Form 4: Hamann Jennifer L reports multiple insider transactions in UNP

Rhea-AI Filing Summary

Hamann Jennifer L reported multiple insider transaction types in a Form 4 filing for UNP. The filing lists transactions totaling 11,457 shares at a weighted average price of $254.36 per share. Following the reported transactions, holdings were 117,971 shares.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Hamann Jennifer L

(Last) (First) (Middle)

1400 DOUGLAS STREET

(Street)

OMAHA NE 68179

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
UNION PACIFIC CORP [ UNP ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP & CHIEF FINANCIAL OFFICER

3. Date of Earliest Transaction (Month/Day/Year)
02/09/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	02/09/2026		D		8,769	D	$0.0	117,970.8976	D
Common Stock	02/09/2026		F		2,680	D	$254.34	115,290.8976	D
Common Stock	02/10/2026		A(1)		8.163	A	$261.32	115,299.0606	D
Common Stock								5,654.613	I	By Deferral Account

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Purchase pursuant to the 2021 Employee Stock Purchase Plan.

	By: Trevor L. Kingston, Attorney-in-Fact For: Jennifer L. Hamann	02/11/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transactions did Union Pacific (UNP) CFO Jennifer Hamann report?

Jennifer Hamann reported multiple common stock transactions, including a disposition of 8,769 shares to the issuer, 2,680 shares disposed for tax withholding, and an acquisition of 8.163 shares through a plan-related grant. These moves adjusted her direct and indirect ownership levels.

How many Union Pacific (UNP) shares does the CFO own after these transactions?

After the reported transactions, Jennifer Hamann directly owns 115,299.0606 Union Pacific common shares and indirectly holds 5,654.613 shares via a deferral account. These figures reflect her updated beneficial ownership as disclosed in the filing.

What was the nature of the 8,769-share transaction reported by Union Pacific (UNP) CFO?

The 8,769-share transaction on February 9, 2026 was a disposition to the issuer coded as “D.” It occurred at a stated price of $0.0 per share, typically indicating a non-cash transaction such as a surrender or similar adjustment with the company.

Why were 2,680 Union Pacific (UNP) shares disposed at $254.34 for the CFO?

The 2,680-share transaction coded “F” represents a tax-withholding disposition at $254.34 per share. Shares were delivered to cover exercise price or tax liabilities, a common mechanism when equity awards vest or are exercised.

What is the small 8.163-share acquisition by the Union Pacific (UNP) CFO?

The 8.163-share acquisition on February 10, 2026 was coded “A” for a grant, award, or other acquisition at $261.32 per share. A footnote explains this was a purchase pursuant to Union Pacific’s 2021 Employee Stock Purchase Plan.

How does the deferral account affect Union Pacific (UNP) CFO’s reported holdings?

In addition to directly held stock, Jennifer Hamann reports 5,654.613 Union Pacific shares held indirectly “By Deferral Account.” This structure typically reflects deferred compensation or similar arrangements, and is reported as indirect beneficial ownership in the filing.