- Announced its slate of 13 highly qualified nominees for the 2024 Annual Meeting, including two new, deeply experienced independent director candidates,
Richard H. Anderson , former CEO ofAmtrak andDelta Air Lines , andMary Kathryn “Heidi” Heitkamp, formerU.S. Senator. -
Confirmed its unanimous support for the company’s strategy that balances safe and reliable service, continuous productivity improvement and smart growth under the leadership of CEO
Alan H. Shaw . The strategy is designed to deliver top-tier EPS and revenue growth at industry-competitive margins. - Rejected Ancora’s control slate of eight nominees as well as its short-sighted strategy.
Miles continued, “We are open-minded to all opportunities to enhance shareholder value and are committed to overseeing and holding our management team accountable. We are confident that the continued execution of our balanced strategy - under the vision and leadership of
Miles added, “Following numerous discussions with representatives of Ancora and its nominees, we have determined that none of them possess skills or experience that are not already well represented among our board nominees. Further, it would be highly disruptive to our operations, our workers, and the North American supply chain to replace a majority of our well-functioning board, which we have refreshed in a thoughtful and intentional manner over the last several years in order to adopt Ancora’s short-sighted strategy. The board is unanimous in rejecting Ancora’s candidates and remains unwavering in its commitment to act in the best interests of all shareholders.”
Directors
Miles concluded, “We are grateful to Tom, Steve, Mitch, and Michael for their meaningful contributions to
Relentless focus on safety and service while working to drive significant margin improvement through a balanced strategy
Following the East Palestine incident a year ago,
Today, under Shaw’s leadership, Norfolk Southern’s plan is focused on three pillars: safely delivering reliable and resilient service, driving continuous efficiency improvement, and propelling smart and sustainable growth. The company’s goal is to create a more resilient railroad with a compelling service product to outperform throughout market cycles. As part of that effort, the company is building a more fluid network positioned to take on additional volume and better serve customers so it can deliver on its commitments of top-tier earnings and revenue growth with industry-competitive margins and disciplined capital allocation. Through its scheduled operating model, the company will drive productivity through its network that will result in meaningful annual margin improvements and drive long-term shareholder value.
By executing on its strategic vision,
- Providing its best intermodal service in over three years in the fourth quarter of 2023 and growing intermodal volume by 5% on a year-over-year basis;
- Achieving industry-leading safety results, notably a 42% reduction in mainline accident rate in 2023 and the fewest mainline accidents since 1999;
- Improving terminal dwell time and manifest train speed year-over-year; and
-
Completing over
$1 billion in comprehensive infrastructure improvement projects throughout its 22-state network to further enhance safety and efficiency.
While 2023 presented several significant challenges to service and financial performance, the company has navigated those challenges and responsibly enhanced service, safety, and growth to protect the franchise and shareholders. Now, in 2024,
Recklessly chasing cost reduction at the expense of safety and service is not a winning strategy for creating sustainable shareholder value. Norfolk Southern’s customers, regulators and employees have made it very clear - they will not tolerate service declines and safety lapses in pursuit of extreme near-term cost reductions. As articulated by key regulators, the approach Ancora has outlined, given the track record of certain of its board and management candidates, should be a serious cause for concern among all stakeholders who support the long-term growth and sustainability of the rail industry.
Proven commitment to board refreshment
As noted in the preliminary proxy materials, the board unanimously recommends that shareholders vote on the WHITE card only for its slate of 13 directors. The Norfolk Southern Board has maintained an ongoing process of refreshment, with six directors appointed to the board in the past five years. In
Richard H. Anderson : Anderson’s significant executive leadership experience in the transportation industry spans over two decades, including his roles as president and CEO of Amtrak and CEO ofDelta Air Lines . His rail industry leadership and expertise will serve as a critical perspective to advise senior management and the board on railway and transportation sector issues such as operations, safety, strategic planning, labour relations, environment, and governmental and stakeholder relations, which support Norfolk Southern’s balanced strategy.Mary Kathryn “Heidi” Heitkamp: Heitkamp’s significant public service experience as aU.S. Senator,North Dakota Attorney General, and rail safety advocate will provide the board with in-depth expertise on regulatory matters, safety, and governmental and stakeholder relations. These are essential to the company as it works with federal and state agencies to elevate safety standards across the railroad sector and advance its strategy of delivering safe, reliable service.
Norfolk Southern’s recommended director candidates are:
The board of directors REJECTS Ancora’s nominees and its short-sighted plan
The Norfolk Southern Board and management team have engaged extensively with Ancora, including interviewing and considering each of its nominees. The board has initiated multiple attempts to reach a reasonable resolution that is in the best interests of all
In the coming weeks,
Norfolk Southern’s definitive proxy materials will soon be mailed out to all shareholders and include a WHITE card with voting instructions. Your vote FOR all 13
In the interim,
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