Norfolk Southern said shareholders approved the Merger Agreement proposal with Union Pacific at the Special Meeting on November 14, 2025, with 162,191,626 votes in favor, 2,366,923 votes against and 310,098 abstentions.

1. 01

   Norfolk Southern said shareholders approved the Merger Agreement proposal with Union Pacific at the Special Meeting on November 14, 2025, with 162,191,626 votes in favor, 2,366,923 votes against and 310,098 abstentions.

2. 02

   The company said shareholders approved, on a non-binding advisory basis, the merger-related compensation proposal, with 152,680,836 votes in favor, 11,189,077 votes against and 998,734 abstentions. Norfolk Southern said approval of this proposal is not a condition to the completion of the Mergers.

3. 03

   Norfolk Southern said each Norfolk Southern shareholder will receive 1.0 Union Pacific common shares and $88.82 in cash for each share of Norfolk Southern owned. The company said the transaction is expected to close by early 2027, subject to Surface Transportation Board review and approval and customary closing conditions.

4. 04

   Norfolk Southern said in its press release that nearly 99% of the shares cast voted in favor of the merger transaction. It added that completion of the Mergers remains subject to the satisfaction of closing conditions set forth in the Merger Agreement, including the receipt of certain regulatory approvals.

Analysis scope · Filing body and confirmed press-release exhibitWe analyzed the filing body and confirmed exhibits. This is not a review of other exhibits, investor presentations or the full earnings call.

AI summarized the filing and translated the summary into English; it may differ from the original. For reference only, not investment advice. AI translated the published Korean report into English. Figures are copied as filed, not recalculated.

Original filing

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