X0206 3 2018-10-01 0 0001012620 GENESEE & WYOMING INC GWR 0001753560 Miller Michael O C/O GENESEE & WYOMING INC. 20 WEST AVENUE DARIEN CT 06820 0 1 0 0 President, North America Class A Common Stock, $.01 par value 23851 D Stock Option (Right to Buy) 96.20 2018-11-28 Class A Common Stock, $.01 par value 1496 D Stock Option (Right to Buy) 98.92 2019-02-27 Class A Common Stock, $.01 par value 3728 D Stock Option (Right to Buy) 97.35 2019-05-29 Class A Common Stock, $.01 par value 3614 D Stock Option (Right to Buy) 98.33 2019-08-28 Class A Common Stock, $.01 par value 3992 D Stock Option (Right to Buy) 98.59 2019-11-27 Class A Common Stock, $.01 par value 3711 D Stock Option (Right to Buy) 103.10 2020-02-26 Class A Common Stock, $.01 par value 3527 D Stock Option (Right to Buy) 82.34 2020-05-28 Class A Common Stock, $.01 par value 4277 D Stock Option (Right to Buy) 68.38 2020-08-30 Class A Common Stock, $.01 par value 4249 D Stock Option (Right to Buy) 69.27 2020-11-29 Class A Common Stock, $.01 par value 4538 D Stock Option (Right to Buy) 57.12 2021-02-25 Class A Common Stock, $.01 par value 20150 D Stock Option (Right to Buy) 74.14 2022-02-27 Class A Common Stock, $.01 par value 16226 D Stock Option (Right to Buy) 69.53 2025-02-27 Class A Common Stock, $.01 par value 16226 D This amount includes 13,241 shares of Class A Common Stock represented by unvested restricted stock granted under the Fourth Amended and Restated 2004 Omnibus Incentive Plan of Genesee & Wyoming Inc. (the "Plan"), of which 4,463 shares will vest on February 26, 2019, 1,548 shares will vest on February 28, 2019, 2,421 shares will vest on February 26, 2020, 1,548 shares will vest on February 28, 2020, 2,422 shares will vest on February 26, 2021 and 839 shares will vest on February 28, 2021. This option award was granted under the Plan and is fully exercisable as of the date hereof. This option award was granted under the Plan and is exercisable as to 13,433 of such shares as of the date hereof and will become exercisable as to 6,717 of such shares on February 26, 2019. This option award was granted under the Plan and is exercisable as to 5,409 of such shares as of the date hereof and will become exercisable as to 5,408 of such shares on February 28, 2019 and 5,409 of such shares on February 28, 2020. This option award was granted under the Plan and will become exercisable as to 5,409 shares on February 28, 2019, 5,408 shares on February 28, 2020 and 5,409 shares on February 28, 2021. Allison M. Fergus, Attorney-in-Fact for Michael O. Miller 2018-10-02