen directors, each to serve for a one-year term, by the following count:”
Support: 97% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 167 asset managers below reported 75,734,625 for, 1,274 against, 5,294 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 21,092,708 | 0 | 0 | 0 | For |
| Dodge & Cox | 8,156,700 | 0 | 0 | 0 | For |
| Fidelity | 7,456,135 | 0 | 0 | 0 | For |
| BlackRock | 4,967,195 | 0 | 0 | 0 | For |
| T. Rowe Price | 4,700,608 | 0 | 0 | 0 | For |
| American Century | 4,030,102 | 0 | 0 | 0 | For |
| JPMorgan | 3,361,222 | 0 | 0 | 0 | For |
| John Hancock | 2,670,136 | 0 | 0 | 0 | For |
| State Street | 1,820,383 | 0 | 0 | 0 | For |
| Capital Group | 1,687,037 | 0 | 0 | 0 | For |
| Lazard | 1,623,022 | 0 | 0 | 0 | For |
| Dimensional | 1,552,745 | 0 | 0 | 0 | For |
| Invesco | 1,516,005 | 0 | 0 | 0 | For |
| Charles Schwab | 1,402,668 | 0 | 0 | 0 | For |
| Global X | 1,085,249 | 0 | 0 | 0 | For |
| Bridge Builder Trust | 546,908 | 0 | 0 | 0 | For |
| Jackson National | 524,209 | 0 | 0 | 0 | For |
| MFS | 471,926 | 0 | 0 | 0 | For |
| TIAA | 442,763 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 391,373 | 0 | 0 | 0 | For |
| MASTER INVESTMENT PORTFOLIO | 341,552 | 0 | 0 | 0 | For |
| Franklin Custodian Funds | 300,000 | 0 | 0 | 0 | For |
| WisdomTree | 277,677 | 0 | 0 | 0 | For |
| Northern Trust | 262,836 | 0 | 0 | 0 | For |
| Brighthouse | 248,379 | 0 | 5,264 | 0 | For |
Showing the 25 largest of 167 asset managers. See all 167 in the interactive database.
Combines 6 wordings of this item as funds reported it.
98% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Christopher T. Jones
NORFOLK SOUTHERN CORP.’s own tally for this item (“Elect Director: Christopher T. Jones”): 170,586,051 for, 2,676,991 withheld, per its Form 8-K filed May 9, 2025 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.
Reported outcome: Elected, in the filing’s own words: “Proposal 1 – Election of Directors Shareholders elected the following thirteen directors, each to serve for a one-year term, by the following count:”
Support: 98% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 167 asset managers below reported 75,735,642 for, 258 against, 5,293 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 21,092,708 | 0 | 0 | 0 | For |
| Dodge & Cox | 8,156,700 | 0 | 0 | 0 | For |
| Fidelity | 7,456,135 | 0 | 0 | 0 | For |
| BlackRock | 4,967,195 | 0 | 0 | 0 | For |
| T. Rowe Price | 4,700,608 | 0 | 0 | 0 | For |
| American Century | 4,030,102 | 0 | 0 | 0 | For |
| JPMorgan | 3,361,222 | 0 | 0 | 0 | For |
| John Hancock | 2,670,136 | 0 | 0 | 0 | For |
| State Street | 1,820,383 | 0 | 0 | 0 | For |
| Capital Group | 1,687,037 | 0 | 0 | 0 | For |
| Lazard | 1,623,022 | 0 | 0 | 0 | For |
| Dimensional | 1,552,745 | 0 | 0 | 0 | For |
| Invesco | 1,516,005 | 0 | 0 | 0 | For |
| Charles Schwab | 1,402,668 | 0 | 0 | 0 | For |
| Global X | 1,085,249 | 0 | 0 | 0 | For |
| Bridge Builder Trust | 546,908 | 0 | 0 | 0 | For |
| Jackson National | 524,209 | 0 | 0 | 0 | For |
| MFS | 471,926 | 0 | 0 | 0 | For |
| TIAA | 442,763 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 391,373 | 0 | 0 | 0 | For |
| MASTER INVESTMENT PORTFOLIO | 341,552 | 0 | 0 | 0 | For |
| Franklin Custodian Funds | 300,000 | 0 | 0 | 0 | For |
| WisdomTree | 277,677 | 0 | 0 | 0 | For |
| Northern Trust | 262,836 | 0 | 0 | 0 | For |
| Brighthouse | 248,379 | 0 | 5,264 | 0 | For |
Showing the 25 largest of 167 asset managers. See all 167 in the interactive database.
Combines 6 wordings of this item as funds reported it.
99% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Gilbert H. Lamphere
NORFOLK SOUTHERN CORP.’s own tally for this item (“Elect Director: Gilbert H. Lamphere”): 170,764,604 for, 2,498,480 withheld, per its Form 8-K filed May 9, 2025 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.
Reported outcome: Elected, in the filing’s own words: “Proposal 1 – Election of Directors Shareholders elected the following thirteen directors, each to serve for a one-year term, by the following count:”
Support: 99% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 167 asset managers below reported 75,734,900 for, 1,001 against, 5,292 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 21,092,708 | 0 | 0 | 0 | For |
| Dodge & Cox | 8,156,700 | 0 | 0 | 0 | For |
| Fidelity | 7,456,135 | 0 | 0 | 0 | For |
| BlackRock | 4,967,195 | 0 | 0 | 0 | For |
| T. Rowe Price | 4,700,608 | 0 | 0 | 0 | For |
| American Century | 4,030,102 | 0 | 0 | 0 | For |
| JPMorgan | 3,361,222 | 0 | 0 | 0 | For |
| John Hancock | 2,670,136 | 0 | 0 | 0 | For |
| State Street | 1,820,383 | 0 | 0 | 0 | For |
| Capital Group | 1,687,037 | 0 | 0 | 0 | For |
| Lazard | 1,623,022 | 0 | 0 | 0 | For |
| Dimensional | 1,552,745 | 0 | 0 | 0 | For |
| Invesco | 1,516,005 | 0 | 0 | 0 | For |
| Charles Schwab | 1,402,668 | 0 | 0 | 0 | For |
| Global X | 1,085,249 | 0 | 0 | 0 | For |
| Bridge Builder Trust | 546,908 | 0 | 0 | 0 | For |
| Jackson National | 524,209 | 0 | 0 | 0 | For |
| MFS | 471,926 | 0 | 0 | 0 | For |
| TIAA | 442,763 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 391,373 | 0 | 0 | 0 | For |
| MASTER INVESTMENT PORTFOLIO | 341,552 | 0 | 0 | 0 | For |
| Franklin Custodian Funds | 300,000 | 0 | 0 | 0 | For |
| WisdomTree | 277,677 | 0 | 0 | 0 | For |
| Northern Trust | 262,836 | 0 | 0 | 0 | For |
| Brighthouse | 248,379 | 0 | 5,264 | 0 | For |
Showing the 25 largest of 167 asset managers. See all 167 in the interactive database.
Combines 5 wordings of this item as funds reported it.
98% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Claude Mongeau
NORFOLK SOUTHERN CORP.’s own tally for this item (“Elect Director: Claude Mongeau”): 168,986,274 for, 4,275,123 withheld, per its Form 8-K filed May 9, 2025 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.
Reported outcome: Elected, in the filing’s own words: “Proposal 1 – Election of Directors Shareholders elected the following thirteen directors, each to serve for a one-year term, by the following count:”
Support: 98% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 167 asset managers below reported 75,727,701 for, 8,155 against, 5,336 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 21,091,909 | 799 | 0 | 0 | For |
| Dodge & Cox | 8,156,700 | 0 | 0 | 0 | For |
| Fidelity | 7,456,135 | 0 | 0 | 0 | For |
| BlackRock | 4,965,914 | 1,281 | 0 | 0 | For |
| T. Rowe Price | 4,700,608 | 0 | 0 | 0 | For |
| American Century | 4,030,102 | 0 | 0 | 0 | For |
| JPMorgan | 3,361,222 | 0 | 0 | 0 | For |
| John Hancock | 2,670,136 | 0 | 0 | 0 | For |
| State Street | 1,820,383 | 0 | 0 | 0 | For |
| Capital Group | 1,687,037 | 0 | 0 | 0 | For |
| Lazard | 1,623,022 | 0 | 0 | 0 | For |
| Dimensional | 1,552,745 | 0 | 0 | 0 | For |
| Invesco | 1,516,005 | 0 | 0 | 0 | For |
| Charles Schwab | 1,402,668 | 0 | 0 | 0 | For |
| Global X | 1,079,985 | 5,264 | 0 | 0 | For |
| Bridge Builder Trust | 546,908 | 0 | 0 | 0 | For |
| Jackson National | 524,209 | 0 | 0 | 0 | For |
| MFS | 471,926 | 0 | 0 | 0 | For |
| TIAA | 442,763 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 391,373 | 0 | 0 | 0 | For |
| MASTER INVESTMENT PORTFOLIO | 341,552 | 0 | 0 | 0 | For |
| Franklin Custodian Funds | 300,000 | 0 | 0 | 0 | For |
| WisdomTree | 277,677 | 0 | 0 | 0 | For |
| Northern Trust | 262,836 | 0 | 0 | 0 | For |
| Brighthouse | 248,379 | 0 | 5,264 | 0 | For |
Showing the 25 largest of 167 asset managers. See all 167 in the interactive database.
Combines 5 wordings of this item as funds reported it.
99.0% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Lori J. Ryerkerk
NORFOLK SOUTHERN CORP.’s own tally for this item (“Elect Director: Lori J. Ryerkerk”): 171,562,177 for, 1,700,867 withheld, per its Form 8-K filed May 9, 2025 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.
Reported outcome: Elected, in the filing’s own words: “Proposal 1 – Election of Directors Shareholders elected the following thirteen directors, each to serve for a one-year term, by the following count:”
Support: 99.0% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 167 asset managers below reported 75,734,989 for, 911 against, 5,292 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 21,092,708 | 0 | 0 | 0 | For |
| Dodge & Cox | 8,156,700 | 0 | 0 | 0 | For |
| Fidelity | 7,456,135 | 0 | 0 | 0 | For |
| BlackRock | 4,967,195 | 0 | 0 | 0 | For |
| T. Rowe Price | 4,700,608 | 0 | 0 | 0 | For |
| American Century | 4,030,102 | 0 | 0 | 0 | For |
| JPMorgan | 3,361,222 | 0 | 0 | 0 | For |
| John Hancock | 2,670,136 | 0 | 0 | 0 | For |
| State Street | 1,820,383 | 0 | 0 | 0 | For |
| Capital Group | 1,687,037 | 0 | 0 | 0 | For |
| Lazard | 1,623,022 | 0 | 0 | 0 | For |
| Dimensional | 1,552,745 | 0 | 0 | 0 | For |
| Invesco | 1,516,005 | 0 | 0 | 0 | For |
| Charles Schwab | 1,402,668 | 0 | 0 | 0 | For |
| Global X | 1,085,249 | 0 | 0 | 0 | For |
| Bridge Builder Trust | 546,908 | 0 | 0 | 0 | For |
| Jackson National | 524,209 | 0 | 0 | 0 | For |
| MFS | 471,926 | 0 | 0 | 0 | For |
| TIAA | 442,763 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 391,373 | 0 | 0 | 0 | For |
| MASTER INVESTMENT PORTFOLIO | 341,552 | 0 | 0 | 0 | For |
| Franklin Custodian Funds | 300,000 | 0 | 0 | 0 | For |
| WisdomTree | 277,677 | 0 | 0 | 0 | For |
| Northern Trust | 262,836 | 0 | 0 | 0 | For |
| Brighthouse | 248,379 | 0 | 5,264 | 0 | For |
Showing the 25 largest of 167 asset managers. See all 167 in the interactive database.
Combines 33 wordings of this item as funds reported it.
95% Approved · of votes cast
Description as filed by funds: Approval of the advisory resolution on executive compensation, as disclosed in the proxy statement for the 2025 Annual Meeting of Shareholders.
NORFOLK SOUTHERN CORP.’s own tally for this item (“3. Advisory Resolution on Executive Compensation ("Say on Pay")”): 164,352,835 for, 8,166,851 against — passed, per its Form 8-K filed May 9, 2025 (Item 5.07).
Reported outcome: Approved, in the filing’s own words: “Proposal 3 – Advisory Resolution on Executive Compensation ("Say on Pay") Shareholders approved, on an advisory basis, the resolution on executive compensation, as disclosed in the proxy statement for the 2025 Annual Meeting of Shareholders, by the following count:”
Support: 95% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
Also reported under other wordings, matched to the same row of NORFOLK SOUTHERN CORP.’s official tally and shown with their own fund figures; their managers are not in the figures or the table on this card: “Advisory Vote to Ratify Named Executive Officers' Compensation” (35 managers, Fund and manager reports combined; may count the same shares twice; no share total shown); “COMPENSATION” (2 managers, 2,659 for); “SECTION 14A SAY-ON-PAY VOTES” (2 managers, 6,173 for).
Fund voting reports and institutional-manager reports both cover this item. An institutional manager can report shares that a fund it advises also reports, so the two are shown separately below and never added together, and their sum is not shown (fund and manager reports combined may count the same shares twice).
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 21,092,708 | 0 | 0 | 0 | For |
| Dodge & Cox | 8,156,700 | 0 | 0 | 0 | For |
| Fidelity | 7,456,135 | 0 | 0 | 0 | For |
| BlackRock | 4,967,195 | 0 | 0 | 0 | For |
| T. Rowe Price | 4,700,608 | 0 | 0 | 0 | For |
| American Century | 4,030,102 | 0 | 0 | 0 | For |
| JPMorgan | 3,361,222 | 0 | 0 | 0 | For |
| John Hancock | 2,670,136 | 0 | 0 | 0 | For |
| State Street | 1,820,383 | 0 | 0 | 0 | For |
| Capital Group | 1,687,037 | 0 | 0 | 0 | For |
| Lazard | 1,623,022 | 0 | 0 | 0 | For |
| Dimensional | 1,552,745 | 0 | 0 | 0 | For |
| Invesco | 1,516,005 | 0 | 0 | 0 | For |
| Charles Schwab | 1,402,668 | 0 | 0 | 0 | For |
| Global X | 1,085,249 | 0 | 0 | 0 | For |
| Bridge Builder Trust | 546,908 | 0 | 0 | 0 | For |
| Jackson National | 524,209 | 0 | 0 | 0 | For |
| MFS | 471,926 | 0 | 0 | 0 | For |
| TIAA | 442,763 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 391,373 | 0 | 0 | 0 | For |
| MASTER INVESTMENT PORTFOLIO | 341,552 | 0 | 0 | 0 | For |
| Franklin Custodian Funds | 300,000 | 0 | 0 | 0 | For |
| WisdomTree | 277,677 | 0 | 0 | 0 | For |
| Northern Trust | 262,836 | 0 | 0 | 0 | For |
| Brighthouse | 248,379 | 0 | 5,264 | 0 | For |
Fund voting reports, all 156 managers: 75,385,917 for, 173,280 against, 19,538 abstained. Showing the 25 largest; see all in the interactive database.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| T. Rowe Price | 11,196,066 | 0 | 0 | 0 | For |
| Dodge & Cox | 10,010,529 | 0 | 0 | 0 | For |
| BlackRock | 6,469,960 | 130 | 0 | 0 | For |
| State Street | 5,550,298 | 0 | 0 | 0 | For |
| GEODE CAPITAL MANAGEMENT, LLC | 4,731,798 | 0 | 0 | 0 | For |
| Fidelity | 4,520,670 | 0 | 0 | 0 | For |
| EdgePoint Investment Group Inc. | 3,656,417 | 0 | 0 | 0 | For |
| Boston Partners | 3,610,551 | 0 | 0 | 0 | For |
| American Century | 2,898,726 | 0 | 0 | 0 | For |
| Northern Trust | 2,407,232 | 0 | 0 | 0 | For |
| Lazard | 2,296,485 | 0 | 0 | 0 | For |
| Capital Group | 1,810,102 | 0 | 0 | 0 | For |
| Invesco | 1,718,878 | 0 | 0 | 0 | For |
| Ancora Advisors LLC | 1,644,985 | 0 | 0 | 0 | For |
| LONDON CO OF VIRGINIA | 1,531,937 | 0 | 0 | 0 | For |
| Charles Schwab | 1,509,318 | 0 | 0 | 0 | For |
| Vanguard | 1,508,403 | 0 | 0 | 0 | For |
| UBS | 1,391,478 | 8,595 | 0 | 0 | For |
| Legal & General Investment Management Ltd | 42,470 | 1,304,042 | 0 | 0 | Against |
| MELLON INVESTMENTS Corp | 939,550 | 0 | 0 | 0 | For |
| PARAMETRIC PORTFOLIO ASSOCIATES LLC | 933,337 | 0 | 0 | 0 | For |
| HOTCHKIS & WILEY CAPITAL MANAGEMENT LLC | 773,423 | 0 | 0 | 0 | For |
| PRIMECAP MANAGEMENT CO/CA/ | 706,300 | 0 | 0 | 0 | For |
| BANK OF AMERICA NA | 703,522 | 0 | 0 | 0 | For |
| First Sentier Investors (Australia) IM Ltd | 694,524 | 0 | 0 | 0 | For |
Institutional-manager reports, all 961 managers: 95,604,231 for, 4,197,226 against, 551 withheld, 6,549 abstained, 12,343 not voted, 6,173 unknown. Showing the 25 largest; see all in the interactive database.
Combines 7 wordings of this item as funds reported it.
95% Approved · of votes cast
Description as filed by funds: Ratification of the appointment of KPMG LLP, independent registered public accounting firm, as Norfolk Southern's independent auditors for the year ending December 31, 2025.
NORFOLK SOUTHERN CORP.’s own tally for this item (“2. Ratification of Appointment of Independent Registered Public Accounting Firm”): 190,047,668 for, 10,337,467 against — passed, per its Form 8-K filed May 9, 2025 (Item 5.07).
Reported outcome: Approved, in the filing’s own words: “Proposal 2 – Ratification of Appointment of Independent Registered Public Accounting Firm Shareholders ratified the appointment of KPMG LLP as the Corporation's independent registered public accounting firm for the year ending December 31, 2025, by the following count:”
Support: 95% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 172 asset managers below reported 75,336,462 for, 412,208 against, 5,291 abstained, 141 unknown.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 21,091,909 | 799 | 0 | 0 | For |
| Dodge & Cox | 8,156,700 | 0 | 0 | 0 | For |
| Fidelity | 7,456,135 | 0 | 0 | 0 | For |
| BlackRock | 4,967,195 | 0 | 0 | 0 | For |
| T. Rowe Price | 4,700,608 | 0 | 0 | 0 | For |
| American Century | 4,030,102 | 0 | 0 | 0 | For |
| JPMorgan | 3,361,222 | 0 | 0 | 0 | For |
| John Hancock | 2,670,136 | 0 | 0 | 0 | For |
| State Street | 1,820,352 | 31 | 0 | 0 | For |
| Capital Group | 1,687,037 | 0 | 0 | 0 | For |
| Lazard | 1,623,022 | 0 | 0 | 0 | For |
| Dimensional | 1,552,745 | 0 | 0 | 0 | For |
| Invesco | 1,516,005 | 0 | 0 | 0 | For |
| Charles Schwab | 1,402,668 | 0 | 0 | 0 | For |
| Global X | 1,085,249 | 0 | 0 | 0 | For |
| Bridge Builder Trust | 546,908 | 0 | 0 | 0 | For |
| Jackson National | 455,353 | 68,856 | 0 | 0 | Mixed |
| MFS | 471,926 | 0 | 0 | 0 | For |
| TIAA | 442,763 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 391,373 | 0 | 0 | 0 | For |
| MASTER INVESTMENT PORTFOLIO | 341,552 | 0 | 0 | 0 | For |
| Franklin Custodian Funds | 300,000 | 0 | 0 | 0 | For |
| WisdomTree | 277,677 | 0 | 0 | 0 | For |
| Northern Trust | 262,836 | 0 | 0 | 0 | For |
| Brighthouse | 247,633 | 746 | 5,264 | 0 | For |
Showing the 25 largest of 172 asset managers. See all 172 in the interactive database.
Not shown here: this season’s fund filings also report 1 item from the meeting of May 9, 2024, which belongs to the 2023-2024 season. A meeting outside this season’s July 1 to June 30 window is not counted in this page’s items or in its totals of asset managers and fund votes.
Ranked separately for each type of Form N-PX report. An institutional manager can report shares that a fund it advises also reports, so the two tables can list the same shares and are never added together. Each is ranked by the shares voted on the item that the most managers of that type reported, shown as a share of the 225,443,501 shares outstanding at the time of that meeting.
| # | Asset manager | % of shares outstanding |
|---|---|---|
| 1 | Vanguard | 9.36% |
| 2 | Dodge & Cox | 3.62% |
| 3 | Fidelity | 3.31% |
| 4 | BlackRock | 2.20% |
| 5 | T. Rowe Price | 2.09% |
| 6 | American Century | 1.79% |
| 7 | JPMorgan | 1.49% |
| 8 | John Hancock | 1.18% |
| 9 | State Street | 0.81% |
| 10 | Capital Group | 0.75% |
| # | Asset manager | % of shares outstanding |
|---|---|---|
| 1 | T. Rowe Price | 4.97% |
| 2 | Dodge & Cox | 4.44% |
| 3 | BlackRock | 2.87% |
| 4 | State Street | 2.46% |
| 5 | GEODE CAPITAL MANAGEMENT, LLC | 2.10% |
| 6 | Fidelity | 2.01% |
| 7 | EdgePoint Investment Group Inc. | 1.62% |
| 8 | Boston Partners | 1.60% |
| 9 | American Century | 1.29% |
| 10 | Northern Trust | 1.07% |
As disclosed to the SEC in Form 13F (quarter-end holdings of 30 large managers), Schedules 13D and 13G (beneficial ownership above 5%) and the company’s own proxy statement (DEF 14A). Each row names its form.
| Holder | % outstanding | Disclosure |
|---|---|---|
| The Vanguard Group | 8.22% | DEF14A |
| BlackRock, Inc. | 6.44% | DEF14A |
| T. Rowe Price | 5.02% | 13F |
| State Street | 4.20% | 13F |
| JPMorgan Chase | 3.32% | 13F |
| Geode Capital | 2.12% | 13F |
| FMR (Fidelity) | 1.81% | 13F |
| Northern Trust | 1.32% | 13F |
| Morgan Stanley | 1.08% | 13F |
| Norges Bank | 1.05% | 13F |
Percentages above are of 225,443,501 shares outstanding, as reported by NORFOLK SOUTHERN CORP. on its Form 10-Q dated March 31, 2025 (see the filing on EDGAR). This is the count contemporaneous with the 2024-2025 meeting, not today’s. Each holding is as of its own filing, which may be dated before or after the meeting.
Every figure above is derived from filings made with the US Securities and Exchange Commission: Form N-PX, in which registered funds disclose how they voted every proxy and institutional managers disclose their votes on executive pay (say-on-pay, say-on-frequency and golden parachutes), and Form 8-K Item 5.07, in which the company reports its own meeting results. Shares outstanding are taken from NORFOLK SOUTHERN CORP.’s 10-Q dated March 31, 2025. This page is a static snapshot rebuilt weekly on October 18, 2026; a live search always shows the current data.
At NORFOLK SOUTHERN CORP.'s shareholder meeting held May 8, 2025, in the 2024-2025 proxy season, 1,118 asset managers reported how they voted on 15 ballot items in their SEC Form N-PX filings, covering 12,137 separate fund positions. On the most widely held item on that ballot — Approval of the advisory resolution on executive compensation, as disclosed in the proxy… — NORFOLK SOUTHERN CORP.'s filing reports the proposal as approved, with 95% support of the votes cast (FOR divided by FOR plus AGAINST, the conventional basis for proxy support; abstentions, broker non-votes and unvoted shares are excluded because none of them took a side). Source: NORFOLK SOUTHERN CORP.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on May 9, 2025.
NORFOLK SOUTHERN CORP. proxy season coverage: 2023-2024 · 2024-2025 (this page) · 2025-2026.
Download data (CSV): ballot items · votes by manager · column guide.