Preliminary Voting Results for 2024 Annual Meeting Indicate Shareholders Have Elected Ancora Nominees William Clyburn, Jr., Sameh Fahmy and Gilbert Lamphere
Results Also Indicate Shareholders Have Not Supported Amy Miles (Board Chair), Jennifer Scanlon (Chair of Governance and Nominating Committee) and John Thompson (Chair of Human Capital Management and Compensation Committee)
Highlights CEO Alan Shaw Essentially Received a Vote of No Confidence, With Barely 50% of the Company's Outstanding Shares Supporting Him
Underscores the Campaign for Changes in Leadership and Strategy Will Continue Ahead of Next Month's Government Report on the East Palestine Derailment and Toxic Burn
Ohio-based Ancora Holdings Group, LLC (collectively with its affiliates, "Ancora" or "we") today commented on the prospective outcome of Norfolk Southern Corporation's (NYSE:NSC) ("Norfolk Southern" or the "Company") 2024 Annual Meeting of Shareholders (the "Annual Meeting"). Based on preliminary vote results, shareholders voted to elect Ancora nominees William Clyburn, Jr., Sameh Fahmy and Gilbert Lamphere to the Company's Board of Directors (the "Board") at the 2024 Annual Meeting of Shareholders (the "Annual Meeting"). This means that a majority of Norfolk Southern's Board will now be comprised of directors nominated or unopposed by Ancora.
Frederick D. DiSanto, Chairman and Chief Executive Officer of Ancora, and James Chadwick, President of Ancora Alternatives LLC, commented:
"It's an extremely positive development for shareholders that this campaign has driven significant changes at Norfolk Southern, including the ouster of the Board Chair, Governance Committee Chair and Compensation Committee Chair. This represents a loud and clear message to replace the Company's unqualified CEO and reconsider its ineffective strategy, which has driven industry-worst customer delivery times, severe derailments and persistent share price underperformance. Notably, CEO Alan Shaw received what we deem a resounding vote of no confidence based on preliminary voting results that indicate he barely received support from holders of 50% of the Company's outstanding shares. The first step toward turning around Norfolk Southern has been taken by electing Messrs. Clyburn, Fahmy and Lamphere. Given that we have no standstill agreement and a clear mandate from a critical mass of shareholders, we will continue to hold Mr. Shaw to account and push for the appointment of a qualified operator who can actually drive shareholder value. The campaign for change at this great American railroad will continue."
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About Ancora
Founded in 2003, Ancora Holdings Group, LLC offers integrated investment advisory, wealth management, retirement plan services and insurance solutions to individuals and institutions across the United States. The firm is a long-term supporter of union labor and has a history of working with union groups and public pension plans to deliver long-term value. Ancora's comprehensive service offering is complemented by a dedicated team that has the breadth of expertise and operational structure of a global institution, with the responsiveness and flexibility of a boutique firm. For more information about Ancora, please visit https://ancora.net.
Advisors
Cadwalader, Wickersham & Taft LLP is serving as legal advisor, with Longacre Square Partners LLC serving as communications and strategy advisor and D.F. King & Co., Inc. serving as proxy solicitor.
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