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Trains News Wire

 

Norfolk Southern loses support of engineers’ union in proxy battle with activist investor (updated)

 

By Bill Stephens | April 26, 2024

 

The Brotherhood of Locomotive Engineers and Trainmen now says it backs Ancora Holdings’ proposals for management change at the railroad

 

INDEPENDENCE, Ohio — The Brotherhood of Locomotive Engineers and Trainmen is now backing activist investor Ancora Holdings and its call for management change at Norfolk Southern.

 

The union’s decision, announced today, is the second in as many days: The union representing maintenance of way workers yesterday swung its support to Ancora. The unions represent 41.5% of Norfolk Southern’s workforce.

 

But, in response, the unions that represent the rest of NS’s workers today affirmed their support for CEO Alan Shaw and his management team.

 

 

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Trains News Wire

 

Eleven rail labor groups maintain their support for Norfolk Southern management

 

By Bill Stephens | April 26, 2024

 

An activist investor’s proxy fight has split the rank-and-file, with engineers and maintenance-of-way unions urging management change and the other unions pledging support for CEO Alan Shaw

 

WASHINGTON — Well, you can bet there will be interesting discussions going on in Norfolk Southern locomotive cabs today.

 

Just hours after the Brotherhood of Locomotive Engineers and Trainmen reversed course and said it would back activist investor Ancora Holdings in its bid to oust Norfolk Southern management, the SMART-TD union that represents conductors said it continues to stand by NS CEO Alan Shaw.

 

And minutes after the conductors’ union issued its statement, the other 10 labor unions that represent NS workers chimed in and affirmed their support for current management.

 

 

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Trains News Wire

 

NS activist investor and engineers’ union reached agreement last week

 

By Bill Stephens | April 28, 2024

 

BLET general chairmen agreed to back Ancora Holdings the day they signed a deal providing several concessions, including winning remote-control switching operations now handled by conductors

 

Industry observers had wondered why the Brotherhood of Locomotive Engineers and Trainmen — which had vehemently opposed an activist investor’s plans to oust Norfolk Southern’s management team — flip-flopped on Friday and decided to support Ancora Holdings’ calls for change at the railroad.

 

The reason became apparent on Sunday, when the SMART-TD union that represents conductors released a memorandum of understanding that Ancora and BLET leaders signed last week.

 

If Ancora’s proxy battle is successful, the BLET would win a number of concessions — including taking over remote-control switching operations currently handled by conductors. Engineers also would no longer be required to work as conductors, . . .

 

 

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Trains News Wire

 

Influential proxy advisory firm recommends that Norfolk Southern shareholders side with activist investor Ancora Holdings (updated)

 

By Bill Stephens | April 29, 2024

 

Glass Lewis endorsed six of Ancora’s seven board candidates, including CEO nominee Jim Barber Jr.

 

In a significant boost to activist investor Ancora Holdings, one of the two major proxy advisory firms has recommended that Norfolk Southern shareholders vote in favor of six of its seven dissident board candidates.

 

Glass Lewis made the recommendation in a report issued on Sunday, which concludes that Ancora has made a compelling case that NS has underperformed and that the activist investor’s plans would likely result in a better outcome for shareholders.

 

 

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Trains News Wire

 

NS says activist investor violated Railway Labor Act by negotiating deal with engineers’ union (updated)

 

By Bill Stephens | April 29, 2024 | Last updated on May 1, 2024

 

The Brotherhood of Locomotive Engineers and Trainmen today explained their decision to side with Ancora Holdings in its proxy battle against Norfolk Southern management

 

Norfolk Southern says activist investor Ancora Holdings violated the Railway Labor Act when it negotiated a deal with the general chairmen of the Brotherhood of Locomotive Engineers and Trainmen in exchange for the union’s support in its proxy campaign.

 

The BLET in February was vehemently opposed to Ancora’s plan to oust Norfolk Southern’s management and implement a full-blown version of Precision Scheduled Railroading. But on Friday the BLET changed its tune and threw its support behind Ancora following a meeting with its CEO candidate, former UPS executive Jim Barber Jr., and its chief operating officer nominee, former CSX operations chief Jamie Boychuk.

 

On Sunday, the SMART-TD union that represents conductors made public a memorandum of understanding that the general chairmen reached with Ancora Alternatives President James Chadwick.

 

 

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Trains News Wire

 

Proxy advisory firm backs Norfolk Southern CEO Alan Shaw and five of activist investor’s board candidates

 

By Bill Stephens | April 30, 2024 | Last updated on May 1, 2024

 

If investors follow the split recommendation from advisory firm ISS, they would give Ancora Holdings meaningful representation on the NS board

 

Norfolk Southern shareholders should elect five of an activist investor’s seven board candidates but retain embattled CEO Alan Shaw, proxy advisory firm Institutional Shareholder Services recommended today.

 

If institutional shareholders follow the ISS guidance at the NS annual meeting on May 9, it would leave Ancora Holdings two seats short of a majority on the railroad’s 13-member board. And the activist’s CEO candidate, former UPS executive Jim Barber Jr., would be left out.

 

“Although it appears that the dissident’s position has resonated with shareholders, and that many of those shareholders view this contest as an all-or-nothing affair, we find that questions about the management and direction of the company would be best answered by a reconfigured board with more extensive and balanced industry expertise and the benefit of access to all available information,” ISS said in its 33-page report.

 

 

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Progressive Railroading, 5/1/24

 

NS reiterates strategy in latest letter to shareholders

 

In a letter sent today to shareholders, Norfolk Southern Corp. outlined what company leadership describes as the organization's recent progress in the long-term plan to drive shareholder value.

 

The letter was sent as NS leaders prepared for the annual meeting to be held May 9, during which shareholders will vote for board candidates. For the past several months, NS has been locked in a proxy battle with Ancora Holdings Group LLC, a major shareholder that is challenging the current board and executive leadership.

 

Among the points made in the May 1 letter to shareholders, the company says its "balanced strategy" has improved the rail network's performance and service; reduced its mainline accident rate; is closing the margin gap with peers when it comes to the operating ratio; has the right management team in place to deliver a "safer, more profitable railroad;" and offers  board director candidates with the "superior skillsets" to provide independent oversight.

 

 

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Trains News Wire

 

STB chairman takes a parting shot at activist investor’s plans for Norfolk Southern

 

By Bill Stephens | May 2, 2024

 

Martin J. Oberman, who steps down on May 10, says the proxy battle being waged by Ancora Holdings raises serious concerns about service and the direction of the rail industry

 

CHICAGO — Surface Transportation Board Chairman Martin J. Oberman on Wednesday blasted activist investor Ancora Holdings, saying that its plans for Norfolk Southern are a threat to rail service and the U.S. economy.

 

Ancora and NS are trying to woo the railroad’s shareholders in a bitter proxy battle that will end May 9 at the NS annual meeting.

 

“It’s not my position to urge shareholders how to vote in this election,” Oberman told the North American Rail Shippers annual conference. “It is my responsibility to call out serious threats to the national rail network. And everything about Ancora’s campaign should cause serious concerns to all rail stakeholders.”

 

 

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