0000702165-15-000023 Sample Contracts

Norfolk Southern Corporation Long-Term Incentive Plan Award Agreement Incentive Stock Option
Award Agreement • February 11th, 2015 • Norfolk Southern Corp • Railroads, line-haul operating

This AGREEMENT dated as of <Date> (Award Date), between NORFOLK SOUTHERN CORPORATION (Corporation), a Virginia corporation, and <Employee Name> (Participant), Employee ID No. <Emp_Id>.

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Non-Compete Agreement Associated With Award Agreement Under The Norfolk Southern Corporation Long-Term Incentive Plan
Non-Compete Agreement • February 11th, 2015 • Norfolk Southern Corp • Railroads, line-haul operating • Virginia

THIS AGREEMENT (the “Agreement”) is executed by and between Employee and Norfolk Southern Corporation (“NS” or “Company”). The term “Employee” means the employee who has received this document in conjunction with an award agreement under the Norfolk Southern Corporation Long-Term Incentive Plan (“LTIP” or “Plan”). The term NS or Company includes NS’ affiliated companies including, but not limited to, Norfolk Southern Railway Company and its rail subsidiaries.

Norfolk Southern Corporation Long-Term Incentive Plan Award Agreement Restricted Stock Units
Award Agreement • February 11th, 2015 • Norfolk Southern Corp • Railroads, line-haul operating

This AGREEMENT dated as of <Date> (Award Date), between NORFOLK SOUTHERN CORPORATION (Corporation), a Virginia corporation, and <Employee Name> (Participant), Employee ID No. <Emp_Id>.

Norfolk Southern Corporation Long-Term Incentive Plan Award Agreement Performance Share Units
Award Agreement • February 11th, 2015 • Norfolk Southern Corp • Railroads, line-haul operating

This AGREEMENT dated as of <Date> (Award Date), between NORFOLK SOUTHERN CORPORATION (Corporation), a Virginia corporation, and <Employee Name> (Participant), Employee ID No. <Emp_Id>.

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