CSX · CSX Corporation

CSX Corporation disclosed two significant events in this 8-K filing. First, the company announced the immediate separation of Stephen Fortune, Executive Vice President and Chief Digital & Technology Officer, effective May 14, 2026. Steve Watkins, Vice President of Product Management for Rail Operations, will assume Fortune's responsibilities and report directly to CFO Kevin S. Boone. Fortune is eligible for severance benefits under the CSX Executive Severance Plan, subject to signing a separation agreement. This executive change may signal a shift in the company's digital strategy, though no reason for the departure was provided.

Second, the Board of Directors authorized a new $5 billion share repurchase program on May 12, 2026, supplementing approximately $989 million remaining under the existing program as of March 31, 2026. The repurchases may be executed through various methods, including open market purchases and accelerated share repurchases, subject to market conditions and Board discretion. This substantial buyback authorization underscores management's confidence in the company's financial position and commitment to returning capital to shareholders.

Additionally, the filing reported the results of the Annual Meeting held on May 12, 2026, where all twelve director nominees were elected. The vote tallies show strong support for most nominees, with John J. Zillmer receiving the highest number of against votes (299 million) among the slate.