Statistiche di base
| LEI | 549300LMMRSZZCZ8CL11 |
| CIK | 100885 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Union Pacific Corporation
SEC Filings (Chronological Order)
Questa pagina fornisce un elenco completo e cronologico dei depositi SEC, esclusi i documenti di proprietà che forniamo altrove.
| May 18, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 18, 2026 (May 14, 2026) UNION PACIFIC CORPORATION (Exact name of registrant as specified in its charter) Utah 1-6075 13-2626465 (State or other jurisdiction of Incorporation) (Com |
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| April 23, 2026 |
Union Pacific Reports First Quarter 2026 Results Exhibit 99.1 Union Pacific Reports First Quarter 2026 Results •Diluted earnings per share (EPS) of $2.87 and adjusted diluted EPS* of $2.93 •Operating ratio (OR) of 60.5% and adjusted OR* of 59.9% •Freight revenue increased 4% Omaha, Neb., April 23, 2026 – Union Pacific Corporation (NYSE: UNP) today reported 2026 first quarter net income of $1.7 billion, or $2.87 per diluted share. Results include |
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| April 23, 2026 |
CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER Exhibit 31(b) CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER I, Jennifer L. Hamann, certify that: 1.I have reviewed this quarterly report on Form 10-Q of Union Pacific Corporation; 2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statemen |
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| April 23, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 23, 2026 (April 23, 2026) UNION PACIFIC CORPORATION (Exact name of registrant as specified in its charter) Utah 1-6075 13-2626465 (State or other jurisdiction of Incorporation) |
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| April 23, 2026 |
CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER Exhibit 31(a) CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER I, V. James Vena, certify that: 1.I have reviewed this quarterly report on Form 10-Q of Union Pacific Corporation; 2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements we |
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| April 23, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2026 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 1- |
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| March 25, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Defi |
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| February 6, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 1-6075 |
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| February 6, 2026 |
Exhibit 24 UNION PACIFIC CORPORATION Powers of Attorney Each of the undersigned directors of Union Pacific Corporation, a Utah corporation (the Company), do hereby appoint each of V. |
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| February 6, 2026 |
SIGNIFICANT SUBSIDIARIES OF UNION PACIFIC CORPORATION Exhibit 21 SIGNIFICANT SUBSIDIARIES OF UNION PACIFIC CORPORATION Name of Corporation State of Incorporation Union Pacific Railroad Company Delaware |
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| February 6, 2026 |
UNION PACIFIC CORPORATION GRANT NOTICE FOR 2021 STOCK INCENTIVE PLAN PERFORMANCE STOCK UNITS Exhibit 10(a) UNION PACIFIC CORPORATION GRANT NOTICE FOR 2021 STOCK INCENTIVE PLAN PERFORMANCE STOCK UNITS FOR GOOD AND VALUABLE CONSIDERATION, Union Pacific Corporation (the “Company”), hereby grants to Participant named below (for purposes hereof, references herein to “you” or “your” shall refer to such Participant) the number of Stock Units specified below (the “Award”), upon the terms and subj |
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| February 6, 2026 |
CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER Exhibit 31(a) CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER I, V. James Vena, certify that: 1.I have reviewed this annual report on Form 10-K of Union Pacific Corporation; 2.Based on my knowledge, this report does not contain any untrue statement of material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were ma |
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| February 6, 2026 |
Union Pacific Corporation Confidentiality And Insider Trading Policy Exhibit 19 Union Pacific Corporation Confidentiality And Insider Trading Policy This Policy applies to all employees, executives and directors (all such persons are referred to as “Company Persons”) of Union Pacific Corporation and its subsidiaries (the “Company”), as well as members of their immediate family, and Controlled Entities, all as explained and defined in Part IV of this Policy (all such persons subject to this Policy are referred to as “Covered Persons”). |
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| February 6, 2026 |
CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER Exhibit 31(b) CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER I, Jennifer L. Hamann, certify that: 1.I have reviewed this annual report on Form 10-K of Union Pacific Corporation; 2.Based on my knowledge, this report does not contain any untrue statement of material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements we |
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| February 6, 2026 |
UNION PACIFIC CORPORATION GRANT NOTICE FOR 2021 STOCK INCENTIVE PLAN NONQUALIFIED STOCK OPTION Exhibit 10(b) UNION PACIFIC CORPORATION GRANT NOTICE FOR 2021 STOCK INCENTIVE PLAN NONQUALIFIED STOCK OPTION FOR GOOD AND VALUABLE CONSIDERATION, Union Pacific Corporation (the “Company”), hereby grants to Participant named below (for purposes hereof, references herein to “you” or “your” shall refer to such Participant) the nonqualified stock option (the “Option”) to purchase any part or all of the number of shares of its common stock, par value $2. |
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| January 27, 2026 |
Union Pacific Reports Fourth Quarter and Full Year 2025 Results Exhibit 99.1 Union Pacific Reports Fourth Quarter and Full Year 2025 Results •Fourth quarter diluted earnings per share (EPS) of $3.11 and adjusted diluted EPS* of $2.86 •Fourth quarter operating ratio (OR) of 60.5% and adjusted OR* of 60.0% •Full year diluted EPS of $11.98 and adjusted diluted EPS* of $11.66 •Full year OR of 59.8% and adjusted OR* of 59.3% •Full year return on invested capital* o |
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| January 27, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 27, 2026 (January 27, 2026) UNION PACIFIC CORPORATION (Exact name of registrant as specified in its charter) Utah 1-6075 13-2626465 (State or other jurisdiction of Incorporati |
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| December 19, 2025 |
Exhibit 99.1 Creating America’s First Transcontinental Railroad: Union Pacific and Norfolk Southern’s STB Merger Application Details Enhancements to Competition and Public Benefits OMAHA & ATLANTA, Dec. 19, 2025 – Union Pacific Corporation (NYSE: UNP) and Norfolk Southern Corporation (NYSE: NSC) today filed an application with the Surface Transportation Board (STB) requesting approval to combine t |
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| December 19, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 19, 2025 (December 19, 2025) UNION PACIFIC CORPORATION (Exact name of registrant as specified in its charter) Utah 1-6075 13-2626465 (State or other jurisdiction of Incorpora |
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| December 19, 2025 |
Exhibit 99.2 Presentation Operator Greetings, and welcome to the Union Pacific and Norfolk Southern STB Merger Application Conference Call. [Operator Instructions]. As a reminder, this conference is being recorded, and the slides for today's presentation are available on Union Pacific's website. It is now my pleasure to introduce your host, Mr. Jim Vena, Chief Executive Officer for Union Pacific. |
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| December 12, 2025 |
Exhibit 99.1 Union Pacific Appoints Will to Board of Directors OMAHA, Neb., Dec. 12, 2025 – Union Pacific Corporation appointed W. Anthony “Tony” Will to its Board of Directors, effective Jan. 5, 2026. Will has served as president, CEO and board member of CF Industries Holdings, a global manufacturer of hydrogen and nitrogen products, since 2014. He plans to retire Jan. 4, 2026, and will serve in |
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| December 12, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 12, 2025 (December 12, 2025) UNION PACIFIC CORPORATION (Exact name of registrant as specified in its charter) Utah 1-6075 13-2626465 (State or other jurisdiction of Incorpora |
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| November 17, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 17, 2025 (November 14, 2025) UNION PACIFIC CORPORATION (Exact name of registrant as specified in its charter) Utah 1-6075 13-2626465 (State or other jurisdiction of Incorpora |
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| November 17, 2025 |
Exhibit 99.1 Union Pacific Shareholders Approve Norfolk Southern Merger •99.5% of Votes Cast in Favor of the Transaction Omaha, Neb., November 14, 2025 – Union Pacific Corporation (NYSE: UNP) today announced 99.5% of votes cast by its shareholders were in favor of issuing new shares of Union Pacific common stock in connection with its Norfolk Southern merger. “We appreciate our shareholders’ suppo |
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| November 12, 2025 |
425 FILED BY UNION PACIFIC CORPORATION PURSUANT TO RULE 425 UNDER THE SECURITIES ACT OF 1933 AND DEEMED FILED PURSUANT TO RULE 14a-6(b) UNDER THE SECURITIES EXCHANGE ACT OF 1934 SUBJECT COMPANY: NORFOLK SOUTHERN CORPORATION COMMISSION FILE NO. |
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| November 12, 2025 |
425 FILED BY UNION PACIFIC CORPORATION PURSUANT TO RULE 425 UNDER THE SECURITIES ACT OF 1933 AND DEEMED FILED PURSUANT TO RULE 14a-6(b) UNDER THE SECURITIES EXCHANGE ACT OF 1934 SUBJECT COMPANY: NORFOLK SOUTHERN CORPORATION COMMISSION FILE NO. |
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| November 10, 2025 |
425 FILED BY UNION PACIFIC CORPORATION PURSUANT TO RULE 425 UNDER THE SECURITIES ACT OF 1933 AND DEEMED FILED PURSUANT TO RULE 14a-6(b) UNDER THE SECURITIES EXCHANGE ACT OF 1934 SUBJECT COMPANY: NORFOLK SOUTHERN CORPORATION COMMISSION FILE NO. |
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| November 7, 2025 |
425 FILED BY UNION PACIFIC CORPORATION PURSUANT TO RULE 425 UNDER THE SECURITIES ACT OF 1933 AND DEEMED FILED PURSUANT TO RULE 14a-6(b) UNDER THE SECURITIES EXCHANGE ACT OF 1934 SUBJECT COMPANY: NORFOLK SOUTHERN CORPORATION COMMISSION FILE NO. |
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| November 7, 2025 |
FILED BY UNION PACIFIC CORPORATION 425 FILED BY UNION PACIFIC CORPORATION PURSUANT TO RULE 425 UNDER THE SECURITIES ACT OF 1933 AND DEEMED FILED PURSUANT TO RULE 14a-6(b) UNDER THE SECURITIES EXCHANGE ACT OF 1934 SUBJECT COMPANY: NORFOLK SOUTHERN CORPORATION COMMISSION FILE NO. |
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| November 6, 2025 |
425 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 6, 2025 UNION PACIFIC CORPORATION (Exact name of registrant as specified in its charter) Utah 1-6075 13-2626465 (State or other jurisdiction of Incorporation) (Commission |
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| November 6, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 6, 2025 UNION PACIFIC CORPORATION (Exact name of registrant as specified in its charter) Utah 1-6075 13-2626465 (State or other jurisdiction of Incorporation) (Commission Fil |
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| November 6, 2025 |
425 FILED BY UNION PACIFIC CORPORATION PURSUANT TO RULE 425 UNDER THE SECURITIES ACT OF 1933 AND DEEMED FILED PURSUANT TO RULE 14a-6(b) UNDER THE SECURITIES EXCHANGE ACT OF 1934 SUBJECT COMPANY: NORFOLK SOUTHERN CORPORATION COMMISSION FILE NO. |
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| November 6, 2025 |
FILED BY UNION PACIFIC CORPORATION 425 FILED BY UNION PACIFIC CORPORATION PURSUANT TO RULE 425 UNDER THE SECURITIES ACT OF 1933 AND DEEMED FILED PURSUANT TO RULE 14a-6(b) UNDER THE SECURITIES EXCHANGE ACT OF 1934 SUBJECT COMPANY: NORFOLK SOUTHERN CORPORATION COMMISSION FILE NO. |
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| November 6, 2025 |
425 FILED BY UNION PACIFIC CORPORATION PURSUANT TO RULE 425 UNDER THE SECURITIES ACT OF 1933 AND DEEMED FILED PURSUANT TO RULE 14a-6(b) UNDER THE SECURITIES EXCHANGE ACT OF 1934 SUBJECT COMPANY: NORFOLK SOUTHERN CORPORATION COMMISSION FILE NO. |
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| November 5, 2025 |
425 FILED BY UNION PACIFIC CORPORATION PURSUANT TO RULE 425 UNDER THE SECURITIES ACT OF 1933 AND DEEMED FILED PURSUANT TO RULE 14a-6(b) UNDER THE SECURITIES EXCHANGE ACT OF 1934 SUBJECT COMPANY: NORFOLK SOUTHERN CORPORATION COMMISSION FILE NO. |
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| October 31, 2025 |
425 FILED BY UNION PACIFIC CORPORATION PURSUANT TO RULE 425 UNDER THE SECURITIES ACT OF 1933 AND DEEMED FILED PURSUANT TO RULE 14a-6(b) UNDER THE SECURITIES EXCHANGE ACT OF 1934 SUBJECT COMPANY: NORFOLK SOUTHERN CORPORATION COMMISSION FILE NO. |
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| October 30, 2025 |
425 FILED BY UNION PACIFIC CORPORATION PURSUANT TO RULE 425 UNDER THE SECURITIES ACT OF 1933 AND DEEMED FILED PURSUANT TO RULE 14a-12 AND RULE 14d-2(b) UNDER THE SECURITIES EXCHANGE ACT OF 1934 SUBJECT COMPANY: NORFOLK SOUTHERN CORPORATION COMMISSION FILE NO. |
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| October 29, 2025 |
425 FILED BY UNION PACIFIC CORPORATION PURSUANT TO RULE 425 UNDER THE SECURITIES ACT OF 1933 AND DEEMED FILED PURSUANT TO RULE 14a-6(b) UNDER THE SECURITIES EXCHANGE ACT OF 1934 SUBJECT COMPANY: NORFOLK SOUTHERN CORPORATION COMMISSION FILE NO. |
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| October 28, 2025 |
425 FILED BY UNION PACIFIC CORPORATION PURSUANT TO RULE 425 UNDER THE SECURITIES ACT OF 1933 AND DEEMED FILED PURSUANT TO RULE 14a-6(b) UNDER THE SECURITIES EXCHANGE ACT OF 1934 SUBJECT COMPANY: NORFOLK SOUTHERN CORPORATION COMMISSION FILE NO. |
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| October 28, 2025 |
425 FILED BY UNION PACIFIC CORPORATION PURSUANT TO RULE 425 UNDER THE SECURITIES ACT OF 1933 AND DEEMED FILED PURSUANT TO RULE 14a-6(b) UNDER THE SECURITIES EXCHANGE ACT OF 1934 SUBJECT COMPANY: NORFOLK SOUTHERN CORPORATION COMMISSION FILE NO. |
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| October 27, 2025 |
425 FILED BY UNION PACIFIC CORPORATION PURSUANT TO RULE 425 UNDER THE SECURITIES ACT OF 1933 AND DEEMED FILED PURSUANT TO RULE 14a-6(b) UNDER THE SECURITIES EXCHANGE ACT OF 1934 SUBJECT COMPANY: NORFOLK SOUTHERN CORPORATION COMMISSION FILE NO. |
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| October 23, 2025 |
Union Pacific Reports Third Quarter 2025 Results Exhibit 99.1 Union Pacific Reports Third Quarter 2025 Results •Diluted earnings per share (EPS) of $3.01 and adjusted diluted EPS* of $3.08 •Operating ratio (OR) of 59.2% and adjusted OR* of 58.5% •Operating revenue increased 3% Omaha, Neb., October 23, 2025 – Union Pacific Corporation (NYSE: UNP) today reported 2025 third quarter net income of $1.8 billion, or $3.01 per diluted share. Results inc |
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| October 23, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Numbe |
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| October 23, 2025 |
CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER Exhibit 31(a) CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER I, V. James Vena, certify that: 1.I have reviewed this quarterly report on Form 10-Q of Union Pacific Corporation; 2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements we |
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| October 23, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 23, 2025 (October 23, 2025) UNION PACIFIC CORPORATION (Exact name of registrant as specified in its charter) Utah 1-6075 13-2626465 (State or other jurisdiction of Incorporati |
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| October 23, 2025 |
CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER Exhibit 31(b) CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER I, Jennifer L. Hamann, certify that: 1.I have reviewed this quarterly report on Form 10-Q of Union Pacific Corporation; 2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statemen |
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| October 23, 2025 |
425 FILED BY UNION PACIFIC CORPORATION PURSUANT TO RULE 425 UNDER THE SECURITIES ACT OF 1933 AND DEEMED FILED PURSUANT TO RULE 14a-6(b) UNDER THE SECURITIES EXCHANGE ACT OF 1934 SUBJECT COMPANY: NORFOLK SOUTHERN CORPORATION COMMISSION FILE NO. |
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| October 22, 2025 |
425 FILED BY UNION PACIFIC CORPORATION PURSUANT TO RULE 425 UNDER THE SECURITIES ACT OF 1933 AND DEEMED FILED PURSUANT TO RULE 14a-6(b) UNDER THE SECURITIES EXCHANGE ACT OF 1934 SUBJECT COMPANY: NORFOLK SOUTHERN CORPORATION COMMISSION FILE NO. |
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| October 20, 2025 |
425 FILED BY UNION PACIFIC CORPORATION PURSUANT TO RULE 425 UNDER THE SECURITIES ACT OF 1933 AND DEEMED FILED PURSUANT TO RULE 14a-6(b) UNDER THE SECURITIES EXCHANGE ACT OF 1934 SUBJECT COMPANY: NORFOLK SOUTHERN CORPORATION COMMISSION FILE NO. |
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| October 15, 2025 |
FILED BY UNION PACIFIC CORPORATION 425 FILED BY UNION PACIFIC CORPORATION PURSUANT TO RULE 425 UNDER THE SECURITIES ACT OF 1933 AND DEEMED FILED PURSUANT TO RULE 14a-6(b) UNDER THE SECURITIES EXCHANGE ACT OF 1934 SUBJECT COMPANY: NORFOLK SOUTHERN CORPORATION COMMISSION FILE NO. |
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| October 15, 2025 |
425 FILED BY UNION PACIFIC CORPORATION PURSUANT TO RULE 425 UNDER THE SECURITIES ACT OF 1933 AND DEEMED FILED PURSUANT TO RULE 14a-6(b) UNDER THE SECURITIES EXCHANGE ACT OF 1934 SUBJECT COMPANY: NORFOLK SOUTHERN CORPORATION COMMISSION FILE NO. |
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| October 14, 2025 |
425 FILED BY UNION PACIFIC CORPORATION PURSUANT TO RULE 425 UNDER THE SECURITIES ACT OF 1933 AND DEEMED FILED PURSUANT TO RULE 14a-6(b) UNDER THE SECURITIES EXCHANGE ACT OF 1934 SUBJECT COMPANY: NORFOLK SOUTHERN CORPORATION COMMISSION FILE NO. |
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| October 10, 2025 |
425 FILED BY UNION PACIFIC CORPORATION PURSUANT TO RULE 425 UNDER THE SECURITIES ACT OF 1933 AND DEEMED FILED PURSUANT TO RULE 14a-6(b) UNDER THE SECURITIES EXCHANGE ACT OF 1934 SUBJECT COMPANY: NORFOLK SOUTHERN CORPORATION COMMISSION FILE NO. |
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| October 8, 2025 |
425 FILED BY UNION PACIFIC CORPORATION PURSUANT TO RULE 425 UNDER THE SECURITIES ACT OF 1933 AND DEEMED FILED PURSUANT TO RULE 14a-6(b) UNDER THE SECURITIES EXCHANGE ACT OF 1934 SUBJECT COMPANY: NORFOLK SOUTHERN CORPORATION COMMISSION FILE NO. |
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| October 6, 2025 |
425 FILED BY UNION PACIFIC CORPORATION PURSUANT TO RULE 425 UNDER THE SECURITIES ACT OF 1933 AND DEEMED FILED PURSUANT TO RULE 14a-6(b) UNDER THE SECURITIES EXCHANGE ACT OF 1934 SUBJECT COMPANY: NORFOLK SOUTHERN CORPORATION COMMISSION FILE NO. |
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| October 3, 2025 |
425 FILED BY UNION PACIFIC CORPORATION PURSUANT TO RULE 425 UNDER THE SECURITIES ACT OF 1933 AND DEEMED FILED PURSUANT TO RULE 14a-12 AND RULE 14d-2(b) UNDER THE SECURITIES EXCHANGE ACT OF 1934 SUBJECT COMPANY: NORFOLK SOUTHERN CORPORATION COMMISSION FILE NO. |
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| October 2, 2025 |
425 FILED BY UNION PACIFIC CORPORATION PURSUANT TO RULE 425 UNDER THE SECURITIES ACT OF 1933 AND DEEMED FILED PURSUANT TO RULE 14a-6(b) UNDER THE SECURITIES EXCHANGE ACT OF 1934 SUBJECT COMPANY: NORFOLK SOUTHERN CORPORATION COMMISSION FILE NO. |
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| October 2, 2025 |
425 FILED BY UNION PACIFIC CORPORATION PURSUANT TO RULE 425 UNDER THE SECURITIES ACT OF 1933 AND DEEMED FILED PURSUANT TO RULE 14a-6(b) UNDER THE SECURITIES EXCHANGE ACT OF 1934 SUBJECT COMPANY: NORFOLK SOUTHERN CORPORATION COMMISSION FILE NO. |
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| October 2, 2025 |
425 FILED BY UNION PACIFIC CORPORATION PURSUANT TO RULE 425 UNDER THE SECURITIES ACT OF 1933 AND DEEMED FILED PURSUANT TO RULE 14a-6(b) UNDER THE SECURITIES EXCHANGE ACT OF 1934 SUBJECT COMPANY: NORFOLK SOUTHERN CORPORATION COMMISSION FILE NO. |
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| October 2, 2025 |
425 FILED BY UNION PACIFIC CORPORATION PURSUANT TO RULE 425 UNDER THE SECURITIES ACT OF 1933 AND DEEMED FILED PURSUANT TO RULE 14a-6(b) UNDER THE SECURITIES EXCHANGE ACT OF 1934 SUBJECT COMPANY: NORFOLK SOUTHERN CORPORATION COMMISSION FILE NO. |
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| October 2, 2025 |
425 FILED BY UNION PACIFIC CORPORATION PURSUANT TO RULE 425 UNDER THE SECURITIES ACT OF 1933 AND DEEMED FILED PURSUANT TO RULE 14a-6(b) UNDER THE SECURITIES EXCHANGE ACT OF 1934 SUBJECT COMPANY: NORFOLK SOUTHERN CORPORATION COMMISSION FILE NO. |
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| October 1, 2025 |
TRANSACTION PROPOSED—YOUR VOTE IS VERY IMPORTANT 424B3 Table of Contents Filed Pursuant to Rule 424(b)(3) Registration No. 333-290282 & TRANSACTION PROPOSED—YOUR VOTE IS VERY IMPORTANT Dear Shareholders of Union Pacific and Norfolk Southern: On behalf of the board of directors of Union Pacific Corporation, which is referred to as Union Pacific, and Norfolk Southern Corporation, which is referred to as Norfolk Southern, we are pleased to enclose |
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| October 1, 2025 |
425 FILED BY UNION PACIFIC CORPORATION PURSUANT TO RULE 425 UNDER THE SECURITIES ACT OF 1933 AND DEEMED FILED PURSUANT TO RULE 14a-6(b) UNDER THE SECURITIES EXCHANGE ACT OF 1934 SUBJECT COMPANY: NORFOLK SOUTHERN CORPORATION COMMISSION FILE NO. |
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| September 30, 2025 |
X0101 EFFECT 33 LIVE 2025-09-30 17:00:00 S-4 0000100885 UNION PACIFIC CORP 333-290282 |
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| September 30, 2025 |
425 FILED BY UNION PACIFIC CORPORATION PURSUANT TO RULE 425 UNDER THE SECURITIES ACT OF 1933 AND DEEMED FILED PURSUANT TO RULE 14a-12 AND RULE 14d-2(b) UNDER THE SECURITIES EXCHANGE ACT OF 1934 SUBJECT COMPANY: NORFOLK SOUTHERN CORPORATION COMMISSION FILE NO. |
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| September 30, 2025 |
EX-99.5 Exhibit 99.5 SCAN TO VIEW MATERIALS & VOTE w NORFOLK SOUTHERN CORPORATION 650 WEST PEACHTREE STREET NW VOTE BY INTERNET ATLANTA, GA 30308 Before The Meeting - Go to www.proxyvote.com or scan the QR Barcode above Use the Internet to transmit your voting instructions and for electronic delivery of information. Vote by 11:59 PM ET on November 13, 2025. Have your proxy card in hand when you ac |
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| September 30, 2025 |
Consent of BofA Securities, Inc. EX-99.3 Exhibit 99.3 Consent of BofA Securities, Inc. September 30, 2025 The Board of Directors Norfolk Southern Corporation 650 West Peachtree Street NW Atlanta, Georgia 30308 Members of the Board: We hereby consent to the inclusion of our opinion letter, dated July 28, 2025, to the Board of Directors of Norfolk Southern Corporation (“Norfolk Southern”) as Annex D to, and to the reference ther |
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| September 30, 2025 |
Consent of Wells Fargo Securities, LLC EX-99.2 Exhibit 99.2 Consent of Wells Fargo Securities, LLC The Board of Directors Union Pacific Corporation 1400 Douglas Street Omaha, Nebraska 68179 The Board of Directors: We hereby consent to the inclusion of our opinion letter, dated July 28, 2025, to the Board of Directors of Union Pacific Corporation (“Union Pacific”) as Annex C to, and reference to such opinion letter under the headings “S |
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| September 30, 2025 |
Union Pacific Corporation 1400 Douglas Street Omaha, Nebraska 68179 CORRESP Union Pacific Corporation 1400 Douglas Street Omaha, Nebraska 68179 VIA EDGAR U. |
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| September 30, 2025 |
Consent of Morgan Stanley & Co. LLC EX-99.1 Exhibit 99.1 Consent of Morgan Stanley & Co. LLC We hereby consent to the use in Amendment No. 1 to the Registration Statement (the “Registration Statement”) of Union Pacific Corporation on Form S-4 and in the related joint proxy statement/prospectus, which is part of the Registration Statement, of our written opinion dated July 28, 2025, appearing as Annex B to such joint proxy statement/ |
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| September 30, 2025 |
EX-99.4 Exhibit 99.4 SCAN TO VIEW MATERIALS & VOTE w UNION PACIFIC CORPORATION VOTE BY INTERNET 1400 DOUGLAS ST, 19TH FLOOR Before the meeting - Go to www.proxyvote.com or scan the QR Barcode above OMAHA, NE 68179 Use the internet to transmit your voting instructions and for electronic delivery of information. Vote by 11:59 P.M., Eastern Time on November 13, 2025 for shares held directly and by 11 |
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| September 30, 2025 |
As filed with the Securities and Exchange Commission on September 30, 2025 S-4/A Table of Contents As filed with the Securities and Exchange Commission on September 30, 2025 No. |
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| September 26, 2025 |
425 FILED BY UNION PACIFIC CORPORATION PURSUANT TO RULE 425 UNDER THE SECURITIES ACT OF 1933 AND DEEMED FILED PURSUANT TO RULE 14a-12 AND RULE 14d-2(b) UNDER THE SECURITIES EXCHANGE ACT OF 1934 SUBJECT COMPANY: NORFOLK SOUTHERN CORPORATION COMMISSION FILE NO. |
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| September 26, 2025 |
425 FILED BY UNION PACIFIC CORPORATION PURSUANT TO RULE 425 UNDER THE SECURITIES ACT OF 1933 AND DEEMED FILED PURSUANT TO RULE 14a-12 AND RULE 14d-2(b) UNDER THE SECURITIES EXCHANGE ACT OF 1934 SUBJECT COMPANY: NORFOLK SOUTHERN CORPORATION COMMISSION FILE NO. |
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| September 24, 2025 |
September 24, 2025 V. James Vena Chief Executive Officer UNION PACIFIC CORP 1400 Douglas Street Omaha, Nebraska 68179 Re: UNION PACIFIC CORP Registration Statement on Form S-4 Filed September 16, 2025 File No. 333-290282 Dear V. James Vena: This is to advise you that we have not reviewed and will not review your registration statement. Please refer to Rules 460 and 461 regarding requests for accel |
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| September 24, 2025 |
425 FILED BY UNION PACIFIC CORPORATION PURSUANT TO RULE 425 UNDER THE SECURITIES ACT OF 1933 AND DEEMED FILED PURSUANT TO RULE 14a-12 AND RULE 14d-2(b) UNDER THE SECURITIES EXCHANGE ACT OF 1934 SUBJECT COMPANY: NORFOLK SOUTHERN CORPORATION COMMISSION FILE NO. |
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| September 24, 2025 |
425 FILED BY UNION PACIFIC CORPORATION PURSUANT TO RULE 425 UNDER THE SECURITIES ACT OF 1933 AND DEEMED FILED PURSUANT TO RULE 14a-12 AND RULE 14d-2(b) UNDER THE SECURITIES EXCHANGE ACT OF 1934 SUBJECT COMPANY: NORFOLK SOUTHERN CORPORATION COMMISSION FILE NO. |
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| September 23, 2025 |
425 FILED BY UNION PACIFIC CORPORATION PURSUANT TO RULE 425 UNDER THE SECURITIES ACT OF 1933 AND DEEMED FILED PURSUANT TO RULE 14a-12 AND RULE 14d-2(b) UNDER THE SECURITIES EXCHANGE ACT OF 1934 SUBJECT COMPANY: NORFOLK SOUTHERN CORPORATION COMMISSION FILE NO. |
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| September 23, 2025 |
425 FILED BY UNION PACIFIC CORPORATION PURSUANT TO RULE 425 UNDER THE SECURITIES ACT OF 1933 AND DEEMED FILED PURSUANT TO RULE 14a-12 AND RULE 14d-2(b) UNDER THE SECURITIES EXCHANGE ACT OF 1934 SUBJECT COMPANY: NORFOLK SOUTHERN CORPORATION COMMISSION FILE NO. |
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| September 22, 2025 |
425 FILED BY UNION PACIFIC CORPORATION PURSUANT TO RULE 425 UNDER THE SECURITIES ACT OF 1933 AND DEEMED FILED PURSUANT TO RULE 14a-12 AND RULE 14d-2(b) UNDER THE SECURITIES EXCHANGE ACT OF 1934 SUBJECT COMPANY: NORFOLK SOUTHERN CORPORATION COMMISSION FILE NO. |
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| September 19, 2025 |
425 FILED BY UNION PACIFIC CORPORATION PURSUANT TO RULE 425 UNDER THE SECURITIES ACT OF 1933 AND DEEMED FILED PURSUANT TO RULE 14a-12 AND RULE 14d-2(b) UNDER THE SECURITIES EXCHANGE ACT OF 1934 SUBJECT COMPANY: NORFOLK SOUTHERN CORPORATION COMMISSION FILE NO. |
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| September 17, 2025 |
425 FILED BY UNION PACIFIC CORPORATION PURSUANT TO RULE 425 UNDER THE SECURITIES ACT OF 1933 AND DEEMED FILED PURSUANT TO RULE 14a-12 AND RULE 14d-2(b) UNDER THE SECURITIES EXCHANGE ACT OF 1934 SUBJECT COMPANY: NORFOLK SOUTHERN CORPORATION COMMISSION FILE NO. |
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| September 16, 2025 |
Consent of BofA Securities, Inc. EX-99.3 Exhibit 99.3 Consent of BofA Securities, Inc. September 16, 2025 The Board of Directors Norfolk Southern Corporation 650 West Peachtree Street NW Atlanta, Georgia 30308 Members of the Board: We hereby consent to the inclusion of our opinion letter, dated July 28, 2025, to the Board of Directors of Norfolk Southern Corporation (“Norfolk Southern”) as Annex D to, and to the reference thereto |
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| September 16, 2025 |
As filed with the Securities and Exchange Commission on September 16, 2025 S-4 Table of Contents As filed with the Securities and Exchange Commission on September 16, 2025 No. |
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| September 16, 2025 |
Consent of Morgan Stanley & Co. LLC EX-99.1 Exhibit 99.1 Consent of Morgan Stanley & Co. LLC We hereby consent to the use in the Registration Statement (the “Registration Statement”) of Union Pacific Corporation on Form S-4 and in the related joint proxy statement/prospectus, which is part of the Registration Statement, of our written opinion dated July 28, 2025, appearing as Annex B to such joint proxy statement/prospectus, and to |
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| September 16, 2025 |
425 FILED BY UNION PACIFIC CORPORATION PURSUANT TO RULE 425 UNDER THE SECURITIES ACT OF 1933 AND DEEMED FILED PURSUANT TO RULE 14a-12 AND RULE 14d-2(b) UNDER THE SECURITIES EXCHANGE ACT OF 1934 SUBJECT COMPANY: NORFOLK SOUTHERN CORPORATION COMMISSION FILE NO. |
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| September 16, 2025 |
Calculation of Filing Fee Tables S-4 UNION PACIFIC CORP Table 1: Newly Registered and Carry Forward Securities ☐Not Applicable Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial Effective Date Filing Fee Previously Paid in Connection with Unsold Securities to be Carried Forward Newly Registered Securities Fees to be Paid 1 Equity Common Stock (par value of $2. |
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| September 16, 2025 |
Consent of Wells Fargo Securities, LLC EX-99.2 Exhibit 99.2 Consent of Wells Fargo Securities, LLC The Board of Directors Union Pacific Corporation 1400 Douglas Street Omaha, Nebraska 68179 The Board of Directors: We hereby consent to the inclusion of our opinion letter, dated July 28, 2025, to the Board of Directors of Union Pacific Corporation (“Union Pacific”) as Annex C to, and reference to such opinion letter under the headings “S |
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| September 12, 2025 |
425 FILED BY UNION PACIFIC CORPORATION PURSUANT TO RULE 425 UNDER THE SECURITIES ACT OF 1933 AND DEEMED FILED PURSUANT TO RULE 14a-12 AND RULE 14d-2(b) UNDER THE SECURITIES EXCHANGE ACT OF 1934 SUBJECT COMPANY: NORFOLK SOUTHERN CORPORATION COMMISSION FILE NO. |
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| September 11, 2025 |
425 FILED BY UNION PACIFIC CORPORATION PURSUANT TO RULE 425 UNDER THE SECURITIES ACT OF 1933 AND DEEMED FILED PURSUANT TO RULE 14a-12 AND RULE 14d-2(b) UNDER THE SECURITIES EXCHANGE ACT OF 1934 SUBJECT COMPANY: NORFOLK SOUTHERN CORPORATION COMMISSION FILE NO. |
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| September 10, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 10, 2025 (September 10, 2025) UNION PACIFIC CORPORATION (Exact name of registrant as specified in its charter) Utah 1-6075 13-2626465 (State or other jurisdiction of Incorpo |
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| September 10, 2025 |
425 FILED BY UNION PACIFIC CORPORATION PURSUANT TO RULE 425 UNDER THE SECURITIES ACT OF 1933 AND DEEMED FILED PURSUANT TO RULE 14a-12 AND RULE 14d-2(b) UNDER THE SECURITIES EXCHANGE ACT OF 1934 SUBJECT COMPANY: NORFOLK SOUTHERN CORPORATION COMMISSION FILE NO. |
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| September 10, 2025 |
425 FILED BY UNION PACIFIC CORPORATION PURSUANT TO RULE 425 UNDER THE SECURITIES ACT OF 1933 AND DEEMED FILED PURSUANT TO RULE 14a-12 AND RULE 14d-2(b) UNDER THE SECURITIES EXCHANGE ACT OF 1934 SUBJECT COMPANY: NORFOLK SOUTHERN CORPORATION COMMISSION FILE NO. |
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| September 5, 2025 |
425 FILED BY UNION PACIFIC CORPORATION PURSUANT TO RULE 425 UNDER THE SECURITIES ACT OF 1933 AND DEEMED FILED PURSUANT TO RULE 14a-12 AND RULE 14d-2(b) UNDER THE SECURITIES EXCHANGE ACT OF 1934 SUBJECT COMPANY: NORFOLK SOUTHERN CORPORATION COMMISSION FILE NO. |
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| September 3, 2025 |
425 FILED BY UNION PACIFIC CORPORATION PURSUANT TO RULE 425 UNDER THE SECURITIES ACT OF 1933 AND DEEMED FILED PURSUANT TO RULE 14a-12 AND RULE 14d-2(b) UNDER THE SECURITIES EXCHANGE ACT OF 1934 SUBJECT COMPANY: NORFOLK SOUTHERN CORPORATION COMMISSION FILE NO. |
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| August 28, 2025 |
425 FILED BY UNION PACIFIC CORPORATION PURSUANT TO RULE 425 UNDER THE SECURITIES ACT OF 1933 AND DEEMED FILED PURSUANT TO RULE 14a-12 AND RULE 14d-2(b) UNDER THE SECURITIES EXCHANGE ACT OF 1934 SUBJECT COMPANY: NORFOLK SOUTHERN CORPORATION COMMISSION FILE NO. |
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| August 27, 2025 |
425 FILED BY UNION PACIFIC CORPORATION PURSUANT TO RULE 425 UNDER THE SECURITIES ACT OF 1933 AND DEEMED FILED PURSUANT TO RULE 14a-12 AND RULE 14d-2(b) UNDER THE SECURITIES EXCHANGE ACT OF 1934 SUBJECT COMPANY: NORFOLK SOUTHERN CORPORATION COMMISSION FILE NO. |
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| August 26, 2025 |
425 FILED BY UNION PACIFIC CORPORATION PURSUANT TO RULE 425 UNDER THE SECURITIES ACT OF 1933 AND DEEMED FILED PURSUANT TO RULE 14a-12 AND RULE 14d-2(b) UNDER THE SECURITIES EXCHANGE ACT OF 1934 SUBJECT COMPANY: NORFOLK SOUTHERN CORPORATION COMMISSION FILE NO. |
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| August 25, 2025 |
425 FILED BY UNION PACIFIC CORPORATION PURSUANT TO RULE 425 UNDER THE SECURITIES ACT OF 1933 AND DEEMED FILED PURSUANT TO RULE 14a-12 AND RULE 14d-2(b) UNDER THE SECURITIES EXCHANGE ACT OF 1934 SUBJECT COMPANY: NORFOLK SOUTHERN CORPORATION COMMISSION FILE NO. |
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| August 22, 2025 |
425 FILED BY UNION PACIFIC CORPORATION PURSUANT TO RULE 425 UNDER THE SECURITIES ACT OF 1933 AND DEEMED FILED PURSUANT TO RULE 14a-12 AND RULE 14d-2(b) UNDER THE SECURITIES EXCHANGE ACT OF 1934 SUBJECT COMPANY: NORFOLK SOUTHERN CORPORATION COMMISSION FILE NO. |
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| August 21, 2025 |
425 FILED BY UNION PACIFIC CORPORATION PURSUANT TO RULE 425 UNDER THE SECURITIES ACT OF 1933 AND DEEMED FILED PURSUANT TO RULE 14a-12 AND RULE 14d-2(b) UNDER THE SECURITIES EXCHANGE ACT OF 1934 SUBJECT COMPANY: NORFOLK SOUTHERN CORPORATION COMMISSION FILE NO. |
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| August 20, 2025 |
425 FILED BY UNION PACIFIC CORPORATION PURSUANT TO RULE 425 UNDER THE SECURITIES ACT OF 1933 AND DEEMED FILED PURSUANT TO RULE 14a-12 AND RULE 14d-2(b) UNDER THE SECURITIES EXCHANGE ACT OF 1934 SUBJECT COMPANY: NORFOLK SOUTHERN CORPORATION COMMISSION FILE NO. |
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| August 19, 2025 |
425 FILED BY UNION PACIFIC CORPORATION PURSUANT TO RULE 425 UNDER THE SECURITIES ACT OF 1933 AND DEEMED FILED PURSUANT TO RULE 14a-12 AND RULE 14d-2(b) UNDER THE SECURITIES EXCHANGE ACT OF 1934 SUBJECT COMPANY: NORFOLK SOUTHERN CORPORATION COMMISSION FILE NO. |
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| August 19, 2025 |
Transcript of Conversation Between Governor Jim Pillen & Eric Gehringer FILED BY UNION PACIFIC CORPORATION PURSUANT TO RULE 425 UNDER THE SECURITIES ACT OF 1933 AND DEEMED FILED PURSUANT TO RULE 14a-12 AND RULE 14d-2(b) UNDER THE SECURITIES EXCHANGE ACT OF 1934 SUBJECT COMPANY: NORFOLK SOUTHERN CORPORATION COMMISSION FILE NO. |
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| August 19, 2025 |
425 FILED BY UNION PACIFIC CORPORATION PURSUANT TO RULE 425 UNDER THE SECURITIES ACT OF 1933 AND DEEMED FILED PURSUANT TO RULE 14a-12 AND RULE 14d-2(b) UNDER THE SECURITIES EXCHANGE ACT OF 1934 SUBJECT COMPANY: NORFOLK SOUTHERN CORPORATION COMMISSION FILE NO. |
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| August 18, 2025 |
425 FILED BY UNION PACIFIC CORPORATION PURSUANT TO RULE 425 UNDER THE SECURITIES ACT OF 1933 AND DEEMED FILED PURSUANT TO RULE 14a-12 AND RULE 14d-2(b) UNDER THE SECURITIES EXCHANGE ACT OF 1934 SUBJECT COMPANY: NORFOLK SOUTHERN CORPORATION COMMISSION FILE NO. |
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| August 14, 2025 |
FILED BY UNION PACIFIC CORPORATION 425 FILED BY UNION PACIFIC CORPORATION PURSUANT TO RULE 425 UNDER THE SECURITIES ACT OF 1933 AND DEEMED FILED PURSUANT TO RULE 14a-12 AND RULE 14d-2(b) UNDER THE SECURITIES EXCHANGE ACT OF 1934 SUBJECT COMPANY: NORFOLK SOUTHERN CORPORATION COMMISSION FILE NO. |
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| August 13, 2025 |
425 FILED BY UNION PACIFIC CORPORATION PURSUANT TO RULE 425 UNDER THE SECURITIES ACT OF 1933 AND DEEMED FILED PURSUANT TO RULE 14a-12 AND RULE 14d-2(b) UNDER THE SECURITIES EXCHANGE ACT OF 1934 SUBJECT COMPANY: NORFOLK SOUTHERN CORPORATION COMMISSION FILE NO. |
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| August 12, 2025 |
FILED BY UNION PACIFIC CORPORATION 425 FILED BY UNION PACIFIC CORPORATION PURSUANT TO RULE425 UNDER THE SECURITIES ACT OF 1933 AND DEEMED FILED PURSUANT TO RULE14a-12 AND RULE14d-2(b) UNDER THE SECURITIES EXCHANGE ACT OF 1934 SUBJECT COMPANY: NORFOLK SOUTHERN CORPORATION COMMISSION FILE NO. |
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| August 11, 2025 |
425 FILED BY UNION PACIFIC CORPORATION PURSUANT TO RULE 425 UNDER THE SECURITIES ACT OF 1933 AND DEEMED FILED PURSUANT TO RULE 14a-12 AND RULE 14d-2(b) UNDER THE SECURITIES EXCHANGE ACT OF 1934 SUBJECT COMPANY: NORFOLK SOUTHERN CORPORATION COMMISSION FILE NO. |
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| August 7, 2025 |
425 America’s First Transcontinental Railroad Union Pacific and Norfolk Southern to Combine 7/29/2025 FILED BY UNION PACIFIC CORPORATION PURSUANT TO RULE 425 UNDER THE SECURITIES ACT OF 1933 AND DEEMED FILED PURSUANT TO RULE 14a-12 AND RULE 14d-2(b) UNDER THE SECURITIES EXCHANGE ACT OF 1934 SUBJECT COMPANY: NORFOLK SOUTHERN CORPORATION COMMISSION FILE NO. |
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| August 6, 2025 |
Transcript for Employee Town Hall Talk: Why Is the UP-NS Agreement a Win for All Stakeholders? 425 FILED BY UNION PACIFIC CORPORATION PURSUANT TO RULE 425 UNDER THE SECURITIES ACT OF 1933 AND DEEMED FILED PURSUANT TO RULE 14a-12 AND RULE 14d-2(b) UNDER THE SECURITIES EXCHANGE ACT OF 1934 SUBJECT COMPANY: NORFOLK SOUTHERN CORPORATION COMMISSION FILE NO. |
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| August 6, 2025 |
425 FILED BY UNION PACIFIC CORPORATION PURSUANT TO RULE 425 UNDER THE SECURITIES ACT OF 1933 AND DEEMED FILED PURSUANT TO RULE 14a-12 AND RULE 14d-2(b) UNDER THE SECURITIES EXCHANGE ACT OF 1934 SUBJECT COMPANY: NORFOLK SOUTHERN CORPORATION COMMISSION FILE NO. |
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| August 5, 2025 |
FILED BY UNION PACIFIC CORPORATION 425 FILED BY UNION PACIFIC CORPORATION PURSUANT TO RULE425 UNDER THE SECURITIES ACT OF 1933 AND DEEMED FILED PURSUANT TO RULE14a-12 AND RULE14d-2(b) UNDER THE SECURITIES EXCHANGE ACT OF 1934 SUBJECT COMPANY: NORFOLK SOUTHERN CORPORATION COMMISSION FILE NO. |
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| August 4, 2025 |
425 Protecting and Expanding Opportunities for Employees and Local Economies Union Pacific Invests in Its People 17% Employee Veterans Free College for Proudly Served or Serving in All Employees Our Nation’s Armed Forces Starting Day One Multigenerational 74 Hours of Training Per Railroad Families Employee Annually6 Building America with Pride Empowering America’s Workforce Across Generations to M |
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| August 4, 2025 |
425 Rail is the Safest Mode to Transport Freight Over Land in the United States A single intermodal train can remove 500 trucks from the nation’s congested highways Union Pacific – leading personal safety in 2025 Industrywide Safety Improvements over 20 Years Overall train incident rate Employee injury rate Grade crossing collision decreased 27%3 fell 50%3 rates dropped 25%3 Improving Safety and S |
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| July 31, 2025 |
Fox Business The Claman Countdown—Jim Vena and Mark George Interview 7.29.25 Filed by Union Pacific Corporation Pursuant to Rule 425 under the Securities Act of 1933 and deemed to be filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Norfolk Southern Corporation Commission File No. |
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| July 31, 2025 |
FILED BY UNION PACIFIC CORPORATION 425 FILED BY UNION PACIFIC CORPORATION PURSUANT TO RULE 425 UNDER THE SECURITIES ACT OF 1933 AND DEEMED FILED PURSUANT TO RULE 14a-12 AND RULE 14d-2(b) UNDER THE SECURITIES EXCHANGE ACT OF 1934 SUBJECT COMPANY: NORFOLK SOUTHERN CORPORATION COMMISSION FILE NO. |
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| July 30, 2025 |
Benefits of Transaction Video Transcript Narration Script FILED BY UNION PACIFIC CORPORATION PURSUANT TO RULE 425 UNDER THE SECURITIES ACT OF 1933 AND DEEMED FILED PURSUANT TO RULE 14a-12 AND RULE 14d-2(b) UNDER THE SECURITIES EXCHANGE ACT OF 1934 SUBJECT COMPANY: NORFOLK SOUTHERN CORPORATION COMMISSION FILE NO. |
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| July 30, 2025 |
425 FILED BY UNION PACIFIC CORPORATION PURSUANT TO RULE 425 UNDER THE SECURITIES ACT OF 1933 AND DEEMED FILED PURSUANT TO RULE 14a-12 AND RULE 14d-2(b) UNDER THE SECURITIES EXCHANGE ACT OF 1934 SUBJECT COMPANY: NORFOLK SOUTHERN CORPORATION COMMISSION FILE NO. |
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| July 30, 2025 |
FILED BY UNION PACIFIC CORPORATION 425 FILED BY UNION PACIFIC CORPORATION PURSUANT TO RULE425 UNDER THE SECURITIES ACT OF 1933 AND DEEMED FILED PURSUANT TO RULE14a-12 AND RULE14d-2(b) UNDER THE SECURITIES EXCHANGE ACT OF 1934 SUBJECT COMPANY: NORFOLK SOUTHERN CORPORATION COMMISSION FILE NO. |
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| July 30, 2025 |
FILED BY UNION PACIFIC CORPORATION 425 FILED BY UNION PACIFIC CORPORATION PURSUANT TO RULE 425 UNDER THE SECURITIES ACT OF 1933 AND DEEMED FILED PURSUANT TO RULE 14a-12 AND RULE 14d-2(b) UNDER THE SECURITIES EXCHANGE ACT OF 1934 SUBJECT COMPANY: NORFOLK SOUTHERN CORPORATION COMMISSION FILE NO. |
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| July 30, 2025 |
425 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 29, 2025 (July 28, 2025) UNION PACIFIC CORPORATION (Exact name of registrant as specified in its charter) Utah 1-6075 13-2626465 (State or other jurisdiction of Incorporation |
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| July 30, 2025 |
EX-2.1 Exhibit 2.1 Execution Version AGREEMENT AND PLAN OF MERGER by and among UNION PACIFIC CORPORATION, RUBY MERGER SUB 1 CORPORATION, RUBY MERGER SUB 2 LLC and NORFOLK SOUTHERN CORPORATION Dated as of July 28, 2025 TABLE OF CONTENTS Page Article 1 THE MERGERS Section 1.1 The Mergers 6 Section 1.2 Closing 6 Section 1.3 Effective Times 7 Section 1.4 Effects of the Mergers 7 Section 1.5 Organizati |
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| July 30, 2025 |
FILED BY UNION PACIFIC CORPORATION 425 FILED BY UNION PACIFIC CORPORATION PURSUANT TO RULE 425 UNDER THE SECURITIES ACT OF 1933 AND DEEMED FILED PURSUANT TO RULE 14a-12 AND RULE 14d-2(b) UNDER THE SECURITIES EXCHANGE ACT OF 1934 SUBJECT COMPANY: NORFOLK SOUTHERN CORPORATION COMMISSION FILE NO. |
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| July 30, 2025 |
CAUTIONARY NOTE REGARDING FORWARD LOOKING STATEMENTS 425 FILED BY UNION PACIFIC CORPORATION PURSUANT TO RULE425 UNDER THE SECURITIES ACT OF 1933 AND DEEMED FILED PURSUANT TO RULE14a-12 AND RULE14d-2(b) UNDER THE SECURITIES EXCHANGE ACT OF 1934 SUBJECT COMPANY: NORFOLK SOUTHERN CORPORATION COMMISSION FILE NO. |
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| July 29, 2025 |
FILED BY UNION PACIFIC CORPORATION FILED BY UNION PACIFIC CORPORATION PURSUANT TO RULE 425 UNDER THE SECURITIES ACT OF 1933 AND DEEMED FILED PURSUANT TO RULE 14a-12 AND RULE 14d-2(b) UNDER THE SECURITIES EXCHANGE ACT OF 1934 SUBJECT COMPANY: NORFOLK SOUTHERN CORPORATION COMMISSION FILE NO. |
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| July 29, 2025 |
425 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 29, 2025 (July 28, 2025) UNION PACIFIC CORPORATION (Exact name of registrant as specified in its charter) Utah 1-6075 13-2626465 (State or other jurisdiction of Incorporation |
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| July 29, 2025 |
FILED BY UNION PACIFIC CORPORATION 425 FILED BY UNION PACIFIC CORPORATION PURSUANT TO RULE 425 UNDER THE SECURITIES ACT OF 1933 AND DEEMED FILED PURSUANT TO RULE 14a-12 AND RULE 14d-2(b) UNDER THE SECURITIES EXCHANGE ACT OF 1934 SUBJECT COMPANY: NORFOLK SOUTHERN CORPORATION COMMISSION FILE NO. |
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| July 29, 2025 |
Delivering Benefits to All Stakeholders Union Pacific and Norfolk Southern announced an agreement to create America’s first transcontinental railroad, building on President Abraham Lincoln’s vision from nearly 165 years ago. |
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| July 29, 2025 |
FILED BY UNION PACIFIC CORPORATION 425 FILED BY UNION PACIFIC CORPORATION PURSUANT TO RULE 425 UNDER THE SECURITIES ACT OF 1933 AND DEEMED FILED PURSUANT TO RULE 14a-12 AND RULE 14d-2(b) UNDER THE SECURITIES EXCHANGE ACT OF 1934 SUBJECT COMPANY: NORFOLK SOUTHERN CORPORATION COMMISSION FILE NO. |
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| July 29, 2025 |
EX-99.2 America’s First Transcontinental Railroad Union Pacific and Norfolk Southern to Combine 7/29/2025 Exhibit 99.2 Cautionary Information This presentation and related materials contain statements that are forward looking statements. Forward-looking statements should not be read as a guarantee of future performance or results, and will not necessarily be accurate indications of the times that, |
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| July 29, 2025 |
425 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 29, 2025 (July 28, 2025) NORFOLK SOUTHERN CORPORATION (Exact Name of Registrant as Specified in its Charter) Virginia 1-8339 52-1188014 (State or Other Jurisdiction (Commissi |
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| July 29, 2025 |
Union Pacific-Norfolk Southern Transaction Q&A 425 FILED BY UNION PACIFIC CORPORATION PURSUANT TO RULE 425 UNDER THE SECURITIES ACT OF 1933 AND DEEMED FILED PURSUANT TO RULE 14a-12 AND RULE 14d-2(b) UNDER THE SECURITIES EXCHANGE ACT OF 1934 SUBJECT COMPANY: NORFOLK SOUTHERN CORPORATION COMMISSION FILE NO. |
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| July 29, 2025 |
Union Pacific and Norfolk Southern to Create America’s First Transcontinental Railroad EX-99.1 Exhibit 99.1 Union Pacific and Norfolk Southern to Create America’s First Transcontinental Railroad • Transaction to transform the U.S. supply chain and economy; strengthen domestic manufacturing; and preserve union jobs • Two legendary railroads enter agreement to combine in stock and cash merger, creating a combined enterprise of over $250 billion • Transaction values Norfolk Southern at |
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| July 29, 2025 |
EX-2.1 Exhibit 2.1 Execution Version AGREEMENT AND PLAN OF MERGER by and among UNION PACIFIC CORPORATION, RUBY MERGER SUB 1 CORPORATION, RUBY MERGER SUB 2 LLC and NORFOLK SOUTHERN CORPORATION Dated as of July 28, 2025 TABLE OF CONTENTS Page Article 1 THE MERGERS Section 1.1 The Mergers 6 Section 1.2 Closing 6 Section 1.3 Effective Times 7 Section 1.4 Effects of the Mergers 7 Section 1.5 Organizati |
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| July 29, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 29, 2025 (July 28, 2025) UNION PACIFIC CORPORATION (Exact name of registrant as specified in its charter) Utah 1-6075 13-2626465 (State or other jurisdiction of Incorporation) (C |
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| July 29, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 29, 2025 (July 28, 2025) UNION PACIFIC CORPORATION (Exact name of registrant as specified in its charter) Utah 1-6075 13-2626465 (State or other jurisdiction of Incorporation) (C |
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| July 29, 2025 |
FILED BY UNION PACIFIC CORPORATION 425 FILED BY UNION PACIFIC CORPORATION PURSUANT TO RULE 425 UNDER THE SECURITIES ACT OF 1933 AND DEEMED FILED PURSUANT TO RULE 14a-12 AND RULE 14d-2(b) UNDER THE SECURITIES EXCHANGE ACT OF 1934 SUBJECT COMPANY: NORFOLK SOUTHERN CORPORATION COMMISSION FILE NO. |
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| July 24, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 24, 2025 (July 24, 2025) UNION PACIFIC CORPORATION (Exact name of registrant as specified in its charter) Utah 1-6075 13-2626465 (State or other jurisdiction of Incorporation) (C |
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| July 24, 2025 |
Exhibit 31(a) CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER I, V. James Vena, certify that: 1.I have reviewed this quarterly report on Form 10-Q of Union Pacific Corporation; 2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements we |
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| July 24, 2025 |
Union Pacific and Norfolk Southern Discussing Possible Merger Exhibit 99.1 Union Pacific and Norfolk Southern Discussing Possible Merger OMAHA, Neb., July 24, 2025 – Union Pacific Corporation (NYSE: UNP) and Norfolk Southern Corporation (NYSE: NSC) confirmed today that the companies are engaged in advanced discussions regarding a potential business combination. There can be no assurances as to whether an agreement for a transaction will be reached or as to t |
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| July 24, 2025 |
Exhibit 31(b) CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER I, Jennifer L. Hamann, certify that: 1.I have reviewed this quarterly report on Form 10-Q of Union Pacific Corporation; 2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statemen |
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| July 24, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 1-6 |
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| July 24, 2025 |
Union Pacific Reports Second Quarter 2025 Results Exhibit 99.1 Union Pacific Reports Second Quarter 2025 Results •Diluted earnings per share (EPS) of $3.15 and adjusted diluted EPS* of $3.03 •Operating ratio (OR) of 59.0% and adjusted OR* of 58.1% •Revenue carloads up 4% Omaha, Neb., July 24, 2025 – Union Pacific Corporation (NYSE: UNP) today reported 2025 second quarter net income of $1.9 billion, or $3.15 per diluted share. Results compare to 2 |
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| July 24, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 24, 2025 (July 24, 2025) UNION PACIFIC CORPORATION (Exact name of registrant as specified in its charter) Utah 1-6075 13-2626465 (State or other jurisdiction of Incorporation) (C |
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| June 26, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 11-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 11-K (Mark One) [X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 - OR - [ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-6075 A. F |
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| June 26, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 11-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 11-K (Mark One) [X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 - OR - [ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-6075 A. F |
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| June 26, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 11-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 11-K (Mark One) [X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 - OR - [ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-6075 A. F |
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| June 26, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 11-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 11-K (Mark One) [X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 - OR - [ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-6075 A. F |
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| May 9, 2025 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 9, 2025 (May 8, 2025) UNION PACIFIC CORPORATION (Exact name of registrant as specified in its charter) Utah 1-6075 13-2626465 (State or other jurisdiction of Incorporation) (Commi |
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| May 9, 2025 |
Transition and Separation Agreement between the Company and Elizabeth F. Whited, dated May 8, 2025. Exhibit 10.1 EXECUTION VERSION TRANSITION AND SEPARATION AGREEMENT This TRANSITION AND SEPARATION AGREEMENT (this “Agreement”) is entered into on this 8th day of May, 2025 by and between Union Pacific Corporation, a Utah corporation (the “Corporation”); Union Pacific Railroad Company, a Delaware corporation (“Union Pacific Railroad Company, collectively with the Corporation, the “Company”); and El |
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| May 9, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 9, 2025 (May 8, 2025) UNION PACIFIC CORPORATION (Exact name of registrant as specified in its charter) Utah 1-6075 13-2626465 (State or other jurisdiction of Incorporation) (Commi |
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| May 9, 2025 |
Exhibit 99.1 Union Pacific President Beth Whited Celebrates 37 Years with the Railroad and Announces Transition to Company Advisor OMAHA, Neb., May 9, 2025 – Union Pacific Railroad President Beth Whited will transition from her role as the railroad’s first female president to become a strategic advisor effective July 1, 2025. Whited will remain an advisor through early 2026. “Beth’s dedication to |
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| April 24, 2025 |
Exhibit 31(b) CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER I, Jennifer L. Hamann, certify that: 1.I have reviewed this quarterly report on Form 10-Q of Union Pacific Corporation; 2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statemen |
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| April 24, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 1- |
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| April 24, 2025 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 24, 2025 (April 24, 2025) UNION PACIFIC CORPORATION (Exact name of registrant as specified in its charter) Utah 1-6075 13-2626465 (State or other jurisdiction of Incorporation) |
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| April 24, 2025 |
Union Pacific Reports First Quarter 2025 Results Exhibit 99.1 Union Pacific Reports First Quarter 2025 Results •First quarter earnings per diluted share flat at $2.70, reflecting a 7% headwind from fuel and leap year •First quarter operating income flat at $2.4 billion •First quarter revenue carloads up 7% •First quarter freight revenue excluding fuel surcharge up 4% Omaha, Neb., April 24, 2025 – Union Pacific Corporation (NYSE: UNP) today repor |
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| April 24, 2025 |
Exhibit 31(a) CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER I, V. James Vena, certify that: 1.I have reviewed this quarterly report on Form 10-Q of Union Pacific Corporation; 2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements we |
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| April 3, 2025 |
Notice of Exempt Solicitation Pursuant to Rule 14a-103 Notice of Exempt Solicitation Pursuant to Rule 14a-103 Name of Registrant: Union Pacific Corporation (UNP) Name of person relying on exemption: John Chevedden, Union Pacific Shareholder Address of persons relying on exemption: POB 2673, Redondo Beach, CA 90278 The attached written materials are submitted pursuant to Rule 14a-6(g)(1) promulgated under the Securities Exchange Act of 1934. |
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| March 25, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ D |
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| March 25, 2025 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as |
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| February 18, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 18, 2025 (February 14, 2025) UNION PACIFIC CORPORATION (Exact name of registrant as specified in its charter) Utah 1-6075 13-2626465 (State or other jurisdiction of Incorpora |
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| February 13, 2025 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 13, 2025 (February 10, 2025) UNION PACIFIC CORPORATION (Exact name of registrant as specified in its charter) Utah 1-6075 13-2626465 (State or other jurisdiction of Incorpora |
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| February 13, 2025 |
Exhibit 4.1 UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (“DTC”), TO THE ISSUER OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & |
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| February 13, 2025 |
Exhibit 4.2 UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (“DTC”), TO THE ISSUER OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & |
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| February 13, 2025 |
Exhibit 1.1 EXECUTION VERSION UNION PACIFIC CORPORATION Debt Securities UNDERWRITING AGREEMENT 1. Introduction. Union Pacific Corporation, a Utah corporation (the “Company”), proposes to issue and sell from time to time certain of its debt securities registered under the registration statement referred to in Section 2(a) (“Registered Securities”). Each series of Registered Securities will be issue |
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| February 12, 2025 |
Exhibit 107.1 Calculation of Filing Fee Table 424(b)(5) (Form Type) Union Pacific Corporation (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration |
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| February 12, 2025 |
$2,000,000,000 $1,000,000,000 5.100% Notes due 2035 $1,000,000,000 5.600% Notes due 2054 Table of Contents Filed Pursuant to Rule 424(b)(5) Registration Statement No. 333-277044 Prospectus Supplement (To Prospectus Dated February 13, 2024) $2,000,000,000 $1,000,000,000 5.100% Notes due 2035 $1,000,000,000 5.600% Notes due 2054 Union Pacific Corporation (the “Company”) is offering $1,000,000,000 aggregate principal amount of 5.100% notes due 2035 (the “2035 notes”) and $1,000,000,000 a |
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| February 10, 2025 |
Filed Pursuant to Rule 433 Registration Statement No. 333-277044 Pricing Term Sheet February 10, 2025 Union Pacific Corporation $1,000,000,000 5.100% Notes due 2035 (the “2035 Notes”) $1,000,000,000 5.600% Notes due 2054 (the “2054 Notes”) Issuer: Union Pacific Corporation Expected Ratings (Moody’s / S&P / Fitch): A3/A-/A-* Principal Amount: 2035 Notes: $1,000,000,000 2054 Notes: $1,000,000,000 Tr |
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| February 10, 2025 |
SUBJECT TO COMPLETION, DATED FEBRUARY 10, 2025 Table of Contents Filed Pursuant to Rule 424(b)(2) Registration Statement No. 333-277044 This preliminary prospectus supplement relates to an effective registration statement under the Securities Act of 1933, but is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are not an offer to sell these securities in any jurisdiction where the offer or |
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| February 7, 2025 |
Exhibit 31(b) CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER I, Jennifer L. Hamann, certify that: 1.I have reviewed this annual report on Form 10-K of Union Pacific Corporation; 2.Based on my knowledge, this report does not contain any untrue statement of material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements we |
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| February 7, 2025 |
Exhibit 31(a) CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER I, V. James Vena, certify that: 1.I have reviewed this annual report on Form 10-K of Union Pacific Corporation; 2.Based on my knowledge, this report does not contain any untrue statement of material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were ma |
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| February 7, 2025 |
Form of Non-Qualified Stock Option Agreement for Executives dated February Exhibit 10(b) UNION PACIFIC CORPORATION GRANT NOTICE FOR 2021 STOCK INCENTIVE PLAN NONQUALIFIED STOCK OPTION FOR GOOD AND VALUABLE CONSIDERATION, Union Pacific Corporation (the “Company”), hereby grants to Participant named below (for purposes hereof, references herein to “you” or “your” shall refer to such Participant) the nonqualified stock option (the “Option”) to purchase any part or all of the number of shares of its common stock, par value $2. |
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| February 7, 2025 |
List of the Corporation’s significant subsidiaries and their respective states of incorporation. Exhibit 21 SIGNIFICANT SUBSIDIARIES OF UNION PACIFIC CORPORATION Name of Corporation State of Incorporation Union Pacific Railroad Company Delaware |
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| February 7, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 1-6075 |
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| February 7, 2025 |
Powers of attorney executed by the directors of UPC. Exhibit 24 UNION PACIFIC CORPORATION Powers of Attorney Each of the undersigned directors of Union Pacific Corporation, a Utah corporation (the Company), do hereby appoint each of V. |
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| February 7, 2025 |
Union Pacific Corporation Confidentiality and Insider Trading Policy dated October 1, 2024. Exhibit 19 Union Pacific Corporation Confidentiality And Insider Trading Policy This Policy applies to all employees, executives and directors (all such persons are referred to as “Company Persons”) of Union Pacific Corporation and its subsidiaries (the “Company”), as well as members of their immediate family, and Controlled Entities, all as explained and defined in Part IV of this Policy (all such persons subject to this Policy are referred to as “Covered Persons”). |
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| February 7, 2025 |
Form of Performance Stock Unit Agreement dated February Exhibit 10(a) UNION PACIFIC CORPORATION GRANT NOTICE FOR 2021 STOCK INCENTIVE PLAN PERFORMANCE STOCK UNITS FOR GOOD AND VALUABLE CONSIDERATION, Union Pacific Corporation (the “Company”), hereby grants to Participant named below (for purposes hereof, references herein to “you” or “your” shall refer to such Participant) the number of Stock Units specified below (the “Award”), upon the terms and subj |
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| January 23, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 23, 2025 (January 23, 2025) UNION PACIFIC CORPORATION (Exact name of registrant as specified in its charter) Utah 1-6075 13-2626465 (State or other jurisdiction of Incorporati |
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| January 23, 2025 |
Exhibit 99.1 Union Pacific Reports Fourth Quarter and Full Year 2024 Results •Fourth quarter earnings per diluted share of $2.91, up 7% •Fourth quarter operating ratio of 58.7% •Full year earnings per diluted share of $11.09, up 6% •Full year operating ratio of 59.9% •Full year return on invested capital of 15.8% Omaha, Neb., January 23, 2025 – Union Pacific Corporation (NYSE: UNP) today reported |
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| October 24, 2024 |
effective as of January 1, 2009, including all amendments adopted through August 1, 20 Exhibit 10(a) SUPPLEMENTAL THRIFT PLAN (409A Grandfathered Component) of UNION PACIFIC CORPORATION (Effective as of January 1, 2009, including all amendments adopted through August 1, 2024) ARTICLE ONE Scope of Plan and Definitions 1. |
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| October 24, 2024 |
Exhibit 31(a) CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER I, V. James Vena, certify that: 1. I have reviewed this quarterly report on Form 10-Q of Union Pacific Corporation; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements |
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| October 24, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 24, 2024 (October 24, 2024) UNION PACIFIC CORPORATION (Exact name of registrant as specified in its charter) Utah 1-6075 13-2626465 (State or other jurisdiction (Commission (I |
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| October 24, 2024 |
Exhibit 10(e) DEFERRED COMPENSATION PLAN (409A Grandfathered Component) of UNION PACIFIC CORPORATION (Originally effective as of January 1, 2009, as amended and restated including all amendments adopted through August 1, 2024. |
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| October 24, 2024 |
Union Pacific Reports Third Quarter 2024 Results Exhibit 99.1 Union Pacific Reports Third Quarter 2024 Results ● Third quarter earnings per diluted share of $2.75, up 10% ● Third quarter operating income up 11% ● Third quarter net income up 9% Omaha, Neb., October 24, 2024 – Union Pacific Corporation (NYSE: UNP) today reported 2024 third quarter net income of $1.7 billion, or $2.75 per diluted share. This compares to 2023 third quarter net incom |
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| October 24, 2024 |
Exhibit 31(b) CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER I, Jennifer L. Hamann, certify that: 1. I have reviewed this quarterly report on Form 10-Q of Union Pacific Corporation; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statem |
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| October 24, 2024 |
Exhibit 10(c) SUPPLEMENTAL PENSION PLAN (409A GRANDFATHERED COMPONENT) For Officers and Managers of Union Pacific Corporation and Affiliates (As amended and restated in its entirety effective as of January 1, 1989, including all amendments adopted through August 1, 2024) TABLE OF CONTENTS ARTICLE ONE SCOPE OF SUPPLEMENTAL PLAN AND DEFINITIONS 2 ARTICLE TWO AMOUNT AND PAYMENT OF PENSION 7 ARTICLE T |
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| October 24, 2024 |
Exhibit 10(f) DEFERRED COMPENSATION PLAN (409A Non-Grandfathered Component) of UNION PACIFIC CORPORATION (Originally effective as of January 1, 2009, as amended and restated including all amendments adopted through August 1, 2024. |
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| October 24, 2024 |
Supplemental Thrift Plan (409A Non-Grandfathered Component) of Union Pacific Corporation, Exhibit 10(b) SUPPLEMENTAL THRIFT PLAN (409A Non-Grandfathered Component) of UNION PACIFIC CORPORATION (Effective as of January 1, 2009, including all amendments adopted through August 1, 2024) 1 ARTICLE ONE Scope of Plan and Definitions 1. |
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| October 24, 2024 |
Exhibit 10(d) SUPPLEMENTAL PENSION PLAN (409A NON-GRANDFATHERED COMPONENT) For Officers and Managers of Union Pacific Corporation and Affiliates (As amended and restated in its entirety effective as of January 1, 1989, including all amendments adopted through August 1, 2024) TABLE OF CONTENTS Page ARTICLE ONE SCOPE OF SUPPLEMENTAL PLAN AND DEFINITIONS 1 ARTICLE TWO AMOUNT AND PAYMENT OF PENSION 7 |
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| October 24, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Numbe |
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| September 19, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 19, 2024 (September 19, 2024) UNION PACIFIC CORPORATION (Exact name of registrant as specified in its charter) Utah 1-6075 13-2626465 (State or other jurisdiction (Commissio |
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| July 25, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 1-6 |
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| July 25, 2024 |
Exhibit 31(b) CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER I, Jennifer L. Hamann, certify that: 1. I have reviewed this quarterly report on Form 10-Q of Union Pacific Corporation; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statem |
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| July 25, 2024 |
Union Pacific Reports Second Quarter 2024 Results Exhibit 99.1 Union Pacific Reports Second Quarter 2024 Results ● Second quarter earnings per diluted share of $2.74, up 7% ● Second quarter operating income up 9% ● Second quarter net income up 7% Omaha, Neb., July 25, 2024 – Union Pacific Corporation (NYSE: UNP) today reported 2024 second quarter net income of $1.7 billion, or $2.74 per diluted share. This compares to 2023 second quarter net inco |
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| July 25, 2024 |
Exhibit 31(a) CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER I, V. James Vena, certify that: 1. I have reviewed this quarterly report on Form 10-Q of Union Pacific Corporation; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements |
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| July 25, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 25, 2024 (July 25, 2024) UNION PACIFIC CORPORATION (Exact name of registrant as specified in its charter) Utah 1-6075 13-2626465 (State or other jurisdiction (Commission (IRS Emp |
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| June 25, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 11-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 11-K (Mark One) [X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 - OR - [ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-6075 A. F |
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| June 25, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 11-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 11-K (Mark One) [X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 - OR - [ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-6075 A. F |
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| June 25, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 11-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 11-K (Mark One) [X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 - OR - [ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-6075 A. F |
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| June 25, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 11-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 11-K (Mark One) [X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 - OR - [ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-6075 A. F |
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| May 10, 2024 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 10, 2024 (May 9, 2024) UNION PACIFIC CORPORATION (Exact name of registrant as specified in its charter) Utah 1-6075 13-2626465 (State or other jurisdiction (Commission (IRS Employ |
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| April 25, 2024 |
Exhibit 31(a) CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER I, V. James Vena, certify that: 1. I have reviewed this quarterly report on Form 10-Q of Union Pacific Corporation; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements |
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| April 25, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 1- |
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| April 25, 2024 |
Union Pacific Reports First Quarter 2024 Results Exhibit 99.1 Union Pacific Reports First Quarter 2024 Results ● First quarter earnings per diluted share of $2.69, up 1% ● First quarter operating income up 3% ● First quarter net income up1% Omaha, Neb., April 25, 2024 – Union Pacific Corporation (NYSE: UNP) today reported 2024 first quarter net income of $1.6 billion, or $2.69 per diluted share. This compares to 2023 first quarter net income of |
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| April 25, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 25, 2024 (April 25, 2024) UNION PACIFIC CORPORATION (Exact name of registrant as specified in its charter) Utah 1-6075 13-2626465 (State or other jurisdiction (Commission (IRS E |
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| April 25, 2024 |
Exhibit 31(b) CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER I, Jennifer L. Hamann, certify that: 1. I have reviewed this quarterly report on Form 10-Q of Union Pacific Corporation; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statem |
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| March 26, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ D |
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| March 26, 2024 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rul |
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| February 13, 2024 |
EX-25.1 Exhibit 25.1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE ☐ CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b)(2) THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. (Exact name of trustee as specified in its char |
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| February 13, 2024 |
Exhibit 107.1 Calculation of Filing Fee Tables Form S-3 (Form Type) Union Pacific Corporation (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule (1) Amount Registered (2) Proposed Maximum Offering Price Per Unit (2) Maximum Aggregate Offering Price (2) Fee Rate (1) Am |
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| February 13, 2024 |
As filed with the Securities and Exchange Commission on February 13, 2024 Table of Contents As filed with the Securities and Exchange Commission on February 13, 2024 Registration No. |
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| February 13, 2024 |
UNP / Union Pacific Corporation / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SC 13G/A 1 tv02150-unionpacificcorp.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 9)* Name of issuer: Union Pacific Corp Title of Class of Securities: Common Stock CUSIP Number: 907818108 Date of Event Which Requires Filing of this Statement: December 29, 2023 Check the appropriate box to designat |
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| February 9, 2024 |
Exhibit 10(e) SUPPLEMENTAL PENSION PLAN (409A NON-GRANDFATHERED COMPONENT) For Officers and Managers of Union Pacific Corporation and Affiliates (As amended and restated in its entirety effective as of January 1, 1989, including all amendments adopted through November 1, 2023) TABLE OF CONTENTS Page ARTICLE ONE SCOPE OF SUPPLEMENTAL PLAN AND DEFINITIONS 1 ARTICLE TWO AMOUNT AND PAYMENT OF PENSION |
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| February 9, 2024 |
Exhibit 31(a) CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER I, V. James Vena, certify that: 1. I have reviewed this annual report on Form 10-K of Union Pacific Corporation; 2. Based on my knowledge, this report does not contain any untrue statement of material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were |
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| February 9, 2024 |
Performance Stock Unit Agreement dated February 8, 2024, for V. James Vena. Exhibit 10(c) UNION PACIFIC CORPORATION GRANT NOTICE FOR 2021 STOCK INCENTIVE PLAN PERFORMANCE STOCK UNITS FOR GOOD AND VALUABLE CONSIDERATION, Union Pacific Corporation (the “Company”), hereby grants to Participant named below (for purposes hereof, references herein to “you” or “your” shall refer to such Participant) the number of Stock Units specified below (the “Award”), upon the terms and subj |
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| February 9, 2024 |
Exhibit 31(b) CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER I, Jennifer L. Hamann, certify that: 1. I have reviewed this annual report on Form 10-K of Union Pacific Corporation; 2. Based on my knowledge, this report does not contain any untrue statement of material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements |
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| February 9, 2024 |
Powers of attorney executed by the directors of UPC. Exhibit 24 UNION PACIFIC CORPORATION Powers of Attorney Each of the undersigned directors of Union Pacific Corporation, a Utah corporation (the Company), do hereby appoint each of V. |
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| February 9, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 1-6075 |
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| February 9, 2024 |
Form of Non-Qualified Stock Option Agreement for Executives dated February 8, 2024. Exhibit10(b) UNION PACIFIC CORPORATION GRANT NOTICE FOR 2021 STOCK INCENTIVE PLAN NONQUALIFIED STOCK OPTION FOR GOOD AND VALUABLE CONSIDERATION, Union Pacific Corporation (the “Company”), hereby grants to Participant named below (for purposes hereof, references herein to “you” or “your” shall refer to such Participant) the nonqualified stock option (the “Option”) to purchase any part or all of the number of shares of its common stock, par value $2. |
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| February 9, 2024 |
List of the Corporation’s significant subsidiaries and their respective states of incorporation. Exhibit 21 SIGNIFICANT SUBSIDIARIES OF UNION PACIFIC CORPORATION Name of Corporation State of Incorporation Union Pacific Railroad Company Delaware |
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| February 9, 2024 |
Form of Performance Stock Unit Agreement dated February 8, 2024. Exhibit 10(a) UNION PACIFIC CORPORATION GRANT NOTICE FOR 2021 STOCK INCENTIVE PLAN PERFORMANCE STOCK UNITS FOR GOOD AND VALUABLE CONSIDERATION, Union Pacific Corporation (the “Company”), hereby grants to Participant named below (for purposes hereof, references herein to “you” or “your” shall refer to such Participant) the number of Stock Units specified below (the “Award”), upon the terms and subj |
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| February 9, 2024 |
Non-Qualified Option Agreement dated February 8, 2024, for V. James Vena. Exhibit 10(d) UNION PACIFIC CORPORATION GRANT NOTICE FOR 2021 STOCK INCENTIVE PLAN NONQUALIFIED STOCK OPTION FOR GOOD AND VALUABLE CONSIDERATION, Union Pacific Corporation (the “Company”), hereby grants to Participant named below (for purposes hereof, references herein to “you” or “your” shall refer to such Participant) the nonqualified stock option (the “Option”) to purchase any part or all of the number of shares of its common stock, par value $2. |
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| January 26, 2024 |
UNP / Union Pacific Corporation / BlackRock Inc. Passive Investment us9078181081012624.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No: 14) UNION PACIFIC CORPORATION - (Name of Issuer) Common Stock - (Title of Class of Securities) 907818108 - (CUSIP Number) December 31, 2023 - (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pur |
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| January 25, 2024 |
Union Pacific Reports Fourth Quarter and Full Year 2023 Results Exhibit 99.1 Union Pacific Reports Fourth Quarter and Full Year 2023 Results ● Fourth quarter earnings per diluted share of $2.71, up 1% ● Fourth quarter net income up 1% ● Full year earnings per diluted share of $10.45, down 7% ● Full year net income down 9% Omaha, Neb., January 25, 2024 – Union Pacific Corporation (NYSE: UNP) today reported 2023 fourth quarter net income of $1.7 billion, or $2.7 |
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| January 25, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 25, 2024 (January 25, 2024) UNION PACIFIC CORPORATION (Exact name of registrant as specified in its charter) Utah 1-6075 13-2626465 (State or other jurisdiction (Commission (I |
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| December 18, 2023 |
As filed with the Securities and Exchange Commission on December 18, 2023 As filed with the Securities and Exchange Commission on December 18, 2023 Registration No. |
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| December 18, 2023 |
Exhibit 107.1 Calculation of Filing Fee Tables FORM S-8 (Form Type) UNION PACIFIC CORPORATION (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered Proposed Maximum Offering Price Per Share Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Common Stock, $2.50 pa |
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| December 18, 2023 |
Exhibit 107.1 Calculation of Filing Fee Tables FORM S-8 (Form Type) UNION PACIFIC CORPORATION (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered Proposed Maximum Offering Price Per Share Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Common Stock, $2.50 pa |
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| December 18, 2023 |
As filed with the Securities and Exchange Commission on December 18, 2023 As filed with the Securities and Exchange Commission on December 18, 2023 Registration No. |
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| December 14, 2023 |
Union Pacific Appoints John Tien to Board of Directors Exhibit 99.1 Union Pacific Appoints John Tien to Board of Directors OMAHA, Neb., Dec. 14, 2023 – Union Pacific Corporation (NYSE: UNP) today announced the appointment of John Tien to its board of directors, effective immediately. Tien most recently served as deputy secretary of the Department of Homeland Security (DHS), the first Asian American to ever hold the position, from 2021 until his retire |
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| December 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 14, 2023 (December 14, 2023) UNION PACIFIC CORPORATION (Exact name of registrant as specified in its charter) Utah 1-6075 13-2626465 (State or other jurisdiction (Commission |
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| October 19, 2023 |
Exhibit 10.a UNION PACIFIC CORPORATION POLICY FOR RECOUPMENT OF CERTAIN COMPENSATION (Amended Effective October 2, 2023) I. Policy A. Financial Restatement. It is the Company’s policy that, in the event the Company is required to prepare a Financial Restatement, the Compensation and Benefits Committee (the “Committee”) of the Board of Directors of the Company (the “Board”) will require a Covered E |
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| October 19, 2023 |
Union Pacific Reports Third Quarter 2023 Results Exhibit 99.1 Union Pacific Reports Third Quarter 2023 Results ● Earnings per diluted share of $2.51 ● Operating revenue of $5.9 billion ● Operating income of $2.2 billion Omaha, Neb., October 19, 2023 – Union Pacific Corporation (NYSE: UNP) today reported 2023 third quarter net income of $1.5 billion, or $2.51 per diluted share. This compares to 2022 third quarter net income of $1.9 billion, or $3 |
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| October 19, 2023 |
Exhibit 31(a) CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER I, V. James Vena, certify that: 1. I have reviewed this quarterly report on Form 10-Q of Union Pacific Corporation; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements |
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| October 19, 2023 |
Exhibit 31(b) CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER I, Jennifer L. Hamann, certify that: 1. I have reviewed this quarterly report on Form 10-Q of Union Pacific Corporation; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statem |
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| October 19, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Numbe |
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| October 19, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 19, 2023 (October 19, 2023) UNION PACIFIC CORPORATION (Exact name of registrant as specified in its charter) Utah 1-6075 13-2626465 (State or other jurisdiction (Commission (I |
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| September 29, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 29, 2023 (September 28, 2023) UNION PACIFIC CORPORATION (Exact name of registrant as specified in its charter) Utah 1-6075 13-2626465 (State or other jurisdiction (Commissio |
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| August 11, 2023 |
Exhibit 10.1 TRANSITION AND SEPARATION AGREEMENT This TRANSITION AND SEPARATION AGREEMENT (this “Agreement”) is entered into on this 11th day of August, 2023 by and between Union Pacific Corporation, a Utah corporation (the “Company”); Union Pacific Railroad Company, a Delaware corporation (“Union Pacific Railroad Company”); and Lance M. Fritz (“Executive”). Company, Union Pacific Railroad Company |
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| August 11, 2023 |
Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 11, 2023 (August 11, 2023) UNION PACIFIC CORPORATION (Exact name of registrant as specified in its charter) Utah 1-6075 13-2626465 (State or other jurisdiction (Commission (IRS |
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| July 26, 2023 |
Union Pacific Reports Second Quarter 2023 Results Exhibit 99.1 Union Pacific Reports Second Quarter 2023 Results ● Earnings per diluted share of $2.57 ● Operating revenue down 5% ● Reportable derailment rate improved 9% Omaha, Neb., July 26, 2023 – Union Pacific Corporation (NYSE: UNP) today reported 2023 second quarter net income of $1.6 billion, or $2.57 per diluted share. These results include the previously disclosed $67 million labor expense |
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| July 26, 2023 |
Exhibit 31(b) CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER I, Jennifer L. Hamann, certify that: 1. I have reviewed this quarterly report on Form 10-Q of Union Pacific Corporation; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statem |
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| July 26, 2023 |
Exhibit 31(a) CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER I, Lance M. Fritz, certify that: 1. I have reviewed this quarterly report on Form 10-Q of Union Pacific Corporation; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements |
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| July 26, 2023 |
Union Pacific Appoints Jim Vena Chief Executive Officer Exhibit 99.1 Union Pacific Appoints Jim Vena Chief Executive Officer ● Beth Whited named president ● Mike McCarthy elected chairman of the Board Omaha, Neb., July 26, 2023 – Union Pacific Corporation (NYSE: UNP) today announced Jim Vena has been appointed as chief executive officer and a member of the Board, effective August 14, 2023. The company also announced that Beth Whited, Union Pacific’s ex |
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| July 26, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 26, 2023 (July 26, 2023) UNION PACIFIC CORPORATION (Exact name of registrant as specified in its charter) Utah 1-6075 13-2626465 (State or other jurisdiction (Commission (IRS Emp |
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| July 26, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 26, 2023 (July 25, 2023) UNION PACIFIC CORPORATION (Exact name of registrant as specified in its charter) Utah 1-6075 13-2626465 (State or other jurisdiction (Commission (IRS Emp |
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| July 26, 2023 |
Union Pacific Appoints Doyle Simons and John Wiehoff to Board of Directors Exhibit 99.2 Union Pacific Appoints Doyle Simons and John Wiehoff to Board of Directors OMAHA, NEB., July 26, 2023 – Union Pacific Corporation (NYSE: UNP) (“Union Pacific” or the “Company”) today announced that it has appointed Doyle Simons, former president and CEO of Weyerhaeuser, and John Wiehoff, former chairman, president, and CEO of C.H. Robinson, to its Board of Directors, effective immedia |
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| July 26, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 1-6 |
