[Form 4] Union Pacific Corp. Insider Trading Activity

Rhea-AI Filing Summary

Christina B. Conlin, EVP & Chief Legal Officer of Union Pacific Corporation (UNP), purchased company stock under the 2021 Employee Stock Purchase Plan on 09/10/2025. The Form 4 reports an acquisition of 8.016 shares at a price of $215.19 per share, resulting in total beneficial ownership of 5,210.941 shares following the transaction. The filing was signed on behalf of Ms. Conlin by an attorney-in-fact on 09/11/2025. The form identifies the transaction code as A and specifies the purchase was made pursuant to the company ESPP.

Insights

Financial Analyst

TL;DR: A small ESPP purchase by a senior officer; immaterial to valuation but a routine insider buy that aligns personal ownership with company stock.

This transaction is modest in size—8.016 shares at $215.19—and does not meaningfully alter outstanding insider ownership or capital structure. It reflects participation in the company ESPP, which is common for employees and officers. For investors, the action is a neutral signal: it shows executive participation but is too small to imply a strong directional conviction or to materially affect share supply or demand.

Corporate Governance Expert

TL;DR: Insider purchase under an employee plan demonstrates routine alignment with shareholders; transaction appears compliant and properly reported.

The Form 4 discloses the purchase pursuant to the 2021 Employee Stock Purchase Plan and includes the required signature via attorney-in-fact. The filing satisfies Section 16 reporting obligations and uses transaction code A. There are no indications of accelerated or unusual derivative activity, related-party transactions, or exemptions that would raise governance concerns.

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
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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^*

Conlin Christina B

(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 LEGAL OFFICER & CORP

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)		8.016	A	$215.19	5,210.941	D

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: Christina B. Conlin	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.

FAQ

What did Christina B. Conlin (UNP) report on Form 4?

The Form 4 reports that Ms. Conlin purchased 8.016 shares of Union Pacific at $215.19 per share on 09/10/2025 under the 2021 Employee Stock Purchase Plan.

How many shares did Christina Conlin own after the transaction?

Following the reported purchase, Ms. Conlin beneficially owned 5,210.941 shares.

Was the purchase part of a company plan or a market trade?

The filing states the purchase was made pursuant to the 2021 Employee Stock Purchase Plan, not an open-market trade.

When was the Form 4 signed and by whom?

The Form 4 shows it was signed by Trevor L. Kingston, Attorney-in-Fact for Christina B. Conlin on 09/11/2025.

What transaction code is listed on the Form 4 and what does it indicate?

The form lists transaction code A, indicating an acquisition of securities.