Union Pacific (NYSE: UNP) VP Powers reports ESPP share purchase

Rhea-AI Filing Summary

Union Pacific Corporation executive Carrie J. Powers, VP & Controller, reported several stock transactions in company shares. On February 9, 2026, she disposed of 759 shares of common stock at a stated price of $0.0 per share and had 233 shares withheld or disposed of with a transaction code F at $254.34 per share, leaving 8,100.272 shares held directly afterward.

On February 10, 2026, she acquired 5.835 shares of common stock at $261.32 per share, noted as a purchase under the 2021 Employee Stock Purchase Plan, bringing her directly owned balance to 8,106.107 shares958.251 shares are held indirectly in a managed account.

02/11/2026 - 01:05 PM

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^*

Powers Carrie 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)
	VP & CONTROLLER

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		759	D	$0.0	8,333.272	D
Common Stock	02/09/2026		F		233	D	$254.34	8,100.272	D
Common Stock	02/10/2026		A(1)		5.835	A	$261.32	8,106.107	D
Common Stock								958.251	I	by Managed 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: Carrie J. Powers	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 UNP executive Carrie J. Powers report?

Carrie J. Powers reported multiple Union Pacific common stock transactions. These included a 759-share disposition, 233 shares with transaction code F, and a 5.835-share purchase under the 2021 Employee Stock Purchase Plan, all recorded in February 2026 with updated ownership balances disclosed.

How many Union Pacific (UNP) shares does Carrie J. Powers own after these transactions?

After the reported transactions, Carrie J. Powers directly owns 8,106.107 Union Pacific common shares. She also has 958.251 shares held indirectly through a managed account, as disclosed in the filing, reflecting both her direct and indirect beneficial ownership positions.

What was the ESPP purchase reported by UNP VP & Controller Carrie J. Powers?

The filing shows Carrie J. Powers acquired 5.835 Union Pacific common shares on February 10, 2026, at $261.32 per share. A footnote explains this was a purchase under the 2021 Employee Stock Purchase Plan, indicating participation in the company’s employee stock program.

What does transaction code F mean in the Union Pacific (UNP) Form 4 for Carrie J. Powers?

Transaction code F indicates a disposition of shares to cover obligations associated with equity awards, often taxes. In this filing, 233 Union Pacific common shares were recorded with code F at $254.34 per share, adjusting her directly owned share balance afterward.

What role does Carrie J. Powers hold at Union Pacific (UNP)?

Carrie J. Powers is identified as an officer of Union Pacific Corporation with the title "VP & CONTROLLER." This position is disclosed in the Form 4 header, alongside her report of beneficial ownership and recent transactions in Union Pacific common stock.

How many Union Pacific (UNP) shares are held indirectly for Carrie J. Powers?

The Form 4 discloses 958.251 Union Pacific common shares held indirectly for Carrie J. Powers. These are identified as being held "by Managed Account," distinguishing them from the larger block of shares she holds directly in her own name.