8-K - Norfolk Southern Corporation | StockGist

AI Analysis

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Norfolk Southern renewed its corporate headquarters lease in Atlanta for five years through amended agreements with aggregate financing of $498.7 million, now structured as a finance lease.

Key Takeaways

1Entered amended Participation Agreement, Lease, and Guaranty on April 1, 2026, renewing five-year term for HQ at 650 West Peachtree Street NW.

2Aggregate lease financing of approximately $498.7 million with BAL as sole counterparty.

3Monthly rent at Term SOFR plus margin; triple-net lease covering all maintenance, taxes, insurance.

4Lease now treated as finance lease for reporting, versus prior operating lease.

5NSRC end-of-term options: extend five years with consent, purchase Building, or sell to third party.

6Norfolk Southern unconditionally guarantees all NSRC obligations.

Current Report Details

Event Type

Material Agreement

Exhibits Only

Disclosure

Mandatory

Variant

8-K

Items Reported

1.01

Entry into a Material Definitive Agreement. On April 1, 2026 (the “Closing Date”), Norfolk Southern Corporation (the “Company”), through its wholly-owned freigh

Material Agreement

$498.7M

Source Document

9.01

Financial Statements and Exhibits. The following exhibits are filed as part of this Current Report on Form 8-K: | Exhibit Number | Description | |---|---| | 10.

Exhibits Only

Transaction Details

Material Agreement

Parties: Norfolk Southern Railway Company (Lessee), BA Leasing BSC, LLC (Lessor), Bank of America, N.A. (Administrative Agent), Norfolk Southern Corporation (Guarantor)

•Amended and Restated Participation Agreement
•Amended and Restated Lease (five-year base term from April 1, 2026; triple-net; finance lease)
•Amended and Restated Guaranty by Norfolk Southern Corporation
•Aggregate lease amount approximately $498.7 million
•Rent: monthly based on outstanding balance at Term SOFR plus margin
•End-of-term options: extend with consent, purchase, or third-party sale
•Renews original 2019 agreements; BAL now sole counterparty

Exhibits (4)

10.1

EX-10.1

10.2

EX-10.2

10.3

EX-10.3

8-K