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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, 2026

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 1,858,138,856 shares of common stock outstanding on March 31, 2026 (the latest practicable date that is closest to the filing date).

CSX Q1 2026 Form 10-Q p.1

CSX CORPORATION

FORM 10-Q

FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2026

INDEX

Page
PART I.FINANCIAL INFORMATION
Item 1.Financial Statements3
Consolidated Income Statements (Unaudited) - Quarters Ended March 31, 2026 and March 31, 20253
Condensed Consolidated Comprehensive Income Statements (Unaudited) - Quarters Ended March 31, 2026 and March 31, 20253
Consolidated Balance Sheets - At March 31, 2026 (Unaudited) and December 31, 20254
Consolidated Cash Flow Statements (Unaudited) - Three Months Ended March 31, 2026 and March 31, 20255
Consolidated Statements of Changes in Shareholders' Equity (Unaudited) - Quarters Ended March 31, 2026 and March 31, 20256
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 Risk42
Item 4.Controls and Procedures42
PART II.OTHER INFORMATION
Item 1.Legal Proceedings43
Item 1A.Risk Factors43
Item 2.CSX Purchases of Equity Securities43
Item 3.Defaults Upon Senior Securities44
Item 4.Mine Safety Disclosures44
Item 5.Other Information44
Item 6.Exhibits45
Signature46

CSX Q1 2026 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
20262025
Revenue$3,482$3,423
Expense
Labor and Fringe812821
Purchased Services and Other616774
Depreciation and Amortization415425
Fuel302275
Equipment and Other Rents8487
Total Expense2,2292,382
Operating Income1,2531,041
Interest Expense(213)(209)
Other Income - Net2326
Earnings Before Income Taxes1,063858
Income Tax Expense(256)(212)
Net Earnings$807$646
Per Common Share (Note 2)
Net Earnings Per Share, Basic$0.43$0.34
Net Earnings Per Share, Assuming Dilution$0.43$0.34
Average Shares Outstanding (In Millions)1,8601,890
Average Shares Outstanding, Assuming Dilution (In Millions)1,8621,892

CONDENSED CONSOLIDATED COMPREHENSIVE INCOME STATEMENTS (Unaudited)

(Dollars in Millions)

First Quarters
20262025
Total Comprehensive Earnings (Note 10)$808$651

See accompanying notes to consolidated financial statements.

CSX Q1 2026 Form 10-Q p.3

CSX CORPORATION

ITEM 1. FINANCIAL STATEMENTS

CONSOLIDATED BALANCE SHEETS

(Dollars in Millions)

(Unaudited)
March 31, 2026December 31, 2025
ASSETS
Current Assets:
Cash and Cash Equivalents$964$670
Short-term Investments (Note 9)1455
Accounts Receivable - Net (Note 8)1,3871,298
Materials and Supplies439390
Other Current Assets176187
Total Current Assets3,1112,550
Properties54,07853,816
Accumulated Depreciation(17,262)(17,005)
Properties - Net36,81636,811
Investment in Affiliates and Other Companies2,6532,634
Right-of-Use Lease Asset451464
Goodwill and Other Intangible Assets - Net264267
Other Long-term Assets937956
Total Assets$44,232$43,682
LIABILITIES AND SHAREHOLDERS' EQUITY
Current Liabilities:
Accounts Payable$1,115$1,149
Labor and Fringe Benefits Payable414532
Casualty, Environmental and Other Reserves (Note 4)179184
Current Maturities of Long-term Debt (Note 7)710708
Income and Other Taxes Payable294118
Interest Payable243170
Other Current Liabilities266272
Total Current Liabilities3,2213,133
Casualty, Environmental and Other Reserves (Note 4)300295
Long-term Debt (Note 7)18,15818,165
Deferred Income Taxes - Net7,9657,914
Long-term Lease Liability469479
Other Long-term Liabilities538536
Total Liabilities30,65130,522
Shareholders' Equity:
Common Stock, $1 Par Value1,8581,860
Other Capital1,038948
Retained Earnings10,89110,560
Accumulated Other Comprehensive Loss (Note 10)(212)(213)
Non-controlling Minority Interest65
Total Shareholders' Equity13,58113,160
Total Liabilities and Shareholders' Equity$44,232$43,682

See accompanying notes to consolidated financial statements.

CSX Q1 2026 Form 10-Q p.4

CSX CORPORATION

ITEM 1. FINANCIAL STATEMENTS

CONSOLIDATED CASH FLOW STATEMENTS (Unaudited)

(Dollars in Millions)

Three Months
20262025
OPERATING ACTIVITIES
Net Earnings$807$646
Adjustments to Reconcile Net Earnings to Net Cash Provided by Operating Activities:
Depreciation and Amortization415425
Deferred Income Taxes5113
Other Operating Activities(47)(4)
Changes in Operating Assets and Liabilities:
Accounts Receivable(120)(9)
Other Current Assets(38)(34)
Accounts Payable6434
Income and Other Taxes Payable176175
Other Current Liabilities(36)9
Net Cash Provided by Operating Activities1,2721,255
INVESTING ACTIVITIES
Property Additions(543)(719)
Purchases of Short-Term Investments(140)—
Proceeds from Sales of Short-term Investments567
Proceeds and Advances from Property Dispositions6423
Other Investing Activities47(18)
Net Cash Used In Investing Activities(567)(647)
FINANCING ACTIVITIES
Shares Repurchased(222)(751)
Dividends Paid(260)(245)
Long-term Debt Repaid (Note 7)(2)(2)
Long-term Debt Issued (Note 7)—600
Other Financing Activities73(4)
Net Cash Used in Financing Activities(411)(402)
Net Increase in Cash and Cash Equivalents294206
CASH AND CASH EQUIVALENTS
Cash and Cash Equivalents at Beginning of Period670933
Cash and Cash Equivalents at End of Period$964$1,139

Certain prior year data has been reclassified to conform to the current presentation.

See accompanying notes to consolidated financial statements.

CSX Q1 2026 Form 10-Q p.5

CSX CORPORATION

Next: Item 1. FINANCIAL STATEMENTS