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AFTER HRS · 17:25 ET
Market ClerkRecap
Wed Oct 21 · after hours2 signals today106 insider buys this week · $305.5MCIRO short report next: Oct 31The week ahead

CSX

CSX CORP
NASDAQ · INDUSTRIALS · RAILROADS, LINE-HAUL OPERATING
48.40
+0.32 +0.67%
USD · close Oct 21

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MKT CAP $89.7BP/E 28.1DIV YIELD —FCF YIELD 3.12%REV TTM $14.5B +2.5%NET INCOME $3.2B +3.9%NET DEBT $7.9B52W 33.68 – 53.23SEC XBRL · TTM TO Invalid Date

How CSX rewrote its risk factors

10-K ITEM 1A · FY2024 → FY2025
Text kept
43%
of sentences unchanged
Added
310
new sentences
Dropped
350
sentences removed
Length
−3,948
words, now 28,600

New in FY2025

  • Risk Factors and elsewhere in this report, may cause actual results to differ materially from those contemplated by any forward-looking statements: • legislative, regulatory or legal developments involving transportation, including rail or intermodal transportation, the environment, hazardous materials, taxation, international trade and initiatives to further regulate the rail industry; • the outcome of litigation, claims and other contingent liabilities, including, but not limited to, those related to fuel surcharge, environmental matters, taxes, shipper and rate claims subject to adjudication, personal injuries and occupational illnesses; CSX CORPORATION PART II • changes in domestic or international economic, political or business conditions, including those directly affecting the transportation industry (such as the impact of industry competition, conditions, performance and consolidation, as well as the impact of international trade agreements and tariffs) and those affecting the level of demand for products carried by CSXT or by truck, which could impact the performance and value of the Company's rail and trucking-related investments; • natural events such as severe weather conditions, including floods, fire, hurricanes and earthquakes, a pandemic crisis affecting the health of the Company's employees, its shippers or the consumers of goods, or other unforeseen disruptions of the Company's operations, systems, property, equipment or supply chain; • competition from other modes of freight transportation, such as trucking, and competition and consolidation or financial distress within the transportation industry generally; • the cost of compliance with laws and regulations that differ from expectations as well as costs, penalties and operational and liquidity impacts associated with noncompliance with applicable laws or regulations; • the impact of increased passenger activities in capacity-constrained areas, including potential effects of high speed rail initiatives, or regulatory changes affecting when CSXT can transport freight or service routes; • unanticipated conditions in the financial markets that may affect timely access to capital markets and the cost of capital, as well as management's decisions regarding share repurchases; • changes in fuel prices, surcharges for fuel and the availability of fuel; • the impact of natural gas prices on coal-fired electricity generation; • the impact of global supply and price of seaborne coal on CSX's export coal market; • availability of insurance coverage at commercially reasonable rates or insufficient insurance coverage to cover claims or damages; • the inherent business risks associated with safety and security, including the transportation of hazardous materials or a cybersecurity attack which would threaten the availability and reliability of information technology; • adverse economic or operational effects from actual or threatened war or terrorist activities and any governmental response; • loss of key personnel or the inability to hire and retain qualified employees; • labor and benefit costs and labor difficulties, including stoppages affecting either the Company's operations or customers' ability to deliver goods to the Company for shipment; • the Company's success in implementing its strategic, financial and operational initiatives, including acquisitions; • the impact of conditions in the real estate market on the Company's ability to sell assets; • changes in operating conditions and costs, including the impacts of inflation, or commodity concentrations; • the impacts of a public health crisis and any policies or initiatives instituted in response; and • the inherent uncertainty associated with projecting economic and business conditions.
  • In 2025, CSX entered into two fixed-to-floating interest rate swaps classified as fair value hedges.
  • The swaps are designed to hedge 10 years of interest rate risk associated with market fluctuations attributable to Secured Overnight Financing Rate ("SOFR") on a cumulative $250 million of fixed rate outstanding notes which are due in 2055.
  • As of December 31, 2025, the fair value of these swaps was a $9 million asset.
  • The swaps are designed to hedge 10 years of interest rate risk associated with market fluctuations attributable to the SOFR on a cumulative $250 million of fixed rate outstanding notes which are due in 2033.
  • As of December 31, 2025, the cumulative fair value of these swaps was a $14 million asset.
  • As of December 31, 2025, the cumulative fair value of these swaps was a $87 million liability.
  • As of December 31, 2025, the potential change in fair value of fixed-to-floating interest rate swaps resulting from a hypothetical 10% change in interest rates would not be material.
  • Changes in interest rates no longer impact the fair value of the Company's forward starting interest rate swaps because they were fully settled in 2024.
  • As of December 31, 2025, CSX had no floating rate notes outstanding.
  • Treasury rates, or approximately 43 basis points, is estimated to be $757 million as of December 31, 2025, and $756 million as of December 31, 2024.
  • Financial Statements and Supplementary Data INDEX TO CONSOLIDATED FINANCIAL STATEMENTS Page Report of Independent Registered Public Accounting Firm (PCAOB ID: 42 ) CSX Corporation Consolidated Financial Statements and Notes to Consolidated Financial Statements Herewith: Consolidated Income Statements for the Years Ended: 53 December 31, 2025 December 31, 2024 December 31, 2023 Consolidated Comprehensive Income Statements for the Years Ended: 54 December 31, 2025 December 31, 2024 December 31, 2023 Consolidated Balance Sheets as of: 55 December 31, 2025 December 31, 2024 Consolidated Cash Flow Statements for Years Ended: 56 December 31, 2025 December 31, 2024 December 31, 2023 Consolidated Statements of Changes in Shareholders' Equity: 57 December 31, 2025 December 31, 2024 December 31, 2023 Notes to Consolidated Financial Statements 58 CSX CORPORATION PART II Item 8.
  • Financial Statements and Supplementary Data REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Shareholders and the Board of Directors of CSX Corporation Opinion on the Financial Statements We have audited the accompanying consolidated balance sheets of CSX Corporation (the Company) as of December 31, 2025 and 2024, the related consolidated income statements, comprehensive income statements, statements of changes in shareholders’ equity and cash flow statements for each of the three years in the period ended December 31, 2025 and the related notes (collectively referred to as the “consolidated financial statements”).
  • In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company at December 31, 2025 and 2024, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2025, in conformity with U.S. generally accepted accounting principles.
  • We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of December 31, 2025, based on criteria established in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework), and our report dated February 12, 2026 expressed an unqualified opinion thereon.
  • Financial Statements and Supplementary Data REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Depreciation Policies for Assets Utilizing the Group-Life Method Description of the Matter As of December 31, 2025, assets depreciated under the group-life method comprised 86% of total gross fixed assets of $53.8 billion.
  • Under the group-life method, depreciation studies are conducted by a third-party specialist and analyzed by the Company’s management to review asset service lives and salvage values related to group-life assets.
  • At least annually, management reviews and evaluates asset service lives and salvage values for appropriateness, which includes consideration of the most recent depreciation studies or data reviews conducted by a third-party specialist.
  • For road and track assets and equipment assets, the most recent depreciation studies were performed in 2020 and 2025, respectively.
  • Auditing depreciation expense for assets subject to the group-life method was complex due to the nature of the methods used to determine the asset service lives and salvage values of the Company’s assets.
  • These methods have an impact on depreciation expense.
  • How We Addressed the Matter in Our Audit We obtained an understanding, evaluated the design and tested the operating effectiveness of controls over the Company’s process to review asset service lives and salvage values related to group-life assets.
  • For example, we tested controls over management’s review of asset activity that could impact the estimated useful lives.
  • To test the asset service lives and salvage values of the Company’s group-life assets, we performed audit procedures that included, among others: evaluating management’s documentation to support its evaluation of asset service lives and salvage values to assess if there have been any indicators there has been a material change; evaluating the information provided by the Company’s third-party specialist and reviewed by management; and assessing the completeness and accuracy of the data provided by management to the third-party specialist.
  • Additionally, we compared the assumptions used by management to those used throughout the industry and within other depreciation studies.
  • Jacksonville, Florida February 12, 2026 CSX CORPORATION PART II Item 8.
  • Financial Statements and Supplementary Data CONSOLIDATED INCOME STATEMENTS (Dollars in Millions, Except Per Share Amounts) Years Ended 2025 2024 2023 Revenue $ 14,092 $ 14,540 $ 14,657 Expense Labor and Fringe 3,262 3,165 3,052 Purchased Services and Other 3,013 2,841 2,768 Depreciation and Amortization 1,680 1,658 1,607 Fuel 1,095 1,168 1,377 Equipment and Other Rents 357 355 354 Goodwill Impairment (Note 18) 164 108 — Total Expense 9,571 9,295 9,158 Operating Income 4,521 5,245 5,499 Interest Expense ( 844 ) ( 832 ) ( 809 ) Other Income - Net (Note 14) 92 142 139 Earnings Before Income Taxes 3,769 4,555 4,829 Income Tax Expense (Note 12) ( 880 ) ( 1,085 ) ( 1,161 ) Net Earnings $ 2,889 $ 3,470 $ 3,668 Per Common Share (Note 2) Net Earnings Per Share Basic $ 1.54 $ 1.79 $ 1.83 Assuming Dilution $ 1.54 $ 1.79 $ 1.82 Average Common Shares Outstanding (Millions) Basic 1,870 1,939 2,008 Assuming Dilution 1,873 1,943 2,013 Certain prior year data has been reclassified to conform to the current presentation.
  • Financial Statements and Supplementary Data CONSOLIDATED COMPREHENSIVE INCOME STATEMENTS (Dollars in Millions) Years Ended 2025 2024 2023 Net Earnings $ 2,889 $ 3,470 $ 3,668 Other Comprehensive Income (Loss) - Net of Tax: Pension and Other Post-Employment Benefits 12 41 129 Interest Rate Derivatives ( 1 ) 3 — Other 8 3 2 Total Other Comprehensive Income (Note 16) 19 47 131 Comprehensive Earnings $ 2,908 $ 3,517 $ 3,799 See accompanying Notes to Consolidated Financial Statements.
  • Financial Statements and Supplementary Data CONSOLIDATED BALANCE SHEETS (Dollars in Millions) December December 2025 2024 ASSETS Current Assets: Cash and Cash Equivalents $ 670 $ 933 Short-term Investments 5 72 Accounts Receivable - Net (Note 11) 1,298 1,326 Materials and Supplies 390 414 Other Current Assets 187 75 Total Current Assets 2,550 2,820 Properties 53,816 52,191 Accumulated Depreciation ( 17,005 ) ( 16,533 ) Properties - Net (Note 6) 36,811 35,658 Investment in Affiliates and Other Companies (Note 15) 2,634 2,520 Right of Use Lease Asset (Note 7) 464 487 Goodwill and Other Intangible Assets - Net (Note 18) 267 433 Other Long-term Assets 956 846 Total Assets $ 43,682 $ 42,764 LIABILITIES AND SHAREHOLDERS' EQUITY Current Liabilities: Accounts Payable $ 1,149 $ 1,118 Labor and Fringe Benefits Payable 532 480 Casualty, Environmental and Other Reserves (Note 5) 184 149 Current Maturities of Long-term Debt (Note 10) 708 606 Income and Other Taxes Payable 118 508 Interest Payable 170 172 Other Current Liabilities 272 243 Total Current Liabilities 3,133 3,276 Casualty, Environmental and Other Reserves (Note 5) 295 313 Long-term Debt (Note 10) 18,165 17,897 Deferred Income Taxes - Net (Note 12) 7,914 7,725 Long-term Lease Liability (Note 7) 479 486 Other Long-term Liabilities 536 560 Total Liabilities 30,522 30,257 Shareholders' Equity: Common Stock, $ 1 Par Value (Note 3) 1,860 1,900 Other Capital 948 846 Retained Earnings 10,560 9,988 Accumulated Other Comprehensive Loss (Note 16) ( 213 ) ( 232 ) Non-controlling Minority Interest 5 5 Total Shareholders' Equity 13,160 12,507 Total Liabilities and Shareholders' Equity $ 43,682 $ 42,764 Certain prior year data has been reclassified to conform to the current presentation.
  • Financial Statements and Supplementary Data CONSOLIDATED CASH FLOW STATEMENTS (Dollars in Millions) Years Ended 2025 2024 2023 OPERATING ACTIVITIES Net Earnings $ 2,889 $ 3,470 $ 3,668 Adjustments to Reconcile Net Earnings to Net Cash Provided by Operating Activities: Depreciation and Amortization 1,680 1,658 1,607 Goodwill Impairment (Note 18) 164 108 — Deferred Income Taxes 194 12 126 Other Operating Activities ( 70 ) ( 75 ) ( 41 ) Changes in Operating Assets and Liabilities: Accounts Receivable 88 82 ( 51 ) Other Current Assets ( 87 ) 45 ( 112 ) Accounts Payable 40 3 74 Income and Other Taxes Payable ( 399 ) ( 19 ) 430 Other Current Liabilities 114 ( 37 ) ( 187 ) Net Cash Provided by Operating Activities 4,613 5,247 5,514 INVESTING ACTIVITIES Property Additions ( 2,902 ) ( 2,529 ) ( 2,257 ) Purchases of Short-term Investments — ( 66 ) ( 104 ) Proceeds from Sales of Short-term Investments 80 91 153 Proceeds and Advances from Property Dispositions 78 66 88 Business Acquisition, Net of Cash Acquired ( 16 ) ( 70 ) ( 31 ) Other Investing Activities ( 91 ) ( 97 ) ( 76 ) Net Cash Used in Investing Activities ( 2,851 ) ( 2,605 ) ( 2,227 ) FINANCING ACTIVITIES Shares Repurchased ( 1,396 ) ( 2,237 ) ( 3,482 ) Dividends Paid ( 972 ) ( 930 ) ( 882 ) Long-term Debt Repaid ( 613 ) ( 558 ) ( 153 ) Long-term Debt Issued (Note 10) 900 550 600 Other Financing Activities 56 113 50 Net Cash Used in Financing Activities ( 2,025 ) ( 3,062 ) ( 3,867 ) Net Decrease in Cash and Cash Equivalents ( 263 ) ( 420 ) ( 580 ) CASH AND CASH EQUIVALENTS Cash and Cash Equivalents at Beginning of Period 933 1,353 1,933 Cash and Cash Equivalents at End of Period $ 670 $ 933 $ 1,353 SUPPLEMENTAL CASH FLOW INFORMATION Interest Paid - Net of Amounts Capitalized $ 870 $ 850 $ 806 Income Taxes Paid (Note 12) $ 1,102 $ 1,076 $ 630 Capital Expenditures Accrued but Not Yet Paid $ 231 $ 247 $ 186 Certain prior year data has been reclassified to conform to the current presentation.
  • Financial Statements and Supplementary Data CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY (Dollars in Millions) Common Shares Outstanding (Thousands) Common Stock and Other Capital Retained Earnings Accumulated Other Comprehensive (Loss) Income (a) Non- controlling Minority Interest Total Shareholders' Equity December 31, 2022 2,066,367 $ 2,640 $ 10,229 $ ( 410 ) $ 10 $ 12,469 Comprehensive Earnings: Net Earnings — — 3,668 — — 3,668 Other Comprehensive Income (Note 16) — — — 131 — 131 Total Comprehensive Earnings 3,799 Common Stock Dividends,$ 0.44 per share — — ( 882 ) — — ( 882 ) Share Repurchases ( 112,484 ) ( 112 ) ( 3,370 ) — — ( 3,482 ) Excise Tax on Net Share Repurchases — — ( 33 ) — — ( 33 ) Other 4,874 122 ( 3 ) — ( 5 ) 114 December 31, 2023 1,958,757 2,650 9,609 ( 279 ) 5 11,985 Comprehensive Earnings: Net Earnings — — 3,470 — — 3,470 Other Comprehensive Income (Note 16) — — — 47 — 47 Total Comprehensive Earnings 3,517 Common Stock Dividends, $ 0.48 per share — — ( 930 ) — — ( 930 ) Share Repurchases ( 64,556 ) ( 65 ) ( 2,139 ) — — ( 2,204 ) Excise Tax on Net Share Repurchases — — ( 20 ) — — ( 20 ) Other 5,989 161 ( 2 ) — — 159 December 31, 2024 1,900,190 2,746 9,988 ( 232 ) 5 12,507 Comprehensive Earnings: Net Earnings — — 2,889 — — 2,889 Other Comprehensive Income (Note 16) — — — 19 — 19 Total Comprehensive Earnings 2,908 Common Stock Dividends, $ 0.52 per share — — ( 972 ) — — ( 972 ) Share Repurchases ( 44,459 ) ( 44 ) ( 1,332 ) — — ( 1,376 ) Excise Tax on Net Share Repurchases — — ( 12 ) — — ( 12 ) Other 3,928 106 ( 1 ) — — 105 December 31, 2025 1,859,659 $ 2,808 $ 10,560 $ ( 213 ) $ 5 $ 13,160 (a) Accumulated Other Comprehensive Loss year-end balances shown above are net of tax.
  • The associated tax benefits were $ 58 million, $ 61 million, and $ 74 million for 2025, 2024 and 2023, respectively.
  • CSXT also serves thousands of production and distribution facilities through track connections to approximately 250 short-line and regional railroads.
  • Nature of Operations and Significant Accounting Policies, continued Lines of Business During 2025, the Company's services generated $ 14.1 billion of revenue and served four primary lines of business: merchandise, intermodal, coal and trucking. • The merchandise business shipped 2.6 million carloads ( 41 % of volume) and generated $ 8.8 billion in revenue ( 62 % of revenue) in 2025.
  • The Company’s merchandise business is comprised of shipments in the following diverse markets: chemicals, agricultural and food products, minerals, automotive, forest products, metals and equipment, and fertilizers. • The intermodal business shipped 3.0 million units ( 48 % of volume) and generated $ 2.1 billion in revenue ( 15 % of revenue) in 2025.
  • Through a network of approximately 30 terminals, the intermodal business serves all major markets east of the Mississippi River and transports mainly manufactured consumer goods in containers, providing customers with truck-like service for longer shipments. • The coal business shipped 718 thousand carloads ( 11 % of volume) and generated $ 1.9 billion in revenue ( 13 % of revenue) in 2025.
  • Most of the export coal the Company transports is used for steelmaking, while the majority of domestic coal the Company ships is used for electricity generation. • The trucking business generated $ 816 million, or 6 %, of revenue in 2025.
  • Trucking revenue is comprised of revenue from the operations of Quality Carriers.
  • Other revenue accounted for 4 % of the Company’s total revenue in 2025.
  • See Note 17, Segment Reporting and Significant Expenses, for additional information on the Company's segments.

and 270 more.

Gone since FY2024

  • Risk Factors and elsewhere in this report, may cause actual results to differ materially from those contemplated by any forward-looking statements: • legislative, regulatory or legal developments involving transportation, including rail or intermodal transportation, the environment, hazardous materials, taxation, international trade and initiatives to further regulate the rail industry; • the outcome of litigation, claims and other contingent liabilities, including, but not limited to, those related to fuel surcharge, environmental matters, taxes, shipper and rate claims subject to adjudication, personal injuries and occupational illnesses; • changes in domestic or international economic, political or business conditions, including those affecting the transportation industry (such as the impact of industry competition, conditions, performance and consolidation, as well as the impact of international trade agreements and tariffs) and the level of demand for products carried by CSXT; CSX CORPORATION PART II • natural events such as severe weather conditions, including floods, fire, hurricanes and earthquakes, a pandemic crisis affecting the health of the Company's employees, its shippers or the consumers of goods, or other unforeseen disruptions of the Company's operations, systems, property, equipment or supply chain; • competition from other modes of freight transportation, such as trucking, and competition and consolidation or financial distress within the transportation industry generally; • the cost of compliance with laws and regulations that differ from expectations as well as costs, penalties and operational and liquidity impacts associated with noncompliance with applicable laws or regulations; • the impact of increased passenger activities in capacity-constrained areas, including potential effects of high speed rail initiatives, or regulatory changes affecting when CSXT can transport freight or service routes; • unanticipated conditions in the financial markets that may affect timely access to capital markets and the cost of capital, as well as management's decisions regarding share repurchases; • changes in fuel prices, surcharges for fuel and the availability of fuel; • the impact of natural gas prices on coal-fired electricity generation; • the impact of global supply and price of seaborne coal on CSX's export coal market; • availability of insurance coverage at commercially reasonable rates or insufficient insurance coverage to cover claims or damages; • the inherent business risks associated with safety and security, including the transportation of hazardous materials or a cybersecurity attack which would threaten the availability and reliability of information technology; • adverse economic or operational effects from actual or threatened war or terrorist activities and any governmental response; • loss of key personnel or the inability to hire and retain qualified employees; • labor and benefit costs and labor difficulties, including stoppages affecting either the Company's operations or customers' ability to deliver goods to the Company for shipment; • the Company's success in implementing its strategic, financial and operational initiatives, including acquisitions; • the impact of conditions in the real estate market on the Company's ability to sell assets; • changes in operating conditions and costs, including the impacts of inflation, or commodity concentrations; • the impacts of a public health crisis and any policies or initiatives instituted in response; and • the inherent uncertainty associated with projecting economic and business conditions.
  • Changes in interest rates no longer impact the fair value of the Company's forward starting interest rate swaps because they are fully settled as of 12/31/2024.
  • The swaps are designed to hedge 10 years of interest rate risk associated with market fluctuations attributable to the Secured Overnight Financing Rate ("SOFR") on a cumulative $ 250 million of fixed rate outstanding notes which are due in 2033.
  • As of December 31, 2024, the cumulative fair value of these swaps was a $7 million asset.
  • As of December 31, 2024, the cumulative fair value of these swaps was a $123 million liability.
  • As of December 31, 2024, the potential change in fair value of fixed-to-floating interest rate swaps resulting from a hypothetical 10% change in interest rates would not be material.
  • Subsequent to 2024, the Company entered into two fixed-to-floating interest rate swaps classified as fair value hedges in January 2025.
  • The swaps are designed to hedge 10 years of interest rate risk associated with market fluctuations attributable to SOFR on a cumulative $250 million of fixed rate outstanding notes which are due in 2055.
  • The fair value of these swaps at inception is $ 0 .
  • As of December 31, 2024, CSX had no floating rate notes outstanding.
  • Treasury rates, or approximately 46 basis points, is estimated to be $756 million as of December 31, 2024, and $730 million as of December 31, 2023.
  • Financial Statements and Supplementary Data INDEX TO CONSOLIDATED FINANCIAL STATEMENTS Page Report of Independent Registered Public Accounting Firm (PCAOB ID: 42 ) CSX Corporation Consolidated Financial Statements and Notes to Consolidated Financial Statements Herewith: Consolidated Income Statements for the Years Ended: 54 December 31, 2024 December 31, 2023 December 31, 2022 Consolidated Comprehensive Income Statements for the Years Ended: 55 December 31, 2024 December 31, 2023 December 31, 2022 Consolidated Balance Sheets as of: 56 December 31, 2024 December 31, 2023 Consolidated Cash Flow Statements for Years Ended: 57 December 31, 2024 December 31, 2023 December 31, 2022 Consolidated Statements of Changes in Shareholders' Equity: 58 December 31, 2024 December 31, 2023 December 31, 2022 Notes to Consolidated Financial Statements 59 CSX CORPORATION PART II Item 8.
  • Financial Statements and Supplementary Data REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Shareholders and the Board of Directors of CSX Corporation Opinion on the Financial Statements We have audited the accompanying consolidated balance sheets of CSX Corporation (the Company) as of December 31, 2024 and 2023, the related consolidated income statements, comprehensive income statements, statements of changes in shareholders’ equity and cash flow statements for each of the three years in the period ended December 31, 2024 and the related notes (collectively referred to as the “consolidated financial statements”).
  • In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company at December 31, 2024 and 2023, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2024, in conformity with U.S. generally accepted accounting principles.
  • We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of December 31, 2024, based on criteria established in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework), and our report dated February 27, 2025 expressed an unqualified opinion thereon.
  • Financial Statements and Supplementary Data REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Depreciation Policies for Assets Utilizing the Group-Life Method Description of the Matter As of December 31, 2024, assets depreciated under the group-life method comprised 86% of total gross fixed assets of $52.2 billion.
  • Under the group-life method, depreciation studies are conducted by a third-party specialist and analyzed by the Company’s management to review asset service lives, salvage values, accumulated depreciation and other factors related to group assets.
  • In years when depreciation studies are not performed, annual data reviews are conducted by a third-party specialist and analyzed by the Company’s management to review the asset service lives.
  • For road and track assets and equipment assets, the most recent depreciation studies were performed in 2020 and 2022, respectively.
  • These studies were evaluated by the Company’s management in the current year through an annual data review.
  • Auditing depreciation expense for assets subject to the group-life method was complex and required the involvement of specialists due to the nature of the methods used in the depreciation studies to determine the useful service lives and salvage values of the Company’s assets.
  • These methods have a significant effect on depreciation expense.
  • How We Addressed the Matter in Our Audit We obtained an understanding, evaluated the design and tested the operating effectiveness of controls over the Company’s process related to the assessment of periodic depreciation studies and annual data reviews of its group-life assets.
  • For example, we tested controls over management’s review of asset activity that could impact the estimated useful lives determined in the most recent depreciation studies of equipment and road and track assets.
  • To test the estimated useful lives and salvage values of the Company’s group-life assets, we performed audit procedures that included, among others: obtaining the periodic depreciation studies and annual data reviews performed by the Company’s third-party specialist and reviewed by management; assessing the completeness and accuracy of the data provided by management to the third-party specialist; and including a specialist on our team to evaluate the methods used by the third-party specialist and reviewed by management in determining if any changes were necessary to the estimated useful lives and salvage values resulting from the annual data reviews.
  • We compared the assumptions used by management to those used throughout the industry and within other depreciation studies.
  • Jacksonville, Florida February 27, 2025 CSX CORPORATION PART II Item 8.
  • Financial Statements and Supplementary Data CONSOLIDATED INCOME STATEMENTS (Dollars in Millions, Except Per Share Amounts) Years Ended 2024 (a) 2023 (a) 2022 (a) Revenue $ 14,540 $ 14,657 $ 14,853 Expense Labor and Fringe 3,165 3,052 2,885 Purchased Services and Other 2,852 2,802 2,728 Depreciation and Amortization 1,658 1,607 1,502 Fuel 1,168 1,377 1,626 Equipment and Other Rents 355 354 396 Goodwill Impairment (Note 19) 108 — — Gains on Property Dispositions ( 11 ) ( 34 ) ( 238 ) Total Expense 9,295 9,158 8,899 Operating Income 5,245 5,499 5,954 Interest Expense ( 832 ) ( 809 ) ( 742 ) Other Income - Net (Note 14) 142 139 133 Earnings Before Income Taxes 4,555 4,829 5,345 Income Tax Expense (Note 12) ( 1,085 ) ( 1,161 ) ( 1,231 ) Net Earnings $ 3,470 $ 3,668 $ 4,114 Per Common Share (Note 2) Net Earnings Per Share Basic $ 1.79 $ 1.83 $ 1.93 Assuming Dilution $ 1.79 $ 1.82 $ 1.92 Average Common Shares Outstanding (Millions) Basic 1,939 2,008 2,136 Assuming Dilution 1,943 2,013 2,141 (a) See Note 20, Revision of Prior Period Financial Statements .
  • Financial Statements and Supplementary Data CONSOLIDATED COMPREHENSIVE INCOME STATEMENTS (Dollars in Millions) Years Ended 2024 (a) 2023 (a) 2022 (a) Net Earnings $ 3,470 $ 3,668 $ 4,114 Other Comprehensive Income (Loss) - Net of Tax: Pension and Other Post-Employment Benefits 41 129 ( 120 ) Interest Rate Derivatives 3 — 80 Other 3 2 6 Total Other Comprehensive Income (Loss) (Note 16) 47 131 ( 34 ) Comprehensive Earnings $ 3,517 $ 3,799 $ 4,080 (a) See Note 20, Revision of Prior Period Financial Statements.
  • Financial Statements and Supplementary Data CONSOLIDATED BALANCE SHEETS (Dollars in Millions) December December 2024 2023 (a) ASSETS Current Assets: Cash and Cash Equivalents $ 933 $ 1,353 Short-term Investments 72 83 Accounts Receivable - Net (Note 11) 1,326 1,393 Materials and Supplies 414 440 Other Current Assets 75 90 Total Current Assets 2,820 3,359 Properties 52,191 50,281 Accumulated Depreciation ( 16,533 ) ( 15,560 ) Properties - Net (Note 6) 35,658 34,721 Investment in Affiliates and Other Companies (Note 15) 2,520 2,397 Right of Use Lease Asset (Note 7) 487 498 Goodwill and Other Intangible Assets - Net (Note 19) 433 506 Other Long-term Assets 846 731 Total Assets $ 42,764 $ 42,212 LIABILITIES AND SHAREHOLDERS' EQUITY Current Liabilities: Accounts Payable $ 1,290 $ 1,237 Labor and Fringe Benefits Payable 480 517 Casualty, Environmental and Other Reserves (Note 5) 149 144 Current Maturities of Long-term Debt (Note 10) 606 558 Income and Other Taxes Payable 508 524 Other Current Liabilities 243 243 Total Current Liabilities 3,276 3,223 Casualty, Environmental and Other Reserves (Note 5) 313 296 Long-term Debt (Note 10) 17,897 17,975 Deferred Income Taxes - Net (Note 12) 7,725 7,699 Long-term Lease Liability (Note 7) 486 491 Other Long-term Liabilities 560 543 Total Liabilities 30,257 30,227 Shareholders' Equity: Common Stock, $ 1 Par Value (Note 3) 1,900 1,959 Other Capital 846 691 Retained Earnings 9,988 9,609 Accumulated Other Comprehensive Loss (Note 16) ( 232 ) ( 279 ) Non-controlling Minority Interest 5 5 Total Shareholders' Equity 12,507 11,985 Total Liabilities and Shareholders' Equity $ 42,764 $ 42,212 (a) See Note 20, Revision of Prior Period Financial Statements.
  • Financial Statements and Supplementary Data CONSOLIDATED CASH FLOW STATEMENTS (Dollars in Millions) Years Ended 2024 (a) 2023 (a) 2022 (a) OPERATING ACTIVITIES Net Earnings $ 3,470 $ 3,668 $ 4,114 Adjustments to Reconcile Net Earnings to Net Cash Provided by Operating Activities: Depreciation and Amortization 1,658 1,607 1,502 Goodwill Impairment (Note 19) 108 — — Deferred Income Taxes 12 126 100 Gains on Property Dispositions ( 11 ) ( 34 ) ( 238 ) Other Operating Activities ( 64 ) ( 7 ) ( 16 ) Changes in Operating Assets and Liabilities: Accounts Receivable 82 ( 51 ) ( 101 ) Other Current Assets 45 ( 112 ) ( 24 ) Accounts Payable ( 5 ) 83 140 Income and Other Taxes Payable ( 19 ) 430 ( 39 ) Other Current Liabilities ( 29 ) ( 196 ) 88 Net Cash Provided by Operating Activities 5,247 5,514 5,526 INVESTING ACTIVITIES Property Additions ( 2,529 ) ( 2,257 ) ( 2,113 ) Purchases of Short-term Investments ( 66 ) ( 104 ) ( 59 ) Proceeds from Sales of Short-term Investments 91 153 9 Proceeds and Advances from Property Dispositions 66 88 294 Business Acquisition, Net of Cash Acquired (Note 17) ( 70 ) ( 31 ) ( 227 ) Other Investing Activities ( 97 ) ( 76 ) 33 Net Cash Used in Investing Activities ( 2,605 ) ( 2,227 ) ( 2,063 ) FINANCING ACTIVITIES Shares Repurchased ( 2,237 ) ( 3,482 ) ( 4,731 ) Dividends Paid ( 930 ) ( 882 ) ( 852 ) Long-term Debt Repaid ( 558 ) ( 153 ) ( 186 ) Long-term Debt Issued (Note 10) 550 600 2,000 Other Financing Activities 113 50 — Net Cash Used in Financing Activities ( 3,062 ) ( 3,867 ) ( 3,769 ) Net Decrease in Cash and Cash Equivalents ( 420 ) ( 580 ) ( 306 ) CASH AND CASH EQUIVALENTS Cash and Cash Equivalents at Beginning of Period 1,353 1,933 2,239 Cash and Cash Equivalents at End of Period $ 933 $ 1,353 $ 1,933 SUPPLEMENTAL CASH FLOW INFORMATION Issuance of Common Stock as Consideration for Acquisition $ — $ — $ 422 Interest Paid - Net of Amounts Capitalized $ 850 $ 806 $ 729 Income Taxes Paid $ 1,076 $ 630 $ 1,167 Capital Expenditures Accrued but Not Yet Paid $ 247 $ 186 $ 163 (a) See Note 20, Revision of Prior Period Financial Statements.
  • Financial Statements and Supplementary Data CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY (Dollars in Millions) Common Shares Outstanding (Thousands) Common Stock and Other Capital Retained Earnings (a) Accumulated Other Comprehensive (Loss) Income (a,b) Non- controlling Minority Interest Total Shareholders' Equity (a) December 31, 2021 2,201,787 $ 2,268 $ 11,549 $ ( 376 ) $ 10 $ 13,451 Comprehensive Earnings: Net Earnings — — 4,114 — — 4,114 Other Comprehensive Income (Note 16) — — — ( 34 ) — ( 34 ) Total Comprehensive Earnings 4,080 Common Stock Dividends,$ 0.40 per share — ( 852 ) ( 852 ) Share Repurchases ( 151,419 ) ( 151 ) ( 4,580 ) — — ( 4,731 ) Issuance of Common Stock for Acquisition of Pan Am Systems, Inc. 13,173 422 — — — 422 Other 2,826 101 ( 2 ) — — 99 December 31, 2022 2,066,367 2,640 10,229 ( 410 ) 10 12,469 Comprehensive Earnings: Net Earnings — — 3,668 — — 3,668 Other Comprehensive Income (Note 16) — — — 131 — 131 Total Comprehensive Earnings 3,799 Common Stock Dividends, $ 0.44 per share — — ( 882 ) — — ( 882 ) Share Repurchases ( 112,484 ) ( 112 ) ( 3,370 ) — — ( 3,482 ) Excise Tax on Net Share Repurchases — — ( 33 ) — — ( 33 ) Other 4,874 122 ( 3 ) — ( 5 ) 114 December 31, 2023 1,958,757 2,650 9,609 ( 279 ) 5 11,985 Comprehensive Earnings: Net Earnings — — 3,470 — — 3,470 Other Comprehensive Income (Note 16) — — — 47 — 47 Total Comprehensive Earnings 3,517 Common Stock Dividends, $ 0.48 per share — — ( 930 ) — — ( 930 ) Share Repurchases ( 64,556 ) ( 65 ) ( 2,139 ) — — ( 2,204 ) Excise Tax on Net Share Repurchases — — ( 20 ) — — ( 20 ) Other 5,989 161 ( 2 ) — — 159 December 31, 2024 1,900,190 $ 2,746 $ 9,988 $ ( 232 ) $ 5 $ 12,507 (a) See Note 20, Revision of Prior Period Financial Statements.
  • (b) Accumulated Other Comprehensive Loss year-end balances shown above are net of tax.
  • The associated taxes were $ 61 million, $ 74 million, and $ 129 million for 2024, 2023 and 2022, respectively.
  • CSXT also serves thousands of production and distribution facilities through track connections to more than 240 short-line and regional railroads.
  • On June 1, 2022, CSX completed its acquisition of Pan Am Systems, Inc.
  • (“Pan Am”), which is the parent company of Pan Am Railways, Inc.
  • This acquisition expands CSXT’s reach in the Northeastern United States.
  • For further details, refer to Note 17, Business Combinations.
  • Nature of Operations and Significant Accounting Policies, continued Lines of Business During 2024, the Company's services generated $ 14.5 billion of revenue and served four primary lines of business: merchandise, intermodal, coal and trucking. • The merchandise business shipped 2.6 million carloads ( 42 % of volume) and generated $ 8.9 billion in revenue ( 61 % of revenue) in 2024.

and 310 more.

Sentence-level comparison of Item 1A in the two most recent 10-Ks (FY2024 ↗, FY2025 ↗). A reworded sentence counts as one dropped and one added, so heavy edits read as low “kept”. Headings and page furniture are stripped; nothing is summarised by a model.

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