2015 SUSTAINABILITY REPORT

POLITICAL PARTICIPATION

SPIRIT VALUES

GRI

G4-57

G4-58

GOVERNANCE

CODE OF ETHICS

Living By the Thoroughbred Code

The Thoroughbred Code of Ethics connects employees to Norfolk Southern’s core values and the corporate policies and procedures guiding business conduct.

As the foundation of the company’s ethics and compliance program, the code is overseen by an Ethics and Compliance Committee, whose membership includes the chief executive officer, president, executive vice presidents, and vice president audit and compliance. The code applies to employees, officers, and board of directors, and it can apply to others working on the company’s behalf or at our direction.

The code includes chapters on maintaining a safe work environment; providing support and respect at work; conducting business with integrity; ensuring financial integrity; safeguarding corporate assets and information; and representing the company with a unified voice.

As part of ongoing education and awareness, management employees receive an annual ethics survey and questionnaire. Depending on job position, employees receive periodic training to ensure they uphold federal laws covering antitrust, fair competition, and insider trading.

Visit the Thoroughbred Code of Ethics page on the corporate website to download the code.

Hotline for Reporting Concerns

Norfolk Southern maintains an Ethics & Compliance Hotline to make it easy for employees and third parties to confidentially report concerns or possible wrongdoing, including theft, fraud, or violations of law or company policies.

The hotline, 800-732-9279, is available 24/7. Reports also can be made online at ethics.nscorp.com.

New and Improved Code

In 2014, the Thoroughbred Code of Ethics received an update and redesign. The most significant change is an expanded section on the importance of workplace inclusion – a key component of the company’s diversity policies.

The update also added a graphical “SPIRIT key” at the beginning of each section to highlight which of the company’s core values – safety, performance, integrity, respect, innovation, or teamwork – best represents the section. Other changes improved the code’s look and readability.

Employees are responsible for knowing what is in the code, and the company mailed a copy of the new edition to each employee. In 2015, the company plans to provide interactive online ethics training for all employees.

Modeling an Ethical Decision

Norfolk Southern provides employees with an ethical decision-making model. The model consists of five questions to ask before acting on a decision:

  1. Is it legal?
  2. Does it comply with Norfolk Southern policy and values, including the code of ethics?
  3. How will it affect others – our customers, competitors, other employees, Norfolk Southern?
  4. How would you feel if your decision were published in the newspaper?
  5. Should you ask for help before acting?