Union Pacific insider files Form 4 after 46-share charitable disposition

Rhea-AI Filing Summary

Kenyatta G. Rocker, EVP Marketing & Sales at Union Pacific Corporation (UNP) reported a small disposition of company stock on 08/19/2025. The filing shows 46 shares disposed under code G, with the explanation that the shares were a charitable contribution. After the transaction the reporting person beneficially owned 52,180.1007 shares (direct) and additionally held 350 shares in a deferral account, 2,035.3777 shares in a managed account, and 1,269.4979 shares held by spouse. The Form 4 was signed by an attorney-in-fact, Trevor L. Kingston, on 08/21/2025. The filing contains no options, exercises, or other derivative transactions.

Insights

Financial Analyst

TL;DR: Insider reported a minor charitable disposition of 46 shares; holdings remain substantial and no derivatives were involved.

The transaction is routine and appears non-economic in nature given the stated charitable contribution. The disclosure confirms continued substantial ownership by the reporting person across direct and indirect accounts, which aligns with officer-level equity alignment but does not indicate a material shift in ownership or control. No sale for liquidity or diversification is indicated in the form.

Corporate Governance Expert

TL;DR: Filing documents a small, clearly explained disposition with proper signature via attorney-in-fact; governance compliance appears satisfied.

The Form 4 includes the requisite details: reporting person role, transaction code with explanation, post-transaction beneficial ownership breakdown, and signature by an authorized attorney-in-fact. The charitable nature reduces concerns about insider trading motives. From a governance perspective, this is a routine disclosure and does not raise red flags.

Insider Trade Summary

46 shares gifted

Mixed 4 txns

Insider Rocker Kenyatta G

Role EVP MARKETING & SALES

Type	Security	Shares	Price	Value
Gift	Common Stock	46	$0.00	--
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 52,180.101 shares (Direct); Common Stock — 350 shares (Indirect, By Deferral Account)

Footnotes (1)

1. The reporting person made a charitable contribution to a non-affiliated entity. Includes holdings in Union Pacific's Payroll-based and Tax-reduction stock ownership plans and 401(k) plan.

Form 4 Insider Transactions: What Each Field Means →

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^*

Rocker Kenyatta G

(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 MARKETING & SALES

3. Date of Earliest Transaction (Month/Day/Year)
08/19/2025

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	08/19/2025		G(1)		46	D	$0.0	52,180.1007	D
Common Stock								350	I	By Deferral Account
Common Stock(2)								2,035.3777	I	by Managed Account
Common Stock								1,269.4979	I	by Spouse

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. The reporting person made a charitable contribution to a non-affiliated entity.

2. Includes holdings in Union Pacific's Payroll-based and Tax-reduction stock ownership plans and 401(k) plan.

	By: Trevor L. Kingston, Attorney-in-Fact For: Kenyatta G. Rocker	08/21/2025
	** 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

What transaction did Kenyatta G. Rocker report on Form 4 for UNP?

He reported a disposition of 46 shares on 08/19/2025, recorded under transaction code G with the explanation that it was a charitable contribution.

How many Union Pacific (UNP) shares does the reporting person own after the transaction?

52,180.1007 shares directly, plus 350 shares in a deferral account, 2,035.3777 shares in a managed account, and 1,269.4979 shares held by spouse.

What is the reporting person's role at Union Pacific (UNP)?

Kenyatta G. Rocker is identified as EVP Marketing & Sales and is listed as an officer and director on the Form 4.

Was the Form 4 signed by the reporting person?

The Form 4 was signed by attorney-in-fact Trevor L. Kingston on 08/21/2025.

Were there any derivative transactions disclosed in this Form 4 for UNP?

No derivative securities, exercises, or options were disclosed; Table II contains no entries.