Home/Filings/4/0001209191-09-026751
4//SEC Filing

HOHN CHRISTOPHER 4

Accession 0001209191-09-026751

CIK 0000277948other

Filed

May 13, 8:00 PM ET

Accepted

May 14, 7:01 PM ET

Size

22.8 KB

Accession

0001209191-09-026751

Insider Transaction Report

Form 4
Period: 2009-05-12
Transactions
  • OtherSwap

    Common Stock

    2009-05-12$28.00/sh2,000,000$56,000,0000 total(indirect: See footnote)
  • OtherSwap

    Common Stock

    2009-05-13$27.04/sh1,984,900$53,671,6960 total(indirect: See footnote)
  • Exercise of In-MoneySwap

    Equity Swap (obligation to buy)

    2009-05-1211 total(indirect: See footnote)
    Exercise: $28.00From: 2008-12-31Exp: 2009-07-31Common Stock (2,000,000 underlying)
  • Exercise of In-MoneySwap

    Common Stock, $1.00 par value (Common Stock)

    2009-05-12$32.47/sh+2,000,000$64,940,0002,000,000 total(indirect: See footnote)
  • Exercise of In-MoneySwap

    Common Stock

    2009-05-13$32.47/sh+1,984,900$64,449,7031,984,900 total(indirect: See footnote)
  • Exercise of In-MoneySwap

    Equity Swap (obligation to buy)

    2009-05-1310 total(indirect: See footnote)
    Exercise: $27.04From: 2008-12-31Exp: 2009-07-31Common Stock (1,984,900 underlying)
Holdings
  • Common Stock

    5,549
HOHN CHRISTOPHER
DirectorOther
Transactions
  • Exercise of In-MoneySwap

    Common Stock, $1.00 par value (Common Stock)

    2009-05-12$32.47/sh+2,000,000$64,940,0002,000,000 total(indirect: See footnote)
  • OtherSwap

    Common Stock

    2009-05-12$28.00/sh2,000,000$56,000,0000 total(indirect: See footnote)
  • Exercise of In-MoneySwap

    Common Stock

    2009-05-13$32.47/sh+1,984,900$64,449,7031,984,900 total(indirect: See footnote)
  • OtherSwap

    Common Stock

    2009-05-13$27.04/sh1,984,900$53,671,6960 total(indirect: See footnote)
  • Exercise of In-MoneySwap

    Equity Swap (obligation to buy)

    2009-05-1211 total(indirect: See footnote)
    Exercise: $28.00From: 2008-12-31Exp: 2009-07-31Common Stock (2,000,000 underlying)
  • Exercise of In-MoneySwap

    Equity Swap (obligation to buy)

    2009-05-1310 total(indirect: See footnote)
    Exercise: $27.04From: 2008-12-31Exp: 2009-07-31Common Stock (1,984,900 underlying)
Holdings
  • Common Stock

    5,549
Transactions
  • Exercise of In-MoneySwap

    Common Stock, $1.00 par value (Common Stock)

    2009-05-12$32.47/sh+2,000,000$64,940,0002,000,000 total(indirect: See footnote)
  • OtherSwap

    Common Stock

    2009-05-12$28.00/sh2,000,000$56,000,0000 total(indirect: See footnote)
  • Exercise of In-MoneySwap

    Common Stock

    2009-05-13$32.47/sh+1,984,900$64,449,7031,984,900 total(indirect: See footnote)
  • OtherSwap

    Common Stock

    2009-05-13$27.04/sh1,984,900$53,671,6960 total(indirect: See footnote)
  • Exercise of In-MoneySwap

    Equity Swap (obligation to buy)

    2009-05-1211 total(indirect: See footnote)
    Exercise: $28.00From: 2008-12-31Exp: 2009-07-31Common Stock (2,000,000 underlying)
  • Exercise of In-MoneySwap

    Equity Swap (obligation to buy)

    2009-05-1310 total(indirect: See footnote)
    Exercise: $27.04From: 2008-12-31Exp: 2009-07-31Common Stock (1,984,900 underlying)
Holdings
  • Common Stock

    5,549
Transactions
  • Exercise of In-MoneySwap

    Common Stock, $1.00 par value (Common Stock)

    2009-05-12$32.47/sh+2,000,000$64,940,0002,000,000 total(indirect: See footnote)
  • OtherSwap

    Common Stock

    2009-05-12$28.00/sh2,000,000$56,000,0000 total(indirect: See footnote)
  • Exercise of In-MoneySwap

    Common Stock

    2009-05-13$32.47/sh+1,984,900$64,449,7031,984,900 total(indirect: See footnote)
  • OtherSwap

    Common Stock

    2009-05-13$27.04/sh1,984,900$53,671,6960 total(indirect: See footnote)
  • Exercise of In-MoneySwap

    Equity Swap (obligation to buy)

    2009-05-1211 total(indirect: See footnote)
    Exercise: $28.00From: 2008-12-31Exp: 2009-07-31Common Stock (2,000,000 underlying)
  • Exercise of In-MoneySwap

    Equity Swap (obligation to buy)

    2009-05-1310 total(indirect: See footnote)
    Exercise: $27.04From: 2008-12-31Exp: 2009-07-31Common Stock (1,984,900 underlying)
Holdings
  • Common Stock

    5,549
Footnotes (3)
  • [F1]A portion of the equity swap was settled on May 12, 2009 pursuant to its terms based on the volume weighted average price of the Common Stock of the Issuer on the Transaction Date. The remainder of the equity swap was settled on May 13, 2009 pursuant to its terms based on the volume weighted average price of the Common Stock of the Issuer on the Transaction Date. The price pursuant to Rule 16b-6(c)(2) is set forth in Column 4 of Table I and Column 2 of Table II. The settlement of the equity swap and the reported purchase of Common Stock in connection therewith are exempt from Section 16(b) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), pursuant to Rule 16b-6(b) thereunder.
  • [F2]The Children's Investment Fund Management (Cayman) Ltd., a Cayman Islands exempted company ("TCIF") and The Children's Investment Fund Management (UK) LLP, an English limited liability partnership ("TCIF UK") serve as management companies for The Children's Investment Master Fund, a Cayman Islands exempted company (the "TCI Fund"). Christopher Hohn is the managing partner of TCIF UK and the 100% owner of TCIF, and therefore is in a position to determine the investment and voting decisions made by the TCI Fund. The Reporting Persons disclaim beneficial ownership of any and all securities reported herein in excess of their respective pecuniary interest therein and this report shall not be deemed an admission that the Reporting Persons are the beneficial owners of such securities for purposes of Section 16 or for any other purpose. Mr. Hohn previously was a director of the Issuer.
  • [F3]Shares of Common Stock previously reported as an exempt payment pursuant to Rule 16b-3 to Mr. Hohn of director's fees and/or annual retainer in the form of Common Stock of the Issuer pursuant to the CSX Corporation Stock Plan for Directors. Such shares of Common Stock are held directly by Mr. Hohn for the benefit of the TCI Fund.

Issuer

CSX CORP

CIK 0000277948

Entity typeother

Related Parties

1
  • filerCIK 0001440704

Filing Metadata

Form type
4
Filed
May 13, 8:00 PM ET
Accepted
May 14, 7:01 PM ET
Size
22.8 KB