X0305 4 2012-05-01 0000054480 KANSAS CITY SOUTHERN KSU 0001362958 Ottensmeyer Patrick J KANSAS CITY SOUTHERN PO BOX 219335 KANSAS CITY MO 64121-9335 0 1 0 0 EVP - Sales and Marketing Common Stock 2012-05-01 4 M 0 15000 25.80 A 55918 D Common Stock 2012-05-01 4 S 0 13285 78.8817 D 42633 D Common Stock 234.64 I By 401(k) & P/S Plan Employee Stock Option (Right to Buy) 25.80 2012-05-01 4 M 0 10000 0 D 2009-06-09 2016-06-08 Common Stock 10000 0 D LSAR 25.80 2012-05-01 4 J 0 10000 0 D Common Stock 10000 0 D Employee Stock Option (Right to Buy) 25.80 2012-05-01 4 M 0 5000 0 D 2011-06-09 2016-06-08 Common Stock 5000 0 D LSAR 25.80 2012-05-01 4 J 0 5000 0 D Common Stock 5000 0 D Employee Stock Option (Right to Buy) 35.41 2013-03-01 2020-02-29 Common Stock 6850 6850 D Employee Stock Option (Right to Buy) 52.62 2021-02-22 Common Stock 6950 6950 D Employee Stock Option (Right to Buy) 66.99 2022-02-21 Common Stock 4690 4690 D 3,539 of these shares represent performance shares that were earned on February 22, 2012 when the KCS Compensation and Organization Committee determined that the 2011 performance goals were met. These performance shares will not vest until February 28, 2014 contingent upon continued employment by the reporting person through that date. With respect to these shares, the reporting person does not have the right to vote, receive, or be entitled to receive, cash or non-cash dividends or any other beneficial rights as a shareholder of the Company. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $78.8601 to $79.01, inclusive. The reporting person undertakes to provide to Kansas City Southern, any security holder of Kansas City Southern, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. The amount of shares was reduced by 0.075 shares since the date of the reporting person's last ownership report due to an administrative fee that was charged to the account. Options exercised in rule 16b-3 exempt transaction. LSARs canceled with respect to such shares. Limited Stock Appreciation Rights ("LSARs") are granted in tandem with stock options. LSARs become exercisable only following a change-in-control of the Company in lieu of related options and are exercisable only for cash. LSARs terminate when the related options are exercised or terminated. Prior to March 1, 2013, this option may become exercisable in 1/3 increments if the daily closing price of Kansas City Southern's common stock on the New York Stock Exchange is greater than or equal to $38.95, $42.85, and $47.14, respectively, for at least 30 consecutive trading days. The first target was met and 4,567 of these options became exercisable on November 19, 2010. The second target was met and 4,567 of these options became exercisable on December 8, 2010. The third target was met and 4,566 of these options became exercisable on January 7, 2011. These options become exercisable in three equal installments beginning on the first anniversary of the date of grant. Brian P. Banks, Attorney-in-fact 2012-05-02