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A general view of the exterior of the headquarters of Norfolk Southern on April 1, 2023 in Atlanta, Georgia. 

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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. 

Norfolk Southern CEO: We have offered board seats to activist investor

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.

Don’t miss these stories from CNBC PRO:

Barclays upgrades Norfolk Southern to overweight after activism activity from Ancora

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CNBC Daily Open: AI still under pressure — but some analysts see a year-end rally

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6 hours ago

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November 18, 2025

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CNBC Daily Open: AI still under pressure — but some analysts see a year-end rally

People pose for pictures at the Wall Street Bull in New York’s Financial District on June 24, 2024 in New York City. 

Spencer Platt | Getty Images

The Nasdaq Composite dropped 0.84% Monday stateside as technology stocks were under pressure, with Apple, Meta and Oracle retreating more than 1% each.

Artificial intelligence lynchpin Nvidia performed worse, losing almost 2%. CEO Jensen Huang in October said the chipmaker had “half a trillion dollars” of business on the books for 2025 and 2026. When Nvidia reports its third-quarter earnings Wednesday stateside, investors will be combing through Huang’s comments for signs of strong 2026 growth, as suggested by that data point.

The problem with promises or expectations, especially for a company that is one of the two around which the artificial intelligence universe orbits (OpenAI being the other), is that any disappointment will be disproportionately painful.

“If they offer any even slightly muted guidance or forecast for demand for their chips, the market would take that poorly,” Baird investment strategist Ross Mayfield said.

Despite the recent sell-off in tech over concerns about high valuations and capital expenditure, some analysts think we could still end the year with a rally.

 “We continue to see a balance of bullish and bearish signals heading into year-end, but our stance remains that a year-end rally is likely,” Michael Graham, analyst at Canaccord Genuity, wrote in a Monday note.

Likewise, HSBC’s chief multi-asset strategist Max Kettner on Monday said the bank thinks “the probability of a melt-up into year-end – particularly in equities – is much greater” than a potential AI bubble popping.

If their predictions prove true, investors will have much to celebrate during the festive season — and we can worry about AI in the new year.

What you need to know today

Major U.S. indexes fall Monday stateside. Investors sold off technology names, furthering their downward trajectory. Alphabet shares, however, bucked the trend on news that Berkshire Hathaway has taken a stake in it. The pan-European Stoxx 600 lost 0.54%.

‘Half a trillion dollars’ of business for Nvidia. CEO Jensen Huang said in October that the chipmaker has $500 billion in orders for 2025 and 2026 combined. Analysts think Huang is signaling a strong forecast for 2026 sales.

Divided outlook on a December rate cut. In prepared remarks on Monday, Fed Governor Christopher Waller said he is focused on the labor market “after months of weakening.” But Vice Chair Philip Jefferson said there is a “need to proceed slowly.”

India announces energy deal with the U.S. Nearly 10% of New Delhi’s liquified petroleum gas will be imported from the U.S., said Hardeep Singh Puri, Indian union minister of petroleum and natural gas, on Monday. It’s a move to shore up ties with the White House.

[PRO] Bitcoin’s downward trend could portend trouble. The price of the cryptocurrency, which has been under pressure, is a “leading indicator” for U.S. stocks, an analyst told CNBC. But others think bitcoin still has tailwinds behind it even in the near term.

And finally…

A Swiss national flag on a ferry on Lake Geneva in Geneva, Switzerland, on Tuesday, Aug. 5, 2025. The Swiss president dashed to the US capital Tuesday in a last-minute attempt to prevent her American counterpart from imposing the highest tariff of any developed nation on Switzerland.  Photographer: Andrew Kravchenko/Bloomberg via Getty Images

Bloomberg | Bloomberg | Getty Images

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Arm custom chips get a boost with Nvidia partnership

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9 hours ago

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November 17, 2025

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Arm custom chips get a boost with Nvidia partnership

Jensen Huang, CEO of Nvidia, reacts during the 2025 Asia-Pacific Economic Cooperation (APEC) CEO Summit in Gyeongju, South Korea, October 31, 2025.

Kim Soo-hyeon | Reuters

Arm on Monday said that central processing units based on its technology will be able to integrate with AI chips using Nvidia’s NVLink Fusion technology.

The move will make it easier for customers of both companies who prefer a custom approach to their infrastructure — namely hyperscalers —to pair Arm-based Neoverse CPUs with Nvidia’s dominant graphics processing units.

It’s the latest example of Nvidia using dealmaking to partner with nearly every major technology company as it finds itself at the center of the AI industry. The announcement signals that Nvidia is opening up its NVLink platform to integrate with a wide variety of custom chips, instead of forcing customers to use its CPUs.

Nvidia currently sells an AI product called Grace Blackwell that pairs multiple GPUs with an Nvidia-branded Arm-based CPU. Other configurations include servers that use CPus from Intel or Advanced Micro Devices.

But Microsoft, Amazon and Google are all developing or deploying Arm-based CPUs in their clouds to give them more control over the set ups and reduce their costs.

Arm doesn’t make CPUs but it licenses its instruction set technology that those chips need. The company also sells designs that allow partners to more quickly build Arm-based chips.

As part of Monday’s announcement, Arm said that custom Neoverse chips will include a new protocol that’ll allow them to move data seamlessly with GPUs.

The CPU has historically been the most important part in a server. But generative AI infrastructure is based around the AI accelerator chip, which in most cases is an Nvidia GPU. As many as eight GPUs can be paird with a CPU in an AI server.

In September, Nvidia said it would invest $5 billion into Intel, the leading CPU maker. A key part of the deal was to enable Intel CPUs to integrate into AI servers using Nvidia’s NVLink technology.

Nvidia reached an agreement to buy Arm for $40 billion in 2020, but the deal failed in 2022 because of regulatory issues in the U.S. and U.K. Nvidia had a small stake in Arm, which is majority-owned by Softbank, as of February.

Meanwhile, Softbank liquidated its entire stake in Nvidia earlier this month and Softbank is backing the OpenAI Stargate project, which plans to use Arm technology in addition to chips from Nvidia and AMD.

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Govini founder Eric Gillespie’s lawyer calls child sex chat ‘internet fantasy,’ not a crime

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10 hours ago

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November 17, 2025

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Govini founder Eric Gillespie's lawyer calls child sex chat 'internet fantasy,' not a crime

Govini founder Eric Gillespie urged a person who he believed to be a dad offering his 10-year-old daughter to be sexually abused to use encrypted chat platforms, a Pennsylvania criminal complaint alleges.

“Signal is safer for er small talk,” Gillespie wrote to the purported father, who was actually an undercover law-enforcement agent, according to a transcript of a chat included in the criminal complaint obtained by CNBC.

Gillespie then wrote that Session, another commonly used end-to-end encrypted platform, is “fine but less secure” than Signal, the filing says.

While chatting in Session, he sent the agent multiple photos of a “recent playmate” wearing a diaper and made repeated graphic references to sex acts with children, court documents state.

Gillespie also wrote that he preferred young children: “best when they can’t talk.”

The charging documents note that users can delete media and messages sent in Session, and because of that, the agent could not get screenshots of media files sent by Gillespie.

The Pennsylvania Office of Attorney General said that the chat with the agent began in an online forum often used by people attempting to arrange meetings with children.

The men then moved their discussion to Session, according to the AG’s office, which last week said it had arrested and charged Gillespie with four felony counts, including unlawful sexual contact with a minor.

He is being held without bond.

His arrest came at a pivotal time for Govini, a defense contractor that is a key player in the U.S. military’s push to modernize.

Gillespie’s lawyer, David Shrager of Shrager Defense Attorneys, told CNBC that he “vigorously denies these charges.”

“In this case, two adults were lying to each other in an internet fantasy chat, where at least one of the participants was using AI,” Shrager said.

The criminal complaint notes that at one point in the conversation, the agent sent “A photo media file of an undercover female Agent age regressed with AI technology to appear approximately 10 years of age.”

That is the only mention of the use of artificial intelligence in the complaint.

“It’s easy to understand why people rush to judgment when they hear about these types of charges,” Shrager told CNBC.

The attorney said that he believes Gillespie will be exonerated.

Gillespie is scheduled to appear at a preliminary hearing on Thursday before Magisterial District Judge John Ditzler in Lebanon County, Pennsylvania.

Govini last week called Gillespie a “depraved individual” in a statement announcing his termination as executive chairman of the company’s board of directors.

Govini said that Gillespie “has no role with the company and is not a majority shareholder.”

“Since being terminated, he will not receive a paycheck,” the company said.

The company did not disclose the current level of Gillespie’s stake in Govini.

Earlier this year, Govini landed a nearly $1 billion contract with the Department of Defense and joined the U.S. Army’s Next Generation Command Control program.

In October, Govini announced a $150 million investment from Bain Capital.

Bain declined to comment on Gillespie’s arrest.

Gillespie was quoted prominently in a news release about Bain’s investment.

“I founded Govini to create an entirely new category of software built to transform how the U.S. government uses AI and data to make decisions,” Gillespie said at the time. “After methodically developing our proprietary technology, that vision is now a reality.”

Accel and Salesforce Ventures are also major investors in Govini. Neither company has responded to requests for comment.

Multiple people familiar with Govini, and who had personal contact with Gillespie, said that he had an active role at the company. Documents and text messages reviewed by CNBC support that claim.

One person, who asked not to be named in order to discuss internal communication, described Gillespie as the point man for key financial dealings.

In a statement responding to questions about his day-to-day involvement at the company, Govini said, “Mr. Gillespie had opinions and ideas and did not hesitate to share them.”

“In his capacity as Executive Chairman, he was aware of and consulted on the operations of the leadership team,” the company said.

Pentagon officials last week said that they are looking into Gillespie’s arrest and possible security issues.

CNBC asked the department if it is looking at possible actions related to the company’s status as a government contractor.

“While the Department cannot comment on individual security clearances in accordance with the Privacy Act, we take these allegations very seriously,” a senior Pentagon official said in a statement.

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