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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, 2025

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_BLUE_RGB_JPG.jpg

CSX CORPORATION

(Exact name of registrant as specified in its charter)
Virginia62-1051971
(State or other jurisdiction of incorporation or organization)(I.R.S. Employer Identification No.)
500 Water Street15th FloorJacksonvilleFL32202904359-3200
(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 classTrading Symbol(s)Name of exchange on which registered
Common Stock, $1 Par ValueCSXNasdaq 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 1,878,545,871 shares of common stock outstanding on March 31, 2025 (the latest practicable date that is closest to the filing date).

CSX Q1 2025 Form 10-Q p.1

CSX CORPORATION

FORM 10-Q

FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2025

INDEX

Page
PART I.FINANCIAL INFORMATION
Item 1.Financial Statements3
Consolidated Income Statements (Unaudited) - Quarters Ended March 31, 2025 and March 31, 20243
Condensed Consolidated Comprehensive Income Statements (Unaudited) - Quarters Ended March 31, 2025 and March 31, 20243
Consolidated Balance Sheets - At March 31, 2025 (Unaudited) and December 31, 20244
Consolidated Cash Flow Statements (Unaudited) - Three Months Ended March 31, 2025 and March 31, 20245
Consolidated Statements of Changes in Shareholders' Equity (Unaudited) - Quarters Ended March 31, 2025 and March 31, 20246
Notes to Consolidated Financial Statements (Unaudited)7
Item 2.Management's Discussion and Analysis of Financial Condition and Results of Operations29
Item 3.Quantitative and Qualitative Disclosures about Market Risk43
Item 4.Controls and Procedures43
PART II.OTHER INFORMATION
Item 1.Legal Proceedings44
Item 1A.Risk Factors44
Item 2.CSX Purchases of Equity Securities44
Item 3.Defaults Upon Senior Securities45
Item 4.Mine Safety Disclosures45
Item 5.Other Information45
Item 6.Exhibits46
Signature47

CSX Q1 2025 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
20252024 (a)
Revenue$3,423$3,681
Expense
Labor and Fringe821805
Purchased Services and Other774720
Depreciation and Amortization425410
Fuel275325
Equipment and Other Rents8784
Total Expense2,3822,344
Operating Income1,0411,337
Interest Expense(209)(210)
Other Income - Net2641
Earnings Before Income Taxes8581,168
Income Tax Expense(212)(288)
Net Earnings$646$880
Per Common Share (Note 2)
Net Earnings Per Share, Basic$0.34$0.45
Net Earnings Per Share, Assuming Dilution$0.34$0.45
Average Shares Outstanding (In Millions)1,8901,958
Average Shares Outstanding, Assuming Dilution (In Millions)1,8921,962

CONDENSED CONSOLIDATED COMPREHENSIVE INCOME STATEMENTS (Unaudited)

(Dollars in Millions)

First Quarters
20252024 (a)
Total Comprehensive Earnings (Note 10)$651$886

(a) See the 2024 annual report filed on Form 10-K for revision of prior period financial statements.

See accompanying notes to consolidated financial statements.

CSX Q1 2025 Form 10-Q p.3

CSX CORPORATION

ITEM 1. FINANCIAL STATEMENTS

CONSOLIDATED BALANCE SHEETS

(Dollars in Millions)

(Unaudited)
March 31, 2025December 31, 2024
ASSETS
Current Assets:
Cash and Cash Equivalents$1,139$933
Short-term Investments (Note 9)872
Accounts Receivable - Net (Note 8)1,3481,326
Materials and Supplies438414
Other Current Assets8775
Total Current Assets3,0202,820
Properties52,67452,191
Accumulated Depreciation(16,816)(16,533)
Properties - Net35,85835,658
Investment in Affiliates and Other Companies2,5372,520
Right-of-Use Lease Asset486487
Goodwill and Other Intangible Assets - Net430433
Other Long-term Assets868846
Total Assets$43,199$42,764
LIABILITIES AND SHAREHOLDERS' EQUITY
Current Liabilities:
Accounts Payable$1,315$1,290
Labor and Fringe Benefits Payable391480
Casualty, Environmental and Other Reserves (Note 4)146149
Current Maturities of Long-term Debt (Note 7)605606
Income and Other Taxes Payable685508
Other Current Liabilities279243
Total Current Liabilities3,4213,276
Casualty, Environmental and Other Reserves (Note 4)319313
Long-term Debt (Note 7)18,52117,897
Deferred Income Taxes - Net7,7397,725
Long-term Lease Liability489486
Other Long-term Liabilities535560
Total Liabilities31,02430,257
Shareholders' Equity:
Common Stock, $1 Par Value1,8781,900
Other Capital864846
Retained Earnings9,6559,988
Accumulated Other Comprehensive Loss (Note 10)(227)(232)
Non-controlling Minority Interest55
Total Shareholders' Equity12,17512,507
Total Liabilities and Shareholders' Equity$43,199$42,764

See accompanying notes to consolidated financial statements.

CSX Q1 2025 Form 10-Q p.4

CSX CORPORATION

ITEM 1. FINANCIAL STATEMENTS

CONSOLIDATED CASH FLOW STATEMENTS (Unaudited)

(Dollars in Millions)

Three Months
20252024 (a)
OPERATING ACTIVITIES
Net Earnings$646$880
Adjustments to Reconcile Net Earnings to Net Cash Provided by Operating Activities:
Depreciation and Amortization425410
Deferred Income Taxes137
Other Operating Activities(4)(17)
Changes in Operating Assets and Liabilities:
Accounts Receivable(9)5
Other Current Assets(34)(29)
Accounts Payable8972
Income and Other Taxes Payable175(143)
Other Current Liabilities(46)(119)
Net Cash Provided by Operating Activities1,2551,066
INVESTING ACTIVITIES
Property Additions(719)(517)
Proceeds from Sales of Short-term Investments6781
Proceeds and Advances from Property Dispositions2311
Business Acquisition, Net of Cash Acquired—(26)
Other Investing Activities(18)(35)
Net Cash Used In Investing Activities(647)(486)
FINANCING ACTIVITIES
Shares Repurchased(751)(247)
Dividends Paid(245)(235)
Long-term Debt Repaid (Note 7)(2)(2)
Long-term Debt Issued (Note 7)600—
Other Financing Activities(4)34
Net Cash Used in Financing Activities(402)(450)
Net Increase in Cash and Cash Equivalents206130
CASH AND CASH EQUIVALENTS
Cash and Cash Equivalents at Beginning of Period9331,353
Cash and Cash Equivalents at End of Period$1,139$1,483

(a) See the 2024 annual report filed on Form 10-K for revision of prior period financial statements.

See accompanying notes to consolidated financial statements.

CSX Q1 2025 Form 10-Q p.5

CSX CORPORATION

Next: Item 1. FINANCIAL STATEMENTS