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 18, 2018

 

 

CSX CORPORATION

(Exact name of registrant as specified in its charter)

 

 

 

Virginia		1-08022		62-1051971
(State or other jurisdiction of incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)
500 Water Street, 15th Floor, Jacksonville, Florida				32202
(Address of principal executive offices)				(Zip Code)

Registrant’s telephone number, including area code: (904) 359-3200

(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))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company  ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

 

 

 

---

Item 5.07.

Submission of Matters to a Vote of Security Holders.

CSX held its Annual Meeting on Friday, May 18, 2018. The final voting results for each matter submitted to a shareholder vote at the Annual Meeting are set forth below.

 

Item 1:

The following thirteen persons were elected to the CSX Board of Directors:

 

		For				Against				Abstain				Broker Non-Votes				Total
Donna M. Alvarado			635,442,838				25,399,887				1,453,753				111,043,376				773,339,854
John B. Breaux			635,723,578				24,995,877				1,577,023				111,043,376				773,339,854
Pamela L. Carter			644,492,059				16,344,815				1,459,604				111,043,376				773,339,854
James M. Foote			647,193,787				13,624,647				1,478,044				111,043,376				773,339,854
Steven T. Halverson			637,333,328				23,449,417				1,513,733				111,043,376				773,339,854
Paul C. Hilal			642,442,520				18,293,459				1,560,499				111,043,376				773,339,854
Edward J. Kelly, III			631,790,519				28,669,152				1,836,807				111,043,376				773,339,854
John D. McPherson			648,163,188				12,624,259				1,509,031				111,043,376				773,339,854
David M. Moffett			640,438,710				20,348,906				1,508,862				111,043,376				773,339,854
Dennis H. Reilley			641,115,879				19,626,589				1,554,010				111,043,376				773,339,854
Linda H. Riefler			638,723,768				22,075,961				1,496,749				111,043,376				773,339,854
J. Steven Whisler			643,522,829				17,250,624				1,523,025				111,043,376				773,339,854
John J. Zillmer			637,280,796				23,419,976				1,595,706				111,043,376				773,339,854

 

Item 2:

Shareholders ratified the appointment of Ernst & Young LLP as CSX’s independent registered public accounting firm for 2018, by the votes set forth in the table below:

 

For		Against		Abstain		Total
756,886,399		14,368,825		2,084,630		773,339,854

 

Item 3:

Shareholders approved, on an advisory (non-binding) basis, the compensation of CSX’s named executive officers, by the votes set forth in the table below:

 

For		Against		Abstain		Broker Non-Votes		Total
515,428,163		143,427,451		3,440,864		111 ,043,376		773,339,854

 

Item 4:

Shareholders approved the 2018 CSX Employee Stock Purchase Plan, by the votes set forth in the table below:

 

For		Against		Abstain		Broker Non-Votes		Total
651,844,114		8,413,312		2,039,052		111,043,376		773,339,854

No other matters were submitted for shareholder action.

---

SIGNATURES

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.

 

DATE: May 22, 2018