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Union Pacific insider purchase: CFO acquires shares via ESPP at $215.19

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Union Pacific Corp. (UNP) insider filing reports a routine purchase by the company’s EVP & Chief Financial Officer, Jennifer L. Hamann. The Form 4 shows a purchase on 09/10/2025 of 9.912 common shares at a price of $215.19 per share made pursuant to the 2021 Employee Stock Purchase Plan. After the transaction, Hamann beneficially owns 109,137.1876 shares directly and an additional 5,588.699 shares indirectly through a deferral account. The form was submitted by an attorney-in-fact on 09/11/2025.

Positive

  • Purchase recorded under the 2021 Employee Stock Purchase Plan showing insider acquisition of company stock
  • Complete disclosure of direct (109,137.1876 shares) and indirect (5,588.699 shares) beneficial ownership following the transaction

Negative

  • None.

Insights

TL;DR: A small ESPP purchase by the CFO; transaction size is immaterial to UNP's market capitalization.

The filing documents a purchase of 9.912 common shares at $215.19 under the 2021 Employee Stock Purchase Plan. This is a routine equity purchase by an insider and does not indicate any change in corporate guidance, capital structure, or material operations. The post-transaction direct beneficial ownership of 109,137.1876 shares and indirect holdings of 5,588.699 shares are disclosed, allowing investors to track insider exposure but are not material relative to a large-cap railroad issuer.

TL;DR: Disclosure complies with Section 16 reporting; purchase was executed via an established employee plan.

The Form 4 clearly identifies the reporter as EVP & Chief Financial Officer Jennifer L. Hamann and discloses the transaction date, price, and plan used (2021 Employee Stock Purchase Plan). The form was executed by an attorney-in-fact, and the filing format includes direct and indirect ownership classifications. From a governance perspective, the filing meets standard insider reporting obligations and presents no governance red flags.

Insider Hamann Jennifer L
Role EVP & CHIEF FINANCIAL OFFICER
Type Security Shares Price Value
Grant/Award Common Stock 9.912 $215.19 $2K
holding Common Stock -- -- --
Holdings After Transaction: Common Stock — 109,137.188 shares (Direct); Common Stock — 5,588.699 shares (Indirect, By Deferral Account)
Footnotes (1)
  1. [object Object]
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*
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)
09/10/2025
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 09/10/2025 A(1) 9.912 A $215.19 109,137.1876 D
Common Stock 5,588.699 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 09/11/2025
** 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.

Source: View Original Filing on SEC EDGAR

FAQ

What transaction did UNP CFO Jennifer Hamann report on Form 4?

The Form 4 reports a purchase of 9.912 common shares at $215.19 per share on 09/10/2025 under the 2021 Employee Stock Purchase Plan.

How many UNP shares does Jennifer Hamann beneficially own after the reported transaction?

After the transaction she beneficially owns 109,137.1876 shares directly and 5,588.699 shares indirectly via a deferral account.

Under what plan was the UNP stock purchase made?

The purchase was made pursuant to the 2021 Employee Stock Purchase Plan, as stated in the Form 4 explanation.

Who filed the Form 4 on behalf of Jennifer Hamann and when?

The form was filed by Trevor L. Kingston, Attorney-in-Fact for Jennifer L. Hamann on 09/11/2025.

Does the Form 4 indicate any derivative transactions?

No. The filing lists only a non-derivative common stock purchase and shows no derivative securities transactions.