Cover and table of contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

(☒) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2024

OR

(☐) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from __________ to __________

Commission File Number 1-8022

CSX CORPORATION

(Exact name of registrant as specified in its charter)
Virginia																											62-1051971
(State or other jurisdiction of incorporation or organization)																											(I.R.S. Employer Identification No.)
500 Water Street			15th Floor			Jacksonville			FL												32202						904			359-3200
(Address of principal executive offices)																					(Zip Code)						(Telephone number, including area code)
									No Change
(Former name, former address and former fiscal year, if changed since last report.)
Securities registered pursuant to Section 12(b) of the Act:
Title of each class															Trading Symbol(s)												Name of exchange on which registered
Common Stock, $1 Par Value															CSX												Nasdaq Global Select Market

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes (X) No ( )

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).

Yes (X) No ( )

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company (as defined in Exchange Act Rule 12b-2).

Large Accelerated Filer (X) Accelerated Filer ( ) Non-accelerated Filer ( ) Smaller Reporting Company (☐) Emerging growth company (☐)

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ( )

Indicate by a check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes (☐) No (X)

There were 1,954,927,162 shares of common stock outstanding on March 31, 2024 (the latest practicable date that is closest to the filing date).

CSX Q1 2024 Form 10-Q p.1

CSX CORPORATION

FORM 10-Q

FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2024

INDEX

									Page
PART I.			FINANCIAL INFORMATION
Item 1.			Financial Statements						3
			Consolidated Income Statements (Unaudited) - Quarters Ended March 31, 2024 and March 31, 2023						3
			Condensed Consolidated Comprehensive Income Statements (Unaudited) - Quarters Ended March 31, 2024 and March 31, 2023						3
			Consolidated Balance Sheets - At March 31, 2024 (Unaudited) and December 31, 2023						4
			Consolidated Cash Flow Statements (Unaudited) - Three Months Ended March 31, 2024 and March 31, 2023						5
			Consolidated Statement of Changes in Shareholders' Equity (Unaudited) - Quarters Ended March 31, 2024 and March 31, 2023						6
			Notes to Consolidated Financial Statements (Unaudited)						7
Item 2.			Management's Discussion and Analysis of Financial Condition and Results of Operations						26
Item 3.			Quantitative and Qualitative Disclosures about Market Risk						40
Item 4.			Controls and Procedures						40
PART II.			OTHER INFORMATION
Item 1.			Legal Proceedings						41
Item 1A.			Risk Factors						41
Item 2.			CSX Purchases of Equity Securities						41
Item 3.			Defaults Upon Senior Securities						42
Item 4.			Mine Safety Disclosures						42
Item 5.			Other Information						42
Item 6.			Exhibits						43
Signature									44

CSX Q1 2024 Form 10-Q p.2

CSX CORPORATION

PART I - FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

CONSOLIDATED INCOME STATEMENTS (Unaudited)

(Dollars in Millions, Except Per Share Amounts)

			First Quarters
			2024			2023
Revenue			$	3,681		$	3,706
Expense
Labor and Fringe			798			723
Purchased Services and Other			711			688
Depreciation and Amortization			410			393
Fuel			325			364
Equipment and Other Rents			84			82
Gains on Property Dispositions			(1)			(8)
Total Expense			2,327			2,242
Operating Income			1,354			1,464
Interest Expense			(210)			(201)
Other Income - Net			41			41
Earnings Before Income Taxes			1,185			1,304
Income Tax Expense			(292)			(317)
Net Earnings			$	893		$	987
Per Common Share (Note 2)
Net Earnings Per Share, Basic			$	0.46		$	0.48
Net Earnings Per Share, Assuming Dilution			$	0.46		$	0.48
Average Shares Outstanding (In Millions)			1,958			2,054
Average Shares Outstanding, Assuming Dilution (In Millions)			1,962			2,058

CONDENSED CONSOLIDATED COMPREHENSIVE INCOME STATEMENTS (Unaudited)

(Dollars in Millions)

			First Quarters
			2024			2023
Total Comprehensive Earnings (Note 10)			$	899		$	989

See accompanying notes to consolidated financial statements.

CSX Q1 2024 Form 10-Q p.3

CSX CORPORATION

ITEM 1. FINANCIAL STATEMENTS

CONSOLIDATED BALANCE SHEETS

(Dollars in Millions)

			(Unaudited)
			March 31, 2024			December 31, 2023
ASSETS
Current Assets:
Cash and Cash Equivalents			$	1,483		$	1,353
Short-term Investments (Note 9)			2			83
Accounts Receivable - Net (Note 8)			1,400			1,393
Materials and Supplies			451			446
Other Current Assets			136			109
Total Current Assets			3,472			3,384
Properties			50,661			50,320
Accumulated Depreciation			(15,605)			(15,385)
Properties - Net			35,056			34,935
Investment in Affiliates and Other Companies			2,424			2,397
Right-of-Use Lease Asset			507			498
Goodwill and Other Intangible Assets - Net			520			506
Other Long-term Assets			716			688
Total Assets			$	42,695		$	42,408
LIABILITIES AND SHAREHOLDERS' EQUITY
Current Liabilities:
Accounts Payable			$	1,306		$	1,237
Labor and Fringe Benefits Payable			387			517
Casualty, Environmental and Other Reserves (Note 4)			140			144
Current Maturities of Long-term Debt (Note 7)			557			558
Income and Other Taxes Payable			382			525
Other Current Liabilities			252			243
Total Current Liabilities			3,024			3,224
Casualty, Environmental and Other Reserves (Note 4)			308			296
Long-term Debt (Note 7)			17,944			17,975
Deferred Income Taxes - Net			7,759			7,746
Long-term Lease Liability			501			491
Other Long-term Liabilities			557			543
Total Liabilities			30,093			30,275
Shareholders' Equity:
Common Stock, $1 Par Value			1,955			1,959
Other Capital			743			691
Retained Earnings			10,205			9,790
Accumulated Other Comprehensive Loss (Note 10)			(306)			(312)
Non-controlling Minority Interest			5			5
Total Shareholders' Equity			12,602			12,133
Total Liabilities and Shareholders' Equity			$	42,695		$	42,408

See accompanying notes to consolidated financial statements.

CSX Q1 2024 Form 10-Q p.4

CSX CORPORATION

ITEM 1. FINANCIAL STATEMENTS

CONSOLIDATED CASH FLOW STATEMENTS (Unaudited)

(Dollars in Millions)

			Three Months
			2024			2023
OPERATING ACTIVITIES
Net Earnings			$	893		$	987
Adjustments to Reconcile Net Earnings to Net Cash Provided by Operating Activities:
Depreciation and Amortization			410			393
Deferred Income Taxes			11			35
Gains on Property Dispositions			(1)			(8)
Other Operating Activities			(15)			(31)
Changes in Operating Assets and Liabilities:
Accounts Receivable			5			(63)
Other Current Assets			(29)			(72)
Accounts Payable			72			70
Income and Other Taxes Payable			(143)			266
Other Current Liabilities			(119)			(326)
Net Cash Provided by Operating Activities			1,084			1,251
INVESTING ACTIVITIES
Property Additions			(524)			(443)
Purchases of Short-term Investments			—			(101)
Proceeds from Sales of Short-term Investments			81			53
Proceeds and Advances from Property Dispositions			—			8
Business Acquisition, Net of Cash Acquired			(26)			(2)
Other Investing Activities			(35)			5
Net Cash Used In Investing Activities			(504)			(480)
FINANCING ACTIVITIES
Shares Repurchased			(247)			(1,067)
Dividends Paid			(235)			(226)
Long-term Debt Repaid (Note 7)			(2)			(142)
Other Financing Activities			34			(3)
Net Cash Used in Financing Activities			(450)			(1,438)
Net Increase (Decrease) in Cash and Cash Equivalents			130			(667)
CASH AND CASH EQUIVALENTS
Cash and Cash Equivalents at Beginning of Period			1,353			1,958
Cash and Cash Equivalents at End of Period			$	1,483		$	1,291

See accompanying notes to consolidated financial statements.

CSX Q1 2024 Form 10-Q p.5

CSX CORPORATION