• Live Feeds
    • Press Releases
    • Insider Trading
    • FDA Approvals
    • Analyst Ratings
    • Insider Trading
    • SEC filings
    • Market insights
  • Analyst Ratings
  • Alerts
  • Subscriptions
  • AI Executive AssistantNEW
  • Settings
  • RSS Feeds
Quantisnow Logo
  • Live Feeds
    • Press Releases
    • Insider Trading
    • FDA Approvals
    • Analyst Ratings
    • Insider Trading
    • SEC filings
    • Market insights
  • Analyst Ratings
  • Alerts
  • Subscriptions
  • AI Executive AssistantNEW
  • Settings
  • RSS Feeds
PublishGo to AppAI Helper
    Quantisnow Logo

    © 2025 quantisnow.com
    Democratizing insights since 2022

    Services
    Live news feedsRSS FeedsAlertsPublish with Us
    Company
    AboutQuantisnow PlusContactJobsAI employees for your businessNEW
    Legal
    Terms of usePrivacy policyCookie policy

    SEC Form SC 13D/A filed by Canadian National Railway Company (Amendment)

    7/22/22 5:03:46 PM ET
    $CNI
    Railroads
    Industrials
    Get the next $CNI alert in real time by email
    SC 13D/A 1 tm2221643d2_sc13da.htm SC 13D/A

     

     

     

      UNITED STATES  
      SECURITIES AND EXCHANGE
    COMMISSION
     
      Washington, D.C. 20549  
         
      SCHEDULE 13D  

     

    Under the Securities Exchange Act of 1934
    (Amendment No. 7)*

     

    Canadian National Railway Company

    (Name of Issuer)

     

    Common Shares, No Par Value

    (Title of Class of Securities)

     

    136375102

    (CUSIP Number)

     

    Jacki Badal, Esq.

    2365 Carillon Point

    Kirkland, WA 98033
    (425) 889-7900

    (Name, Address and Telephone Number of Person
    Authorized to Receive Notices and Communications)

     

    July 21, 2022

    (Date of Event which Requires Filing of this Statement)

     

    If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. ¨

     

    Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-7 for other parties to whom copies are to be sent.

     

    * The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

     

    The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

     

     

     

     

     

     

     CUSIP No.   136375102
      1. Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
    Cascade Investment, L.L.C.
      2. Check the Appropriate Box if a Member of a Group (See Instructions)
        (a) ¨
        (b) x
      3. SEC Use Only
      4. Source of Funds (See Instructions)
    WC
      5. Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o
      6. Citizenship or Place of Organization
    State of Washington
    Number of
    Shares
    Beneficially
    Owned by
    Each
    Reporting
    Person With
    7. Sole Voting Power
    9,534,142 (1)
    8. Shared Voting Power 
    -0-
    9. Sole Dispositive Power 
    9,534,142 (1)
    10. Shared Dispositive Power 
    -0-
      11. Aggregate Amount Beneficially Owned by Each Reporting Person 
    9,534,142 (1)
      12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ¨
      13. Percent of Class Represented by Amount in Row (11) 
    1.4% (2)
      14. Type of Reporting Person (See Instructions)
    OO
               

     

    (1)All common shares (“Common Shares”) of Canadian National Railway Company (the “Issuer”) held by Cascade Investment, L.L.C. (“Cascade”) may be deemed to be beneficially owned by its sole member, William H. Gates III.

     

    (2)Based on 694,032,805 Common Shares outstanding as of April 5, 2022, as reported by the Issuer on its Form 6-K filed on April 19, 2022.

     

     2 

     

     

    CUSIP No.  136375102
      1. Names of Reporting Persons
    Bill & Melinda Gates Foundation Trust
      2. Check the Appropriate Box if a Member of a Group (See Instructions)
        (a) ¨
        (b) x
      3. SEC Use Only
      4. Source of Funds (See Instructions)
    WC, OO
      5. Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or (e) ¨
      6. Citizenship or Place of Organization
    State of Washington
         
    Number of
    Shares
    Beneficially
    Owned by
    Each
    Reporting
    Person With
    7. Sole Voting Power
    -0-
       
    8. Shared Voting Power
    54,826,786 (1)
       
    9. Sole Dispositive Power
    -0-
       
    10. Shared Dispositive Power
    54,826,786 (1)
      11. Aggregate Amount Beneficially Owned by Each Reporting Person
    54,826,786 (1)
      12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ¨
      13. Percent of Class Represented by Amount in Row (11)
    7.9% (2)
      14. Type of Reporting Person (See Instructions)
    OO
               

     

    (1)For purposes of Rule 13d-3 under the Securities Exchange Act of 1934, as amended (“Rule 13d-3”), William H. Gates III, as a Co-Trustee of Bill & Melinda Gates Foundation Trust (the “Trust”), may be deemed to have shared beneficial ownership of all Common Shares held by the Trust.

     

    (2)Based on 694,032,805 Common Shares outstanding as of April 5, 2022, as reported by the Issuer on its Form 6-K filed on April 19, 2022.

     

     3 

     

     

    CUSIP No.  136375102
    1. Names of Reporting Persons
    William H. Gates III
    2. Check the Appropriate Box if a Member of a Group (See Instructions)
      (a) ¨
      (b) x
    3. SEC Use Only
    4. Source of Funds (See Instructions)
    WC
    5. Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or (e) ¨
    6. Citizenship or Place of Organization
    United States of America
         
    Number of
    Shares
    Beneficially
    Owned by
    Each
    Reporting
    Person With
    7. Sole Voting Power
    9,534,142 (1)
       
    8. Shared Voting Power
    54,826,786 (2)
       
    9. Sole Dispositive Power
    9,534,142 (1)
       
    10. Shared Dispositive Power
    54,826,786 (2)
    11. Aggregate Amount Beneficially Owned by Each Reporting Person
    64,360,928 (1) (2)
    12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ¨
    13. Percent of Class Represented by Amount in Row (11)
    9.3% (3)
    14. Type of Reporting Person (See Instructions)
    IN
             

     

    (1)Includes Common Shares held by Cascade. All Common Shares of the Issuer held by Cascade may be deemed to be beneficially owned by William H. Gates III as the sole member of Cascade.

     

    (2)Includes Common Shares held by the Trust. For purposes of Rule 13d-3, William H. Gates III, as a Co-Trustee of the Trust, may be deemed to have shared beneficial ownership of all Common Shares held by the Trust.

     

    (3)Based on 694,032,805 Common Shares outstanding as of April 5, 2022, as reported by the Issuer on its Form 6-K filed on April 19, 2022.

     

     4 

     

     

    Explanatory Statement

     

    This Amendment No. 7 to Schedule 13D (this “Amendment”) relates to the common shares, no par value (the “Common Shares”), of Canadian National Railway Company (the “Issuer”). Cascade Investment, L.L.C. (“Cascade”), Bill & Melinda Gates Foundation Trust (the “Trust”), and William H. Gates III (“WHG” and, collectively with Cascade and the Trust, the “Reporting Persons”) jointly file this Amendment to amend certain Items of the Schedule 13D previously filed by the Reporting Persons and Melinda French Gates (“MFG”) with the Securities and Exchange Commission on March 24, 2021, as amended on May 4, 2021; August 6, 2021; September 8, 2021; December 20, 2021; May 12, 2022; and May 26, 2022. As disclosed in the amendment on December 20, 2021, MFG is no longer a reporting person hereunder. The information set forth in response to each separate Item below shall be deemed to be a response to all Items where such information is relevant. Information in the Schedule 13D remains in effect except to the extent that it is amended or superseded by subsequently filed information, including information in this Amendment.

     

    Item 3. Source and Amount of Funds or Other Consideration
       
     

    Cascade purchased its Common Shares with working capital.

     

    The Trust received 44,548,156 Common Shares (the “Gift Shares”) as a gift from WHG. The Trust purchased the remainder of its Common Shares with working capital.

       
    Item 5. Interest in Securities of the Issuer
       
     

    (a)      See items 11 and 13 of the cover pages to this Amendment for the aggregate number of Common Shares and percentage of Common Shares beneficially owned by each of the Reporting Persons.

     

    (b)      See items 7 through 10 of the cover pages to this Amendment for the number of Common Shares beneficially owned by each of the Reporting Persons as to which there is sole power to vote or to direct the vote, shared power to vote or to direct the vote and sole or shared power to dispose or to direct the disposition.

     

    (c)     Cascade transferred the Gift Shares to the Trust in a private transaction as a gift, for no consideration, on July 21, 2022.

     

    (d)     None.

     

    (e)      Not applicable.

     

     5 

     

     

    SIGNATURE

     

    After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

     

     Date: July 22, 2022 CASCADE INVESTMENT, L.L.C. (1)
         
      By: *
        Name: Alan Heuberger (2)
        Title: Attorney-in-fact for Michael Larson,
          Business Manager
       
      BILL & MELINDA GATES FOUNDATION TRUST (1)
         
      By: *
        Name: Alan Heuberger (3)
        Title: Attorney-in-fact for the Co-Trustees,
          William H. Gates III and Melinda French Gates
           
      WILLIAM H. GATES III (1)
         
      By: *
        Name: Alan Heuberger (4)
        Title: Attorney-in-fact
           
           
      *By: /s/ Alan Heuberger
                Alan Heuberger

     

     

    (1)This Amendment is being filed jointly by the Reporting Persons pursuant to the Joint Filing Agreement dated May 12, 2022, and included with the signature page to the Reporting Persons’ Schedule 13D filed with respect to the Issuer on May 12, 2022, SEC File No. 005-48661, and incorporated by reference herein.

     

    (2)Duly authorized under Special Limited Power of Attorney appointing Alan Heuberger attorney-in-fact, dated October 11, 2013, by and on behalf of Michael Larson, filed as Exhibit 99.1 to Amendment No. 9 to Cascade’s Schedule 13D with respect to Western Asset/Claymore Inflation-Linked Opportunities & Income Fund on December 11, 2013, SEC File No. 005-81261, and incorporated by reference herein.

     

    (3)Duly authorized under Special Limited Power of Attorney appointing Alan Heuberger attorney-in-fact, dated August 12, 2008, by and on behalf of WHG and MFG as Co-Trustees, filed as Exhibit 99.5 to Cascade’s Schedule 13D with respect to Grupo Televisa, S.A.B. on May 7, 2009, SEC File No. 005-60431, and incorporated by reference herein.

     

    (4)Duly authorized under Special Limited Power of Attorney appointing Alan Heuberger attorney-in-fact, dated August 12, 2008, by and on behalf of WHG, filed as Exhibit 99.2 to Amendment No. 1 to Cascade’s Schedule 13D with respect to Otter Tail Corporation on April 15, 2009, SEC File No. 005-06638, and incorporated by reference herein.

     

     6 

     

    Get the next $CNI alert in real time by email

    Crush Q3 2025 with the Best AI Executive Assistant

    Stay ahead of the competition with Tailforce.ai - your AI-powered business intelligence partner.

    AI-Powered Inbox
    Context-aware email replies
    Strategic Decision Support
    Get Started with Tailforce.ai

    Recent Analyst Ratings for
    $CNI

    DatePrice TargetRatingAnalyst
    7/23/2025Overweight → Neutral
    Analyst
    7/23/2025Outperform → Sector Perform
    National Bank Financial
    7/23/2025$105.00Outperform → In-line
    Evercore ISI
    7/17/2025Mkt Perform → Outperform
    Raymond James
    5/6/2025$120.00Neutral → Positive
    Susquehanna
    2/3/2025Hold → Sell
    Loop Capital
    1/16/2025$132.00 → $120.00Hold → Buy
    Stifel
    1/10/2025$120.00Hold → Buy
    Jefferies
    More analyst ratings

    $CNI
    Press Releases

    Fastest customizable press release news feed in the world

    See more
    • CN Declares Third-Quarter 2025 Dividend

      MONTREAL, July 22, 2025 (GLOBE NEWSWIRE) -- CN (TSX:CNR) (NYSE:CNI) announced today that its Board of Directors has approved a third-quarter 2025 dividend on the Company's common shares outstanding. A quarterly dividend of eighty-eight and three-quarter cents (C$0.8875) per common share will be paid on September 29, 2025, to shareholders of record at the close of business on September 8, 2025. About CNCN powers the economy by safely transporting more than 300 million tons of natural resources, manufactured products, and finished goods throughout North America every year for its customers. With its nearly 20,000-mile rail network and related transportation services, CN connects Canada's Ea

      7/22/25 4:06:00 PM ET
      $CNI
      Railroads
      Industrials
    • CN Announces Second Quarter Results

      MONTREAL, July 22, 2025 (GLOBE NEWSWIRE) -- CN (TSX:CNR) (NYSE:CNI) today reported its financial and operating results for the second quarter ended June 30, 2025. "Our team's ability to be nimble and our focus on tight cost control allowed us to adjust our operations and deliver strong results despite a challenging external environment. We are working closely with customers, including those impacted by trade issues, to provide them with the services they need to win in their markets. We remain focused on powering the North American economy and delivering for shareholders."     –  Tracy Robinson, President and Chief Executive Officer, CN Quarterly highlights Revenue ton miles (RTMs) decr

      7/22/25 4:05:00 PM ET
      $CNI
      Railroads
      Industrials
    • CN to Report Second-Quarter 2025 Financial and Operating Results Today

      MONTREAL, July 22, 2025 (GLOBE NEWSWIRE) -- CN (TSX:CNR) (NYSE:CNI) will issue its second-quarter 2025 financial and operating results after the market close. CN's senior officers will review the results and the railway's outlook in a conference call starting at 4:30 p.m. Eastern Time today. Tracy Robinson, CN President and Chief Executive Officer, will lead the call. Parties wishing to participate via telephone may dial 1-800-715-9871 (Canada/U.S.), or 1-647-932-3411 (International), using 7456934 as the passcode. Participants are advised to dial in 10 minutes prior to the call. CN will webcast the presentation live and furnish slides supporting the officers' remarks via the Investors

      7/22/25 9:00:00 AM ET
      $CNI
      Railroads
      Industrials

    $CNI
    Analyst Ratings

    Analyst ratings in real time. Analyst ratings have a very high impact on the underlying stock. See them live in this feed.

    See more
    • Canadian Nat'l Rail downgraded by Analyst

      Analyst downgraded Canadian Nat'l Rail from Overweight to Neutral

      7/23/25 8:51:02 AM ET
      $CNI
      Railroads
      Industrials
    • Canadian Nat'l Rail downgraded by National Bank Financial

      National Bank Financial downgraded Canadian Nat'l Rail from Outperform to Sector Perform

      7/23/25 7:38:36 AM ET
      $CNI
      Railroads
      Industrials
    • Canadian Nat'l Rail downgraded by Evercore ISI with a new price target

      Evercore ISI downgraded Canadian Nat'l Rail from Outperform to In-line and set a new price target of $105.00

      7/23/25 7:38:00 AM ET
      $CNI
      Railroads
      Industrials

    $CNI
    Financials

    Live finance-specific insights

    See more
    • CN Declares Third-Quarter 2025 Dividend

      MONTREAL, July 22, 2025 (GLOBE NEWSWIRE) -- CN (TSX:CNR) (NYSE:CNI) announced today that its Board of Directors has approved a third-quarter 2025 dividend on the Company's common shares outstanding. A quarterly dividend of eighty-eight and three-quarter cents (C$0.8875) per common share will be paid on September 29, 2025, to shareholders of record at the close of business on September 8, 2025. About CNCN powers the economy by safely transporting more than 300 million tons of natural resources, manufactured products, and finished goods throughout North America every year for its customers. With its nearly 20,000-mile rail network and related transportation services, CN connects Canada's Ea

      7/22/25 4:06:00 PM ET
      $CNI
      Railroads
      Industrials
    • CN Announces Second Quarter Results

      MONTREAL, July 22, 2025 (GLOBE NEWSWIRE) -- CN (TSX:CNR) (NYSE:CNI) today reported its financial and operating results for the second quarter ended June 30, 2025. "Our team's ability to be nimble and our focus on tight cost control allowed us to adjust our operations and deliver strong results despite a challenging external environment. We are working closely with customers, including those impacted by trade issues, to provide them with the services they need to win in their markets. We remain focused on powering the North American economy and delivering for shareholders."     –  Tracy Robinson, President and Chief Executive Officer, CN Quarterly highlights Revenue ton miles (RTMs) decr

      7/22/25 4:05:00 PM ET
      $CNI
      Railroads
      Industrials
    • CN to Report Second-Quarter 2025 Financial and Operating Results Today

      MONTREAL, July 22, 2025 (GLOBE NEWSWIRE) -- CN (TSX:CNR) (NYSE:CNI) will issue its second-quarter 2025 financial and operating results after the market close. CN's senior officers will review the results and the railway's outlook in a conference call starting at 4:30 p.m. Eastern Time today. Tracy Robinson, CN President and Chief Executive Officer, will lead the call. Parties wishing to participate via telephone may dial 1-800-715-9871 (Canada/U.S.), or 1-647-932-3411 (International), using 7456934 as the passcode. Participants are advised to dial in 10 minutes prior to the call. CN will webcast the presentation live and furnish slides supporting the officers' remarks via the Investors

      7/22/25 9:00:00 AM ET
      $CNI
      Railroads
      Industrials

    $CNI
    Leadership Updates

    Live Leadership Updates

    See more
    • CN Announces Janet Drysdale as Interim Chief Commercial Officer

      MONTREAL, July 21, 2025 (GLOBE NEWSWIRE) -- CN (TSX:CNR) (NYSE:CNI) announced today that Janet Drysdale will assume the role of Chief Commercial Officer on an interim basis, effective immediately. Janet is stepping into the role following the departure of Remi G. Lalonde. Janet spent the first decade of her nearly 30-year career at CN in a variety of roles in Sales and Marketing. She is a seasoned and versatile leader with significant cross-functional experience having held executive positions at CN in Investor Relations, Finance, Corporate/Business Development, Sustainability, and most recently as Chief Stakeholder Relations Officer.      "I am very pleased that Janet will be leading our

      7/21/25 5:00:00 PM ET
      $CNI
      Railroads
      Industrials
    • Unifor Files a Notice of Dispute

      MONTREAL, Sept. 27, 2024 (GLOBE NEWSWIRE) -- CN (TSX:CNR) (NYSE:CNI) announced today that Unifor has filed a Notice of Dispute three days after the beginning of negotiations. The Union represents 3,300 Mechanical, Clerical, and Intermodal employees in Canada across three collective agreements. The current collective agreements expire on December 31, 2024. While CN is disappointed that Unifor is filing the Notice so early in the process, the Company is committed to reaching negotiated agreements with the Union that are good for employees, customers, and the economy. About the Notice of DisputeAlso known as ‘conciliation', the Notice of Dispute is sent to the Canadian Minister of Labour by

      9/27/24 1:15:00 PM ET
      $CNI
      Railroads
      Industrials
    • CN Announces Remi G. Lalonde as Chief Commercial Officer

      MONTREAL, April 18, 2024 (GLOBE NEWSWIRE) -- CN (TSX:CNR) (NYSE:CNI) today announced the appointment of Remi G. Lalonde as Executive Vice-President and Chief Commercial Officer of CN effective April 24th, 2024. Remi is succeeding Doug MacDonald who will retire from CN following an impressive career of nearly 35 years. Since his arrival at CN in January, Remi has been embedded within CN's operations, gaining first-hand experience with scheduled railroading and executing CN's ‘Make the Plan, Run the Plan, Sell the Plan' model. Following his introduction to operations, Remi has been meeting customers and working closely with Doug and the team to ensure a seamless transition to the commerci

      4/18/24 4:30:00 PM ET
      $CNI
      Railroads
      Industrials

    $CNI
    SEC Filings

    See more
    • SEC Form 6-K filed by Canadian National Railway Company

      6-K - CANADIAN NATIONAL RAILWAY CO (0000016868) (Filer)

      7/22/25 4:11:23 PM ET
      $CNI
      Railroads
      Industrials
    • SEC Form 6-K filed by Canadian National Railway Company

      6-K - CANADIAN NATIONAL RAILWAY CO (0000016868) (Filer)

      6/6/25 6:27:25 AM ET
      $CNI
      Railroads
      Industrials
    • SEC Form 6-K filed by Canadian National Railway Company

      6-K - CANADIAN NATIONAL RAILWAY CO (0000016868) (Filer)

      5/2/25 3:44:18 PM ET
      $CNI
      Railroads
      Industrials

    $CNI
    Large Ownership Changes

    This live feed shows all institutional transactions in real time.

    See more
    • Amendment: SEC Form SC 13D/A filed by Canadian National Railway Company

      SC 13D/A - CANADIAN NATIONAL RAILWAY CO (0000016868) (Subject)

      11/4/24 3:00:25 PM ET
      $CNI
      Railroads
      Industrials
    • SEC Form SC 13G/A filed by Canadian National Railway Company (Amendment)

      SC 13G/A - CANADIAN NATIONAL RAILWAY CO (0000016868) (Subject)

      2/14/24 4:01:29 PM ET
      $CNI
      Railroads
      Industrials
    • SEC Form SC 13D/A filed by Canadian National Railway Company (Amendment)

      SC 13D/A - CANADIAN NATIONAL RAILWAY CO (0000016868) (Subject)

      11/9/23 2:30:13 PM ET
      $CNI
      Railroads
      Industrials