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Phantom stock grant lifts Union Pacific (UNP) director holdings to 338 units

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

Rhea-AI Filing Summary

UNION PACIFIC CORP director Will W. Anthony received a grant of 159 Phantom Stock units tied to the company’s common stock. The award is classified as a grant or other acquisition and increases his Phantom Stock holdings to 338 units.

Each Phantom Stock unit has a reference price of $277.73 and is linked to one share of Union Pacific common stock on a 1:1 basis. These Phantom Stock units are payable in cash only, commencing at retirement, making this a cash-settled, equity-linked compensation award rather than an open-market stock purchase.

Positive

  • None.

Negative

  • None.
Insider Will W Anthony
Role null
Type Security Shares Price Value
Grant/Award Phantom Stock 159 $277.73 $44K
Holdings After Transaction: Phantom Stock — 338 shares (Direct, null)
Footnotes (1)
  1. Distribution ratio for Phantom Stock Units is 1:1. Phantom Stock Units are payable in cash only commencing at retirement.
Phantom Stock units granted 159 units Grant of Phantom Stock reported with code A
Reference price per Phantom unit $277.73 per unit Transaction price per Phantom Stock unit
Total Phantom units after grant 338 units Total Phantom Stock holdings following transaction
Underlying common stock linkage 1:1 ratio Distribution ratio of Phantom Stock units to common stock
Phantom Stock financial
"security_title: "Phantom Stock""
A phantom stock is a form of compensation that gives employees or executives the benefits of stock ownership, such as the increase in stock value, without actually giving them real shares. It acts like a promise to pay the employee the equivalent value of company stock later, often as a bonus or incentive. This allows companies to motivate and reward staff without diluting ownership or transferring actual shares.
Phantom Stock Units financial
"Phantom Stock Units are payable in cash only commencing at retirement"
Phantom stock units are company promises that pay a cash or stock-equivalent award tied to the firm’s share price or value growth, but they do not issue actual shares. Think of them as a bonus check that moves with the stock like a mirror rather than handing over an ownership slice. Investors care because these awards can affect a company’s future cash obligations, executive incentives and reported expenses without causing share dilution.
Grant, award, or other acquisition financial
"transaction_code_description: "Grant, award, or other acquisition""
distribution ratio financial
"Distribution ratio for Phantom Stock Units is 1:1"
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Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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*
Will W Anthony
(Last)(First)(Middle)
1400 DOUGLAS STREET
(Street)
OMAHA NEBRASKA 68179
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
UNION PACIFIC CORP [ UNP ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
07/01/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Phantom Stock(1)$0.007/01/2026A159 (2) (2)Common Stock159$277.73338D
Explanation of Responses:
1. Distribution ratio for Phantom Stock Units is 1:1.
2. Phantom Stock Units are payable in cash only commencing at retirement.
By: Trevor L. Kingston, Attorney-in-Fact For: W Anthony Will07/02/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What did Union Pacific (UNP) director Will W. Anthony report in this Form 4?

Will W. Anthony reported receiving 159 Phantom Stock units linked to Union Pacific common stock. The grant is a compensation-related award, not an open-market trade, and brings his total Phantom Stock holdings to 338 units after the transaction.

Is the Union Pacific (UNP) Phantom Stock grant a stock purchase or sale?

The Phantom Stock entry is a grant, not a stock purchase or sale. It is reported with transaction code “A” for grant or award, reflecting compensation rather than an open-market transaction in Union Pacific common stock shares.

How many Phantom Stock units does Will W. Anthony hold after this grant at Union Pacific (UNP)?

After receiving 159 additional Phantom Stock units, Will W. Anthony holds 338 Phantom Stock units in total. This figure represents his reported Phantom Stock position following the grant on the reported transaction date.

What is the reference price and ratio for Union Pacific (UNP) Phantom Stock units?

Each Phantom Stock unit in this filing carries a reference price of $277.73 and a 1:1 distribution ratio to Union Pacific common stock. The units mirror the stock’s value for compensation purposes without representing actual common shares.

How and when are Union Pacific (UNP) Phantom Stock units paid out?

The Phantom Stock units are payable in cash only, commencing at retirement. This means the holder receives a cash payment based on the value of the linked Union Pacific common stock units when retirement-related distribution begins.