Union Pacific director granted 175 phantom units

Edison Sheri H. reported acquisition or exercise transactions in this Form 4 filing.

Rhea-AI Filing Summary

Edison Sheri H. reported acquisition or exercise transactions in this Form 4 filing.

Union Pacific director Sheri H. Edison received a grant of 175 Phantom Stock Units tied to Union Pacific common stock, with a reference value of $277.73 per unit. This award increases her phantom stock balance to 3,617 units. The units are payable in cash only, commencing at retirement, so this is a non-trading, cash-settled compensation grant rather than an open-market stock purchase.

Insider Trade Summary

Grant/Award: 175 shares

Grant/Award 1 txn

Insider Edison Sheri H.

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Phantom Stock	175	$277.73	$49K

Holdings After Transaction: Phantom Stock — 3,617 contracts (Direct)

Footnotes (2)

1. F1. Distribution ratio for Phantom Stock Units is 1:1.
2. F2. Phantom Stock Units are payable in cash only commencing at retirement.

Key Figures

Phantom Stock grant: 175 units Post-grant phantom holdings: 3,617 units Unit reference value: $277.73 per unit +2 more

5 metrics

Phantom Stock grant 175 units Grant of Phantom Stock Units on 2026-07-01

Post-grant phantom holdings 3,617 units Total Phantom Stock Units after transaction

Unit reference value $277.73 per unit Transaction price per Phantom Stock Unit

Underlying common stock ratio 1:1 Distribution ratio for Phantom Stock Units to common stock

Transaction code A (Grant, award, or other acquisition) Code A for derivative compensation grant

Key Terms

Phantom Stock, Phantom Stock Units, Distribution ratio, Grant, award, or other acquisition

4 terms

Phantom Stock financial

"security_title: "Phantom Stock" and related footnotes"

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.

Distribution ratio financial

"“Distribution ratio for Phantom Stock Units is 1:1.”"

Grant, award, or other acquisition financial

"transaction_code_description: "Grant, award, or other acquisition""

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did Union Pacific (UNP) director Sheri H. Edison report on this Form 4?

Sheri H. Edison reported receiving 175 Phantom Stock Units linked 1:1 to Union Pacific common stock. The grant is a compensation award, not an open-market stock purchase or sale, and increases her total phantom stock holdings to 3,617 units.

Is Sheri H. Edison buying or selling Union Pacific (UNP) shares in this filing?

She is not buying or selling Union Pacific shares. The Form 4 shows a grant of 175 Phantom Stock Units, a cash-settled compensation instrument whose value tracks Union Pacific common stock, rather than a direct stock market transaction.

How many Phantom Stock Units does Sheri H. Edison hold after this Union Pacific (UNP) grant?

After the grant, Sheri H. Edison holds 3,617 Phantom Stock Units. These units mirror Union Pacific common stock on a 1:1 basis but are payable in cash only, beginning at retirement, instead of delivering actual company shares.

At what value was the new Union Pacific (UNP) Phantom Stock grant recorded?

The 175 new Phantom Stock Units were recorded at a reference value of $277.73 per unit. This reference price is used for the award’s value calculation and does not represent an open-market purchase price for Union Pacific common stock.

When will Sheri H. Edison receive cash from these Union Pacific (UNP) Phantom Stock Units?

The Phantom Stock Units are payable in cash only commencing at retirement. This means Edison will receive cash payments in the future, based on the plan’s terms, rather than immediate shares or cash upon grant.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 07/02/2026 - 12:39 PM EDT Learn about SEC filing dates

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^*

Edison Sheri H.

(Last) (First) (Middle)

1400 DOUGLAS ST.

(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)

X	Director		10% 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)

X	Form 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)
			Code	V	Amount	(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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Phantom Stock(1)	$0.0	07/01/2026		A		175		(2)	(2)	Common Stock	175	$277.73	3,617	D

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: Sheri H. Edison	07/02/2026
	** 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.
* Form 4: SEC 1474 (03-26)