Every material Form 8-K CSX filed with the SEC in 2025, read and summarized by AI: what happened, the key figures, whether it reads positive or negative for shareholders, and how big a deal it is (impact 1-5). Newest first; each brief links to its own page and to the filing on SEC.gov.
CSX appointed Kevin Boone as executive vice president and chief financial officer, effective October 29, 2025, succeeding Sean Pelkey, who separated from the company the same day. The company also promoted Maryclare Kenney to senior vice president and chief commercial officer. The filing discloses no financial results, and Boone's compensation is unchanged.
Kevin Boone, previously executive vice president and chief commercial officer since June 2021, becomes CFO effective October 29, 2025
Sean R. Pelkey separated from his role as CFO on October 29, 2025; his severance is subject to a signed separation agreement and release
Maryclare T. Kenney, age 48, promoted to senior vice president and chief commercial officer, effective immediately
No changes to Boone's compensation arrangements in connection with his appointment
CSX entered into an underwriting agreement on October 20, 2025 to sell $300 million of additional 5.050% notes due 2035, under its existing shelf registration. The notes form a single series with $600 million of the same notes issued on March 10, 2025, and the offering is expected to close on October 23, 2025, subject to customary conditions. For shareholders, this is a routine debt financing that adds to the company's outstanding borrowings.
Underwriting agreement dated October 20, 2025 with Citigroup Global Markets, J.P. Morgan Securities and UBS Securities as representatives
$300 million aggregate principal amount of 5.050% notes due 2035, a further issuance of the $600 million notes issued March 10, 2025
Offering expected to close October 23, 2025, subject to customary closing conditions
CSX reported third quarter 2025 results with revenue of $3.59 billion, down 1% from a year earlier, and net earnings of $694 million, or $0.37 per share, down from $894 million, or $0.46 per share, in the third quarter of 2024. Excluding a non-cash goodwill impairment of $164 million tied to Quality Carrier, adjusted net earnings were $818 million, or $0.44 per share, which is still below the prior year's figures.
Third quarter operating income was $1.09 billion, down 20% from $1.35 billion a year earlier; adjusted operating income excluding the impairment was $1.25 billion.
Volume rose 1% year over year to 1.61 million units, but revenue fell 1% as lower export coal prices and lower merchandise volume offset gains in other revenue, merchandise pricing and intermodal.
Expenses rose $235 million, or 10%, in the quarter, including $164 million of goodwill impairment and $35 million of corporate restructuring, severance and advisory costs excluded from adjusted results.
The filing gives no new financial guidance for future periods.
CSX's Board appointed Stephen Angel, 70, as President and Chief Executive Officer and a Board member, effective immediately, succeeding Joseph Hinrichs, whose employment ended effective September 27, 2025. Hinrichs also resigned from the Board, and the company's September 29 press release says operating performance remains strong and CSX still expects full-year volume growth.
Angel's employment letter provides a $1,500,000 initial annual base salary, a 175% target bonus and a $10,000,000 grant-date target value sign-on equity award.
Hinrichs separated from employment effective September 27, 2025, and resigned from the Board upon his separation.
Angel was Linde CEO from 2018 to 2022 and Chairman from 2022; he plans to retire from Linde's Board effective January 31, 2026.
The press release states that CSX still expects to deliver full-year volume growth.
CSX reported second quarter 2025 results with revenue of $3.57 billion, down 3% from a year earlier, and net income of $829 million, down 14%. Diluted EPS was $0.44, compared with $0.49 a year earlier, and operating income fell 11% to $1.28 billion, so shareholders saw lower profit on a year-over-year basis despite a sequential improvement.
Revenue fell 3% year-over-year to $3.57 billion, reflecting lower export coal prices, reduced fuel surcharge and lower merchandise volume.
Operating margin was 35.9%, down 320 basis points from a year earlier but up 550 basis points from the first quarter.
Diluted EPS was $0.44, down 10% from $0.49 a year earlier and up 29% from the prior quarter.
Total volume was 1.58 million units, flat year-over-year and up 4% sequentially.
CSX reported first quarter 2025 results that declined from a year earlier, with revenue of $3.42 billion, down 7%, and net income of $646 million, or $0.34 per diluted share, versus $880 million, or $0.45 per share, in the prior-year quarter. CEO Joe Hinrichs said the results did not meet company expectations, citing operational challenges and network constraints tied to two major infrastructure projects. For shareholders, the lower quarterly earnings per share reflect weaker operating income and revenue.
Operating income was $1.04 billion, compared with $1.34 billion in the first quarter of 2024.
Net income was $646 million, or $0.34 per diluted share, compared with $880 million, or $0.45 per diluted share.
Revenue was $3.42 billion, down 7% year over year, while total volume of 1.52 million units was down 1%.
Shares repurchased in the quarter totaled $751 million, compared with $247 million a year earlier.
CSX Corporation entered into an underwriting agreement on March 6, 2025 to sell $600 million of 5.050% Notes due 2035 to the public through underwriters led by Barclays, BofA Securities, Mizuho and Morgan Stanley. The offering is expected to close on March 10, 2025, subject to customary closing conditions, and is being made under a shelf registration that took effect February 27, 2025. The filing describes a routine debt financing and does not state how the proceeds will be used.
Principal amount: $600 million of 5.050% Notes due 2035
Underwriting agreement dated March 6, 2025 with Barclays Capital, BofA Securities, Mizuho Securities USA and Morgan Stanley as representatives
Expected closing date: March 10, 2025, subject to customary conditions
Offered under shelf registration effective February 27, 2025
CSX appointed Ann Begeman, a former Surface Transportation Board member from 2011 to 2021, to its board of directors effective January 27, 2025, raising the board from twelve to thirteen directors. The board determined she does not qualify as independent under NASDAQ listing standards because she received $275,000 for regulatory and government affairs advice in fiscal 2024.
Appointed effective January 27, 2025; board size increases from twelve to thirteen directors.
Board found she is not independent under NASDAQ standards due to $275,000 in fiscal 2024 advisory payments.
Named to the Finance Committee; compensated as a non-employee director under the March 25, 2024 proxy statement.
CSX reported fourth quarter 2024 net income of $733 million, or $0.38 per diluted share, down from $882 million, or $0.45, a year earlier, as revenue fell 4% to $3.54 billion. The quarter included a $108 million non-cash goodwill impairment charge tied to Quality Carriers; excluding it, adjusted EPS was $0.42. For full year 2024, net income was $3.47 billion, or $1.79 per share, compared with $1.82 in 2023.
Q4 2024 revenue was $3.54 billion, down 4% year over year; net income was $733 million, or $0.38 per diluted share, versus $0.45 a year earlier.
A $108 million goodwill impairment charge related to Quality Carriers reduced fourth quarter results; adjusted EPS was $0.42.
Full year 2024 revenue was $14.54 billion, down 1%; EPS was $1.79 versus $1.82 in 2023.
Briefs are written by AI from the filing text (each brief's own page names the model) and can contain mistakes — open the filing before acting on anything. Impact (1-5) and tone are the model's reading of the filing for shareholders, not a price forecast. Not investment advice.
Only material 8-Ks get a brief: results, deals, executive changes, restructuring, impairments, delisting notices, restatements, cybersecurity incidents and other disclosed events. Routine filings (vote results, exhibits only) are skipped. Every CSX filing is on SEC EDGAR ↗. 8-K briefs of other companies →