Norfolk to add new board member in settlement with activist investor

(Reuters) -Railroad operator Norfolk Southern (NYSE:NSC) agreed to add an independent member to its board as it settled a long-drawn battle with activist investor Ancora Holdings over the company’s governance.

Following the agreement, Ancora will withdraw its nomination of four candidates for election to Norfolk’s board, the company said in a statement.

Earlier this year, the activist investor nominated seven directors to Norfolk’s board and urged the company to replace then-CEO Alan Shaw, arguing that new blood was needed to improve financial and operational metrics.

Ancora won three seats at the company’s annual meeting in May but Shaw remained as a director and kept his CEO position, prompting Ancora to say it will continue to push for his replacement.

Norfolk fired Shaw in September following an internal probe into allegations that he had violated the company’s ethics policies. It promoted CFO Mark George to run the railroad.

The company in October reported third-quarter profit and revenue above estimates helped stronger volumes and an improving operating ratio.

On Thursday, Norfolk said Ancora had entered into a standstill agreement and would now vote in accordance with recommendations made by the company’s board to shareholders at its 2025 annual meeting.

“In our view, it’s a new day at Norfolk Southern following Board refreshment, management enhancements, and new leadership’s efforts to establish a disciplined and operationally led network,” Ancora CEO Frederick DiSanto said.

The addition of a new director will expand Norfolk’s board to 14.