Form 8-K

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):

May 28, 2015 (May 28, 2015)

 

 

 

 

LOGO

NORFOLK SOUTHERN CORPORATION

(Exact Name of Registrant as Specified in its Charter)

 

 

 

Virginia   1-8339   52-1188014

(State or Other Jurisdiction

of Incorporation)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification No.)

 

Three Commercial Place

Norfolk, Virginia

23510-9241

 

(757) 629-2680

(Address of principal executive offices)   (Registrant’s telephone number, including area code)

No Change

(Former Name or Former Address, if Changed Since Last Report)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 


Item 8.01. Other Events

This Current Report on Form 8-K (this “Report”) is filed for the purpose of incorporating the contents of this Report in the Registration Statement on Form S-3 (No. 333-202023) (the “Registration Statement”) and filing the attached Exhibit No. 12.1 as an exhibit to the Registration Statement.

 

Item 9.01. Financial Statements and Exhibits

(d) Exhibits

The following exhibit is filed as part of this Report:

 

Exhibit
Number

  

Description

12.1    Computation of Ratio of Earnings to Fixed Charges for the three-month period ended March 31, 2015 and each of the five fiscal years in the five-year period ended December 31, 2014.


SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

NORFOLK SOUTHERN CORPORATION
(Registrant)
By:

/s/ Denise W. Hutson

Name: Denise W. Hutson
Title: Corporate Secretary

Date: May 28, 2015


EXHIBIT INDEX

 

Exhibit
Number

  

Description

12.1    Computation of Ratio of Earnings to Fixed Charges for the three-month period ended March 31, 2015 and each of the five fiscal years in the five-year period ended December 31, 2014.