[Form 4] Union Pacific Corp. Insider Trading Activity

Rhea-AI Filing Summary

Union Pacific Corp. (UNP) Executive Vice President – Operations Eric J. Gehringer filed a Form 4 reporting a modest insider purchase on 10 July 2025. Through the company’s 2021 Employee Stock Purchase Plan he acquired 3.797 shares of UNP common stock at $237 each. After the transaction, Gehringer directly owns 44,538.9836 shares and indirectly holds 7,179.393 shares in a deferral account; no new derivative positions were created or exercised. The incremental buy is immaterial relative to his existing stake and Union Pacific’s market capitalization, so the filing adds limited fundamental insight, but insider purchases are generally viewed as a signal of executive confidence.

Insights

Securities Analyst

TL;DR Small ESPP buy (3.8 shares) by UNP EVP, lifts holdings to 44.5k; negligible market impact.

The transaction is a routine Employee Stock Purchase Plan acquisition, representing less than 0.01% of Mr. Gehringer’s already substantial direct stake. Because the dollar value is under $1,000, it carries no meaningful valuation signal for Union Pacific’s $150 billion-plus market cap. The absence of derivative activity or 10b5-1 plan usage suggests the purchase was discretionary, but its scale indicates minimal conviction trading. Insider sentiment screens may register the filing as positive, yet quantitative investors will likely treat it as noise.

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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^*

Gehringer Eric J

(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 OPERATIONS

3. Date of Earliest Transaction (Month/Day/Year)
07/10/2025

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	07/10/2025		A(1)		3.797	A	$237	44,538.9836	D
Common Stock(2)								7,179.393	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.

2. Represents conversion of restricted stock units to fully vested stock units with a distribution ratio of 1:1 - Payable only in shares of common stock at termination of employment or a date certain.

	By: Trevor L. Kingston, Attorney-in-Fact For: Eric J. Gehringer	07/11/2025
	** 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

How many UNP shares did EVP Eric J. Gehringer purchase on 10 Jul 2025?

He bought 3.797 shares through the 2021 Employee Stock Purchase Plan.

What was the purchase price disclosed in the Form 4 filing for UNP?

The shares were acquired at $237 per share.

What is Gehringer’s total direct ownership of Union Pacific after the transaction?

Following the purchase, he directly owns 44,538.9836 UNP shares.

Did the Form 4 include any derivative security transactions?

No, the filing reported no derivative securities being acquired or disposed of.

Does the filing mention a Rule 10b5-1 trading plan for this transaction?

The checkbox indicating a Rule 10b5-1 plan was not marked; the purchase appears discretionary.