Engagement Memo—Audit of the Company’s Gateway Program Management and Oversight

We are initiating an audit of the company’s activities in the Gateway Program, a multibillion-dollar effort involving multiple government stakeholders, intended to increase the rail capacity between New York and New Jersey and improve resiliency on the company’s Northeast Corridor. The program includes multiple major long-term projects, some of which are already in various phases of design and construction. We have been monitoring the company’s activities associated with these projects since 2016. We have determined that these activities have now reached a phase where they are appropriate to audit to help ensure the company is positioning itself for successful implementation. Our objective will be to assess the company’s planning, governance structure, and capacity to effectively manage and oversee its commitments to the program. We may expand our scope or modify our objective during the audit.