Form 4: CSX Director Vautrinot Boosts Stake with Stock Grant
Insider Transaction Report
CSX Director Suzanne M. Vautrinot acquired 4,455 shares of common stock as part of her director's fees, increasing her indirect beneficial ownership to 39,702 shares.
Summary
- Director Suzanne M. Vautrinot acquired 4,455 shares of CSX Common Stock on February 26, 2026.
- The acquisition was an exempt payment of director's fees and/or annual retainer, issued at a price of $0 per share.
- The shares were granted pursuant to the 2019 CSX Stock and Incentive Award Plan.
- Vautrinot's indirect beneficial ownership following this transaction totals 39,702 shares.
- This total includes 554 shares acquired through the reinvestment of dividends since February 14, 2025.
- The shares are held indirectly through the CSX Corporation Directors Deferred Compensation Plan and are payable after Vautrinot ceases to be a director or according to applicable deferral elections.
Sentiment
Score: 7
Explanation: StockSavvy.ai views this as a moderately positive event. A director increasing their stake, even through compensation, indicates continued commitment and alignment with shareholder interests, which is generally favorable.
Positives
- A director increasing their stake in the company, even through compensation, generally signals confidence in the company's future performance.
- The acquisition aligns the director's financial interests more closely with those of the shareholders.
Future Outlook
No specific forward-looking statements or guidance are provided in this filing, which focuses solely on an insider transaction.
Industry Context
StockSavvy.ai notes that routine insider transactions, such as stock grants for director compensation, are common practice in publicly traded companies. While not an open-market purchase, the increase in a director's beneficial ownership can be viewed as a positive signal of alignment between management and shareholder interests within the railroad industry.
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Compensation Plan Utilization | Director's fees and/or annual retainer were paid in the form of CSX Common Stock pursuant to the 2019 CSX Stock and Incentive Award Plan. | 02/26/2026 | Reinforces the use of equity-based compensation to align director incentives with long-term company performance. |
| Deferred Compensation Plan | Shares are held indirectly through the CSX Corporation Directors Deferred Compensation Plan, with payment deferred until the director ceases service or as per election. | N/A | Provides a mechanism for directors to defer compensation, potentially enhancing long-term commitment and tax efficiency. |
Related Party Transactions
- The acquisition of 4,455 shares by Director Suzanne M. Vautrinot represents a related party transaction, as it involves the payment of director's fees in company stock.
Stakeholder Impact
- Shareholders: The transaction increases director ownership, potentially signaling greater alignment of interests between the board and shareholders.
Next Steps
- Shares held in the CSX Directors Deferred Compensation Plan will be payable after the reporting person ceases to be a director or otherwise pursuant to the applicable deferral election under the Plan.
Key Dates
| Date | Description |
|---|---|
| 02/14/2025 | Date of the last reportable transaction before the current dividend reinvestment period. |
| 01/28/2026 | Date the Power of Attorney was executed by Suzanne M. Vautrinot. |
| 01/30/2026 | Effective date of the Power of Attorney. |
| 02/26/2026 | Date Suzanne M. Vautrinot acquired 4,455 shares of CSX Common Stock. |
| 03/02/2026 | Date the Form 4 was signed by the attorney-in-fact. |
Keywords
CSX, Form 4, Insider Transaction, Director Compensation, Stock Acquisition, Beneficial Ownership, Corporate Governance
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