Norfolk Southern Issues Statement Saying Ancora Makes Unauthorized, Value-Destructive Commitments On Behalf Of Norfolk Southern To Buy Votes

Norfolk Southern Corporation -0.14%

Norfolk Southern Corporation




Clearly demonstrates Ancora's nominees are NOT independent and are beholden ONLY to Ancora, not all shareholders

Ancora is in violation of the Railway Labor Act, attempting to undermine the company's bargaining process

ATLANTA, April 29, 2024 /PRNewswire/ -- Norfolk Southern Corporation (NYSE:NSC) Monday issued the following statement after being made aware that Ancora Holdings LLC (Ancora) has, without any authority or authorization, negotiated and signed a memorandum of understanding with The Brotherhood of Locomotive Engineers and Trainmen (BLET), a division of the International Brotherhood of Teamsters. This unauthorized agreement purports to offer specific concessions by Norfolk Southern to the BLET in exchange for the BLET's support of Ancora's attempt to gain control of the company's board.

Ancora, a shareholder in Norfolk Southern with no authority whatsoever to enter into any current or future binding agreement on behalf of the company, has negotiated and signed a memorandum of understanding with the BLET that commits its director nominees to future actions if they gain control of the board. Ancora's actions are a blatant attempt to buy votes through backdoor deals to take control of the company. This desperate effort by Ancora, if successful, provides concessions to the BLET that limit operational flexibility and destroy significant value for the company. 

Aside from violating the Railway Labor Act rules that grant exclusive negotiating authority to representatives of Norfolk Southern, Ancora has demonstrated that its own nominees are not independent and are beholden only to Ancora. Clearly, Ancora is willing to take any steps to get its nominees elected to the board, including making unauthorized commitments to Norfolk Southern's employee unions to cover up its own management candidates' abhorrent track record with labor.

Together with our unions, Norfolk Southern has made significant progress to create a safer, more productive railroad. Unions representing the majority of our craft workers have publicly supported our strategy and raised concerns about the dangers of Ancora's plan. We remain focused on responsibly improving our operational performance, employees' quality of life and working environment. In contrast, Ancora is misleading shareholders and employees with false promises and unauthorized financial commitments that would destroy shareholder value.

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