0000702165-17-000083 Sample Contracts

Registration Rights Agreement Dated as of August 15, 2017 between Norfolk Southern Corporation and Merrill Lynch, Pierce, Fenner & Smith Incorporated and Morgan Stanley & Co. LLC and Wells Fargo Securities, LLC
Registration Rights Agreement • August 15th, 2017 • Norfolk Southern Corp • Railroads, line-haul operating • New York

This Registration Rights Agreement (the “Agreement”) is made and entered into this 15th day of August, 2017, between Norfolk Southern Corporation, a Virginia corporation (the “Company”), and Merrill Lynch, Pierce, Fenner & Smith Incorporated (“Merrill Lynch”) and Morgan Stanley & Co. LLC (“Morgan Stanley”) and Wells Fargo Securities, LLC. (together with Merrill Lynch and Morgan Stanley, the “Dealer Managers” and each, a “Dealer Manager”).

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