Norfolk Southern activist investor highlights past abusive behavior of new COO as proxy fight intensifies
A general view of the exterior of the headquarters of Norfolk Southern on April 1, 2023 in Atlanta, Georgia.
Icon Sportswire | Getty Images
Norfolk Southern is almost two months into a battle with activist investor Ancora, which is trying to shake up the railroad’s board and oust CEO Alan Shaw.
Now the firm is taking aim at Norfolk Southern’s new operating chief John Orr over what the activist calls an “excessive” buyout package and a career marred by allegations of racial and sexual discrimination.
Last month, Norfolk Southern hired Orr away from rival CPKC, paying tens of millions of dollars to buy him out of his contract. The move was widely seen as a response to Ancora’s operational criticisms and received praise from several Wall Street analysts.
In a letter to Norfolk Southern shareholders on Friday, Ancora highlighted past misconduct by Orr that raises questions about his hiring, even as the executive has overseen improvements in the railroad’s operations in his three weeks on the job.
Ancora documented both alleged and substantiated workplace misconduct by Orr, dating back to his time as a mid-level executive at Canadian National. An appointee of the Canadian Arbitration Board substantiated allegations that Orr used verbally abusive language toward a female employee in the early 2000s.
The employee and another witness told the employment tribunal at the time that Orr regularly cursed and shouted at the employee, and called her a “f—— b—-” and a “f—— idiot.” A witness told the arbitrator that, in one instance, Orr told the employee that she “was so f—— stupid it was embarrassing.”
The arbitrator found the claims credible.
Ancora also flagged a lawsuit filed in 2019 by a Black executive, who described Orr’s treatment of employees and subordinates as “abysmal.” The suit was filed against Canadian National, alleging racial discrimination.
Orr’s behavior was allegedly “so bad” that Canadian National was forced to provide executive coaching for him, according to a 2020 filing in the lawsuit. Orr’s deposition is sealed and the case was settled in 2022.
Prior to the announced hiring of Orr, Ancora drew attention to claims about his behavior in emails to two Norfolk Southern board members that CNBC obtained.
Ancora said in its statement on Friday that the hiring of Orr was a costly proposition that’s harming shareholders. As part of the agreement, Norfolk Southern said it would pay Orr’s prior employer $25 million in cash and provide additional unspecified concessions for a key rail hub and route in the southern U.S. Norfolk Southern values that particular part of the route at around 1% of its revenues.
When it announced Orr’s hiring, Norfolk Southern didn’t disclose the initial impact of the concessions or the estimated knock-on effects in the years to come.
‘Flawed premise’
Norfolk Southern told CNBC in a statement that Ancora’s analysis of the value of the route — the Meridian Speedway agreement — “is completely inaccurate and based on a flawed premise,” in that it assumes Norfolk Southern is forgoing more revenue than it actually is.
“As we previously stated, this revised agreement is by no means a consequential concession,” the company said.
Ancora is seeking to oust Norfolk Southern’s Shaw along with Orr in favor of former UPS CEO Jim Barber and former CSX Executive Vice President Jamie Boychuk, respectively. The activist has said that Norfolk Southern is dramatically underperforming its peers, and has laid the blame at the feet of Shaw and the board.
Regarding Orr, Norfolk Southern said he has a “track record of improving performance while operating safely and with integrity.”
“Ancora’s attempt to malign John by dredging up claims against his former employer, one of which is from over 20 years ago, is nothing more than an attempt to distract from the facts about their deeply flawed COO candidate, Jamie Boychuk,” a company spokesperson told CNBC. “Mr. Orr and Mr. Boychuk’s track records and industry reputations are simply not comparable.”
Jamie Boychuk and John Orr.
Courtesy: Longacre Square Partners and Norfolk Southern
In February 2023, a Norfolk Southern freight train derailed in East Palestine, Ohio, releasing toxic chemicals into the environment and prompting a political fight regarding railroad safety. Since then, the stock is roughly flat while the S&P 500 is up 26%.
Norfolk Southern’s shareholders meeting is scheduled for May 9.
Ancora has gained the backing of other stakeholders in its fight with the company. Neuberger Berman, which holds a small position in Norfolk Southern, said on Friday that it would support Ancora’s slate, citing a “history of poor governance that has long preceded” the railroad’s transformation efforts.
A settlement between the two sides appears unlikely, Gordon Haskett analyst Don Bilson said in a Friday note to clients. Shaw previously told CNBC that the company offered Ancora a “couple” of board seats in a settlement offer.
Ancora told CNBC that it’s made repeated attempts to settle with the company, both directly and through advisors. Any settlement, from Ancora’s perspective, would be contingent on a board refresh and Shaw’s ouster. The board has repeatedly expressed confidence in Shaw and has said it isn’t interested in a settlement that would lead to his departure.
Mark Zuckerberg, CEO of Meta Platforms Inc.; from left, Lauren Sanchez; Jeff Bezos, founder of Amazon.com Inc.; Sundar Pichai, CEO of Alphabet Inc.; and Elon Musk, CEO of Tesla Inc., during the 60th presidential inauguration in the rotunda of the U.S. Capitol in Washington, D.C., on Jan. 20, 2025.
Julia Demaree Nikhinson | Bloomberg | Getty Images
President Donald Trump used to refer to Jeff Bezos as “Jeff Bozo.” Now, after more drama between the two men, Trump is calling the Amazon founder a “good guy.”
Amazon’s earnings report, scheduled for Thursday, already had investors on edge due to the president’s sweeping tariffs and the potential impact they’ll have across the tech giant’s numerous businesses. With its stock price down 17% this year, Amazon is expected to report its slowest rate of revenue growth for any period since 2022, and that doesn’t reflect the levies announced in early April.
The tension got amped up early this week.
The White House on Tuesday criticized Amazon for reportedly planning to display on its site how much the new tariffs on top U.S. trading partners are driving up prices for consumers. After the story was published by Punchbowl News, Trump called Bezos to complain.
Amazon swiftly responded and said no such change was coming.
“This was never approved and is not going to happen,” Amazon wrote in a blog post that totaled 31 words.
President Trump frequently hurled insults at Bezos during his firm term in the White House, largely because of the Amazon founder’s ownership of the Washington Post. Bezos has recently gone out of his way to try and mend the relationship, traveling to Washington, D.C., for the inauguration in January.
The president said he was pleased with their latest phone call.
“Jeff Bezos was very nice,” Trump told reporters later on Tuesday. “He was terrific. He solved the problem very quickly and he did the right thing. He’s a good guy.”
Amazon clarified that it was only considering displaying the import fees on products sold on its discount storefront, Amazon Haul, which competes with ultra-cheap Chinese retailer Temu. Products on Haul cost $20 or less and many of them are sold direct from China using the de minimis trade exemption. That loophole is set to go away next month after Trump signed an executive order, making it more expensive to ship those products to the U.S.
The clash with Trump highlights the pressure Amazon is under to blunt the impact of Trump’s aggressive tariffs on Chinese imports, which total 145%. The company faces significant exposure to the tariffs, primarily through its retail unit. Amazon sources some products from China, while many sellers on its third-party marketplace rely on the world’s second-largest economy to make or assemble their products.
The topic of tariffs will hover over Amazon’s first-quarter earnings report. Investors will want to know how higher import costs could impact its margins, and whether uncertainty around the tariffs has caused shoppers to be more cautious with their spending.
For the quarter, Amazon is expected to report earnings per share of $1.37 and revenue of $155.04 billion, according to LSEG, which would represent annual growth of just over 8% and would be the slowest rate of expansion since the second quarter of 2022.
‘Difficult choices’
Amazon CEO Andy Jassy told CNBC earlier this month that the company hasn’t seen a drop-off in consumer demand. Amazon is “going to try and do everything we can” to keep prices low for shoppers, including renegotiating terms with some of its suppliers, Jassy said. But he acknowledged some third-party sellers will “need to pass that cost” of tariffs on to consumers.
Analysts at UBS said in a note to clients on Tuesday that at least 50% of items sold on Amazon are subject to Trump’s tariffs and could become more expensive as a result.
“Consumers therefore might have to make more difficult choices on where to allocate their dollars,” wrote the analysts, who have a buy rating on Amazon shares.
Amazon has reportedly pressured some of its suppliers to cut prices to shrink the impact of Trump’s tariffs, according to the Financial Times.
Some sellers have already raised prices and cut back on advertising spend as they contend with higher import costs. Others are looking to secure new suppliers in countries like Vietnam, Mexico and India, where tariffs are increasing under Trump, but are mild compared with the levies imposed on goods from China.
Temu and rival discount app Shein implemented price hikes on many items last week. Temu has since added “import charges” ranging between 130% and 150% on some products.
Wall Street will likely be focused on Amazon’s commentary surrounding business conditions going forward. The third quarter will include the results of Amazon’s Prime Day shopping event, typically held in July across two days. Amazon sellers previously told CNBC they may run fewer deals for this year’s Prime Day to conserve inventory or because they can’t afford to mark down products any further.
Bank of America analysts said in a note to clients this week that it sees the potential for Amazon to give a “wider guidance range” in its earnings report on Thursday, “though the impact may be bigger in the third quarter.”
Analysts at Oppenheimer said investors are “highly uncertain” as to the impact of tariffs on Amazon’s e-commerce business. The firm has an outperform rating on Amazon’s stock.
“We are assuming Q3 is the quarter most impacted as sellers should still have pre-tariff inventory through May and therefore don’t need to raise prices yet,” the analysts wrote.
Amazon didn’t provide a comment beyond its short statement on Tuesday.
WATCH: Trump spoke with Bezos
Nvidia CEO Jensen Huang said Wednesday that China is “not behind” in artificial intelligence, and that Huawei is “one of the most formidable technology companies in the world.”
Speaking to reporters at a tech conference in Washington, D.C., Huang said China may be “right behind” the U.S. for now, but it’s a narrow gap.
“We are very close,” he said. “Remember this is a longtime, infinite race.”
Nvidia has become key to the world economy over the past few years as it makes the chips powering the majority of recent advanced AI applications. The company faces growing hurdles in the U.S., including tariffs and a pending Biden-era regulation that would restrict the shipment of its most advanced AI chips to many countries around the world.
The Trump administration this month restricted the shipment of Nvidia’s H20 chips to China without a license. That technology, which is related to the Hopper chips used in the rest of the world, was developed to comply with previous U.S. export restrictions. Nvidia said it would take a $5.5 billion hit on the restriction.
Huawei, which is on a U.S. trade blacklist, is reportedly working on an AI chip of its own for Chinese customers.
“They’re incredible in computing and network tech, all these central capabilities to advance AI,” Huang said. “They have made enormous progress in the last several years.”
Nvidia has made the case that U.S. policy should focus on making its companies competitive, and that restricting chip sales to China and other countries threatens U.S. technology leadership.
Huang called again for the U.S. government to focus on AI policies that accelerate the technology’s development.
“This is an industry that we will have to compete for,” Huang said.
Trump on Wednesday called Huang “my friend Jensen,” cheering the company’s recent announcement that it planned to build $500 billion in AI infrastructure in the U.S. over the next five years.
Huang said he believes Nvidia will be able to manufacture its artificial intelligence devices in the U.S. The company said earlier this month that it will assemble AI servers with its manufacturing partner Foxconn near Houston.
“With willpower and the resources of our country, I’m certain we can manufacture onshore,” Huang said.
Nvidia shares are down more than 20% this year, sliding along with the broader market, after almost tripling in value last year. The stock fell almost 3% on Wednesday.
Microsoft CEO Satya Nadella speaks at an event commemorating the 50th anniversary of the company at Microsoft headquarters in Redmond, Washington, on April 4, 2025.
David Ryder
Microsoft is set to report fiscal third-quarter results after market close on Wednesday.
Here’s what analysts are looking for, according to a consensus from LSEG:
- Earnings per share: $3.22
- Revenue: $68.42 billion
The revenue projection implies annual growth of 10.6%, which would be the slowest rate in two years. The past quarter will be important, but investors will be more focused on what Microsoft CEO Satya Nadella says about business prospects for the rest of the year given President Donald Trump’s announced plans earlier this month for sweeping new tariffs on top trading partners.
While most of Microsoft’s revenue comes from software sales, the company purchases hefty amounts of equipment to provide services to clients. In April, two days after President Trump announced levies on goods imported to the U.S., former Microsoft CEO Steve Ballmer told CNBC that tariffs were “not good.” Nadella said that, “whatever are the geopolitical or economic shifts, we’ll adjust to it.”
In January, Microsoft committed to $80 billion in capital spending for artificial intelligence data centers in the current fiscal year. CFO Amy Hood at the time called for a slowdown in capital spending growth for the upcoming 2026 fiscal year. Hood said that fiscal second-quarter revenue from Azure cloud services not tied to AI fell short of internal projections.
Nadella told analysts on the call that Microsoft was working to address the problem by adjusting sales incentives.
Analysts polled by StreetAccount and CNBC anticipate 30.3% and 29.7% Azure growth, respectively.
As of Tuesday’s close, Microsoft shares were down about 7% for the year, while the S&P 500 index was down 5%.
During the quarter, which ended on March 31, Microsoft announced an adjustment to its relationship with key AI partner OpenAI. The company said it would have a right of first refusal when OpenAI wants new computing capacity, but won’t always have to deliver it. On the same day, OpenAI announced the Stargate AI infrastructure project alongside Oracle and SoftBank at the White House.
Executives will issue guidance and discuss the results on a call with analysts starting at 5:30 p.m. ET.
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