Norfolk Southern CorporationUnderwriting Agreement • May 1st, 2020 • Norfolk Southern Corp • Railroads, line-haul operating • New York
The Notes will be issued pursuant to an Indenture, dated as of February 28, 2018, between the Company and U.S. Bank National Association, as trustee (the “Trustee”), as supplemented by a Fifth Supplemental Indenture to be dated as of May 11, 2020, between the Company and the Trustee (as so supplemented, the “Indenture”). The Notes will be issued in book-entry form in the name of Cede & Co., as nominee of The Depository Trust Company (the “Depositary”), pursuant to a Blanket Letter of Representations on file with the Depositary (the “DTC Agreement”), between the Company and the Depositary.
